Common use of Protection Amount Clause in Contracts

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 shall apply to each such Reassessment. Upon Notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord shall promptly pay to Tenant the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Rent next due shall be increased by the amount of such overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 4.4.4.3. shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord landlord under this Lease. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though assuming for purposes of this computation that the portion amount of such Proposition 13 Protection Amount benefited Tenant on an equal monthly basis at the end of each month during each Lease Year), as the amounts amount to be discounted, and (ii) by using an eight percent (8%) discount rates rate, compounded annually, for each monthly amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annumdiscounted. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 4.4.4.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimationunder-estimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent next due shall be increased by the amount of the overestimation. The amount of any such overestimationunderestimate or overestimate shall be calculated by taking the difference between the Proposition 13 Purchase Price for the Applicable Reassessment actually paid to Tenant and the Proposition 13 Purchase Price for the Applicable Reassessment as it should have been computed had all relevant facts concerning the Applicable Reassessment been known at the time such Purchase Price was originally computed, and adding interest thereto at a rate per annum equal to ten percent (10%), compounded annually, from the date such Purchase Price was paid to Tenant through the date that the amount of the underestimate or overestimate is to be credited or debited (as the case may be) against Rent next due hereunder.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions TCCs of this Section 4.6.3 shall apply to each such Reassessment. Upon Notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "“Applicable Reassessment"”), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "“Proposition 13 Purchase Price," ” as that term is defined in this Section 4.6.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "“Proposition 13 Purchase Price" ” shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's ’s exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, and since the parties hereto desire to provide Tenant with the Proposition 13 Purchase Price in order to provide the full present value of the Proposition 13 Protection Amount, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord shall promptly pay to Tenant the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Rent next due shall be increased by the amount of such overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in for which the Reassessment will occurfirst applies, the terms and conditions of this Section 4.6.3 4.4.4.3 shall apply to each such Reassessment. Upon Notice At any time during the Lease Term, upon thirty (30) days' prior notice to TenantTenant at any time, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3below, for the Applicable Reassessment, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event or transaction (or series of events or transactions) pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, the term "successor of Landlord" shall include, without limitation, any new or different person or entity that succeeds to the interest of Landlord under this Lease and to the person or entity that is currently the Landlord hereunder if such person or entity has been restructured or reconstituted so as to trigger a Reassessment. As used herein, "Proposition 13 Purchase Price" for the Applicable Reassessment shall mean the present value of the Proposition 13 Protection Amount for the Applicable Reassessment remaining during the Lease Term, as of the date of payment of the such Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount for the Applicable Reassessment attributable to each remaining Lease Year (as though assuming for purposes of the portion computation that the amount of such Proposition 13 Protection Amount benefited Tenant on an equal monthly basis at the end middle of each month during each Lease Year), as the amounts to be discounted, and (ii) by using an eight percent (8%) discount rates rate for each monthly amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annumdiscounted. Upon such payment of the such Proposition 13 Purchase Price, the provisions of Section 4.6.2 4.4.4.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord 's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimationunderestimation and Landlord shall pay Tenant, on the next due date for Rent, the amount of any underestimation to the extent it exceeds the Rent next due hereunder, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice thirty (30) days' prior notice by Landlord to Tenant, Rent next due shall be increased by the amount of the overestimation. The amount of any such overestimationunderestimate or overestimate shall be calculated by taking the difference between the Proposition 13 Purchase Price for the Applicable Reassessment actually paid to Tenant and the Proposition 13 Purchase Price for the Applicable Reassessment as it should have been computed had all relevant facts concerning the Applicable Reassessment been known at the time such Purchase Price was originally computed, and adding interest thereto at a rate per annum equal to eight percent (8%), compounded annually, from the date such Purchase Price was paid to Tenant through the date that the amount of the underestimate or overestimate is to be credited or debited (as the case may be) against Rent next due hereunder.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year year commencing with the Lease Year year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 10.3(c) shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable ReassessmentAPPLICABLE REASSESSMENT"), at any time during the first (1st) [***] years of the Lease Termtime, by paying to Tenant an amount equal to the "Proposition PROPOSITION 13 Purchase PricePURCHASE PRICE," as that term is defined in this Section 4.6.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Leasebelow. As used herein, "Proposition PROPOSITION 13 Purchase PricePURCHASE PRICE" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year year during the Term that such protection is available (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Yearyear), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates prime interest rate, as close reported in the Wall Street Journal as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as date of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, purchase plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease 10.3(b) shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since As Landlord is estimating will estimate the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent rent next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 4.4 shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "“Applicable Reassessment"”), at any time during the first (1st) [***] years of the Lease Extended Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," , as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this the Lease. As used herein, "“Proposition 13 Purchase Price" ” shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Extended Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates prime interest rate, as close reported in the Wall Street Journal as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as date of Landlord's ’s exercise of its right to purchase, as set forth in this Section 4.6.34.4, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease 4.3 above shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant’s Basic Rental next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent Tenant’s Basic Rental next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 5.4 shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "“Applicable Reassessment"”), at any time during the first (1st) [***] years of the Lease Extended Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," , as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this the Lease. As used herein, "“Proposition 13 Purchase Price" ” shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Extended Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates prime interest rate, as close reported in the Wall Street Journal as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as date of Landlord's ’s exercise of its right to purchase, as set forth in this Section 4.6.35.4, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease 5.3 above shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant’s Basic Rental next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent Tenant’s Basic Rental next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 paragraph shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "“Applicable Reassessment"”), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," , as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "“Proposition 13 Purchase Price" ” shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using a discount rates for each amount to be discounted equal to (A) the average rates rate of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two seven percent (27%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of the immediately preceding grammatical paragraph of Section 4.6.2 3(c)(i) of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant’s Basic Rental next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent Basic Rental next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 paragraph shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "“Applicable Reassessment"”), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," , as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "“Proposition 13 Purchase Price" ” shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using a discount rates for each amount to be discounted equal to (A) the average rates rate of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two [***] percent (2[***]%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of the immediately preceding grammatical paragraph of Section 4.6.2 3 (c)(i) of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant’s Basic Rental next due shall promptly pay to Tenant be credited with the amount of such [***] – Confidential portions of this document have been redacted and filed separately with the Commission. underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent Basic Rental next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions TCCs of this Section 4.6.3 shall apply to each such Reassessment. Upon Notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable ReassessmentAPPLICABLE REASSESSMENT"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "Proposition PROPOSITION 13 Purchase PricePURCHASE PRICE" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord shall promptly pay to Tenant the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Rent next due Tenant shall be increased by promptly refund to Landlord the amount of such overestimationoverestimation within thirty (30) days of a statement therefore.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 4.4.4.3. shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord landlord under this Lease. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though assuming for purposes of this computation that the portion amount of such Proposition 13 Protection Amount benefited Tenant on an equal monthly basis at the end of each month during each Lease Year), as the amounts amount to be discounted, and (ii) by using an eight percent (8%) discount rates rate, compounded annually, for each monthly amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annumdiscounted. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 4.4.4.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimationunder-estimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent next due shall be increased by the amount of the overestimation. The amount of any such overestimationunderestimate or overestimate shall be calculated by taking the difference between the Proposition 13 Purchase Price for the Applicable Reassessment actually paid to Tenant and the Proposition 13 Purchase Price for the Applicable Reassessment as it should have been computed had all relevant facts concerning the Applicable Reassessment been known at the time such Purchase Price was originally computed, and adding interest thereto at a rate per annum equal to ten percent (10%), compounded annually, from the date such Purchase Price was paid to Tenant through the date that the amount of the underestimate or overestimate is to be credited or debited (as the case may be) against Rent next due hereunder.

Protection Amount. If If, in connection with a pending or anticipated sale of the Project by Landlord, the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable ReassessmentAPPLICABLE REASSESSMENT"), at any within a reasonable period of time during prior to the first (1st) [***] years pending or anticipated sale of the Lease TermProject by Landlord, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 10.3 shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, 1.3. plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 9.2 of this Lease Amendment shall not apply to any Tax Increase Property- Related Taxes attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in for which the Reassessment will occurfirst applies, the terms and conditions of this Section 4.6.3 4.3.4.4 shall apply to each such Reassessment. Upon Notice At any time during the first ten (10) Lease Years of the Lease Term, upon thirty (30) days' prior notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable ReassessmentAPPLICABLE REASSESSMENT"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3below, for the Applicable Reassessment, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event or transaction (or series of events or transactions) pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, the term "Proposition successor of Landlord" shall include, without limitation, any new or different entity that succeeds to the interest of Landlord under this Lease. As used herein, "PROPOSITION 13 Purchase PricePURCHASE PRICE" for the Applicable Reassessment shall mean the present value of the Proposition 13 Protection Amount for the Applicable Reassessment remaining during the Lease Term, as of the date of payment of the such Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount for the Applicable Reassessment attributable to each remaining Lease Year (as though assuming for purposes of the portion computation that the amount of such Proposition 13 Protection Amount benefited Tenant at the end middle of each Lease Year), as the amounts to be discounted, and (ii) by using a discount rates for each amount to be discounted rate equal to the Prime Interest Rate as reported in the Wall Street Journal (Aor any comparable publication reasonably selected by Landlord if the Wall Street Journal no longer exists) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as date of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3such calculation, plus (B) two percent (2%) per annum). Upon such payment of the such Proposition 13 Purchase Price, the provisions of Section 4.6.2 4.3.4.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord 's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimationunderestimation and Landlord shall pay Tenant, on the next due date for Rent, the amount of any underestimation to the extent it exceeds the Rent next due hereunder, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice thirty (30) days' prior notice by Landlord to Tenant, Rent next due shall be increased by the amount of the overestimation. The amount of any such overestimationunderestimate or overestimate shall be calculated by taking the difference between the Proposition 13 Purchase Price for the Applicable Reassessment actually paid to Tenant and the Proposition 13 Purchase Price for the Applicable Reassessment as it should have been computed had all relevant facts concerning the Applicable Reassessment been known at the time such Purchase Price was originally computed.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 1.5.3 shall apply to each such Reassessment. Upon Notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.31.5.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.31.5.3, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 1.5.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord shall promptly pay to Tenant the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Rent next due shall be increased by the amount of such overestimation.

Protection Amount. If after a First Transfer in any Protected Period, the occurrence of a Subsequent Transfer Reassessment during such Protected Period is reasonably foreseeable by Landlord Landlord, and the Proposition 13 Protection Amount attributable to such Subsequent Transfer Reassessment can be reasonably quantified or estimated for each remaining Lease Year commencing with within the Lease Year in which the Reassessment will occursame Protected Period, the terms and conditions of this Section 4.6.3 shall apply to each such Reassessment. Upon Notice then, upon written notice to Tenant, Landlord shall have the right to purchase the then remaining portion of such Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Termfor such Protected Period, by paying to Tenant an amount equal to the "“Proposition 13 Purchase Price," ” as that term is defined in this Section 4.6.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Leasebelow. As used herein, "“Proposition 13 Purchase Price" ” shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each which is otherwise payable over the remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by Protected Period using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions rate of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as then current Bank of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annumAmerica prime lending rate. Upon such Landlord’s payment of the any Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease 6.5(c) above shall not no longer apply to any Subsequent Transfer Tax Increase attributable to amounts which have been purchased by Landlord as part of the Applicable ReassessmentProposition 13 Purchase Price and the total Taxes and Assessments payable by Tenant for the remainder of such Protected Period shall not be reduced by any Subsequent Transfer Tax Increases from such prior Protected Period. Since Landlord is may be estimating the Proposition 13 Purchase Price because a Reassessment amount if any Subsequent Transfer Tax Increase has not yet occurredbeen assessed, then when such Reassessment occursSubsequent Transfer Tax Increase is assessed, if Landlord has underestimated the Proposition 13 Purchase PricePrice amount, then upon Notice written notice by Landlord to Tenant, Landlord Tenant’s monthly installment of Base Rent next due shall promptly pay to Tenant be credited with the amount of such underestimationProposition 13 Purchase Price amount shortfall, and if Landlord overestimates overestimated the Proposition 13 Purchase PricePrice amount, then upon Notice written notice by Landlord to Tenant, Tenant’s monthly installment of Base Rent next due shall be increased by the amount of such overestimationProposition 13 Purchase Price amount overpayment.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms terms, covenants and conditions of this Section 4.6.3 4.8.3 shall apply to each such Reassessment. Upon Notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "“Applicable Reassessment"”), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "“Proposition 13 Purchase Price," ” as that term is defined in this Section 4.6.34.8.3 of this Lease, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "“Proposition 13 Purchase Price" ” shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's ’s exercise of its right to purchase, as set forth in this Section 4.6.34.8.3, plus (B) two one percent (21%) per annum. Upon such payment of the Proposition 13 Purchase Price, the WATER’S EDGE [Electronic Arts] -26- EOP Matter ID No. 7467 provisions of Section 4.6.2 4.8.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord Tenant’s Rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Rent next due shall be increased by the amount of such the overestimation. Any dispute between the parties with respect to Landlord’s estimation of the Proposition 13 Purchase Price shall be resolved by arbitration pursuant to, and in accordance with, Section 29.29 hereof.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year year commencing with the Lease Year year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 10.3(c) shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "“Applicable Reassessment"”), at any time during the first (1st) [***] years of the Lease Termtime, by paying to Tenant an amount equal to the "“Proposition 13 Purchase Price," ” as that term is defined in this Section 4.6.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Leasebelow. As used herein, "“Proposition 13 Purchase Price" ” shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (iI) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year year during the Term that such protection is available (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Yearyear), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates prime interest rate, as close reported in the Wall Street Journal as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as date of Landlord's ’s exercise of its right to purchase, as set forth in this Section 4.6.3, purchase plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease 10.3(b) shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since As Landlord is estimating will estimate the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant’s rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent rent next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 3.4(E)(iii) shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Leasebelow. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i1) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited benefitted Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii2) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited benefitted Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annum3.4(E)(iii). Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 3.4(E)(ii) of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occurestimated, the terms and conditions of this Section 4.6.3 5.4.2 shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years prior to expiration of the Lease third (3rd) year of the New Expansion Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," , as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this the Lease, as amended. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year year of the New Expansion Term (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Yearyear), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates prime interest rate, as close reported in the Wall Street Journal as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as date of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.35.4, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 5.4.1 of this Lease Second Amendment shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's Base Rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Base Rent next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms terms, covenants and conditions of this Section 4.6.3 4.8.3 shall apply to each such Reassessment. Upon Notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable ReassessmentAPPLICABLE REASSESSMENT"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.34.8.3 of this Lease, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "Proposition PROPOSITION 13 Purchase PricePURCHASE PRICE" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.34.8.3, plus (B) two one percent (21%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 4.8.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord Tenant's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Rent next due shall be increased by the amount of such overestimation.the

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 4.4.4.3. shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord landlord under this Lease. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] attributable to each remaining Lease Year (as though assuming for purposes of this computation that the portion amount of such Proposition 13 Protection Amount benefited Tenant on an equal monthly basis at the end of each month during each Lease Year), as the amounts amount to be discounted, and (ii) by using an eight percent (8%) discount rates rate, compounded annually, for each monthly amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annumdiscounted. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 4.4.4.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimationunder-estimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent next due shall be increased by the amount of the overestimation. The amount of any such overestimationunderestimate or overestimate shall be calculated by taking the difference between the Proposition 13 Purchase Price for the Applicable Reassessment actually paid to Tenant and the Proposition 13 Purchase Price for the Applicable Reassessment as it should have been computed had all relevant facts concerning the Applicable Reassessment been known at the time such Purchase Price was originally computed, and adding interest thereto at a rate per annum equal to ten percent (10%), compounded annually, from the date such Purchase Price was paid to Tenant through the date that the amount of the underestimate or overestimate is to be credited or debited (as the case may be) against Rent next due hereunder.

Protection Amount. If If, in connection with a pending or anticipated sale of the Project by Landlord, the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any within a reasonable period of time during prior to the first (1st) [***] years pending or anticipated sale of the Lease TermProject by Landlord, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord shall promptly pay to Tenant the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Rent next due shall be increased by the amount of such overestimation.Applicable

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 4.7.3 shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section 4.6.3below, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.34.7.3, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 4.7.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's Rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Tenant's Rent next due shall be increased by the amount of such the overestimation.

Protection Amount. If If, in connection with a pending or anticipated Reassessment Event, the occurrence of a the Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each applicable Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions of this Section 4.6.3 7.9(c) shall apply to each such Reassessment. Upon Notice notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (within a reasonable period of time prior to the "Applicable Reassessment"), at any time during the first (1st) [***] years of the Lease Termpending or anticipated Reassessment Event by Landlord, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is Price (defined in this Section 4.6.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Leasebelow). As used herein, "Proposition 13 Purchase Price" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease applicable portion of the initial Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each such applicable remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each such Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section 4.6.3, plus (B) two six percent (26%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section 4.6.2 of this Lease 7.9(b) above shall not apply to any the Tax Increase attributable to the Applicable ReassessmentIncrease. Since Landlord is estimating the Proposition 13 Purchase Price because a the Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Landlord Tenant's rent next due shall promptly pay to Tenant be credited with the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice notice by Landlord to Tenant, Rent rent next due shall be increased by the amount of such the overestimation.

Protection Amount. If the occurrence of a Reassessment is reasonably foreseeable by Landlord and the Proposition 13 Protection Amount attributable to such Reassessment can be reasonably quantified or estimated for each Lease Year commencing with the Lease Year in which the Reassessment will occur, the terms and conditions TCCs of this Section SECTION 4.6.3 shall apply to each such Reassessment. Upon Notice to Tenant, Landlord shall have the right to purchase the Proposition 13 Protection Amount relating to the applicable Reassessment (the "Applicable ReassessmentAPPLICABLE REASSESSMENT"), at any time during the first (1st) [***] years of the Lease Term, by paying to Tenant an amount equal to the "Proposition 13 Purchase Price," as that term is defined in this Section SECTION 4.6.3, provided that the right of any successor of Landlord to exercise its right of repurchase hereunder shall not apply to any Reassessment which results from the event pursuant to which such successor of Landlord became the Landlord under this Lease. As used herein, "Proposition PROPOSITION 13 Purchase PricePURCHASE PRICE" shall mean the present value of the Proposition 13 Protection Amount remaining during the Lease Term, as of the date of payment of the Proposition 13 Purchase Price by Landlord. Such present value shall be calculated (i) by using the portion of the Proposition 13 Protection Amount attributable to each remaining Lease Year (as though the portion of such Proposition 13 Protection Amount benefited Tenant at the end of each Lease Year), as the amounts to be discounted, and (ii) by using discount rates for each amount to be discounted equal to (A) the average rates of yield for United States Treasury Obligations with maturity dates as close as reasonably possible to the end of each Lease Year during which the portions of the Proposition 13 Protection Amount would have benefited Tenant, which rates shall be those in effect as of Landlord's exercise of its right to purchase, as set forth in this Section SECTION 4.6.3, plus (B) two percent (2%) per annum. Upon such payment of the Proposition 13 Purchase Price, the provisions of Section SECTION 4.6.2 of this Lease shall not apply to any Tax Increase attributable to the Applicable Reassessment. Since Landlord is estimating the Proposition 13 Purchase Price because a Reassessment has not yet occurred, then when such Reassessment occurs, if Landlord has underestimated the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Landlord shall promptly pay to Tenant the amount of such underestimation, and if Landlord overestimates the Proposition 13 Purchase Price, then upon Notice by Landlord to Tenant, Rent next due shall be increased by the amount of such overestimation.