Common use of Common Area Clause in Contracts

Common Area. Landlord grants Tenant the non-exclusive right, together with all other occupants of the Building, and their respective agents, employees and invitees, to use Common Area, and any and all easement areas that are appurtenant to the Property from time to time, during the Term (and any period of Early Occupancy), subject to this Lease and all Requirements. Landlord, at Landlord’s sole and absolute discretion, may make changes to the Common Area; provided, however, that (a) in the event such changes would materially and adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Lease, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject to the terms of the preceding sentence, Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion of Common Area. Notwithstanding the foregoing, Landlord will not exercise such rights in a manner that unreasonably interferes with Tenant’s access to and use of the Premises and other portions of the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6).

Common Area. Subject to the terms and conditions of this Lease and such rules and regulations as Landlord grants may from time to time reasonably prescribe, Tenant and Tenant’s employees, invitees and customers shall, in common with other occupants of the Parcel, and their respective employees, invitees and customers, and others entitled to the use thereof, have the non-exclusive rightright to use the access roads, together with all other parking areas and facilities provided and designated by Landlord for the general use and convenience of the occupants of the BuildingParcel, which areas and their respective agents, employees and invitees, facilities are referred to use herein as “Common Area, and any and all easement areas that are appurtenant to .” This right shall terminate upon the Property termination of this Lease. Landlord reserves the right from time to time, during the Term (and any period of Early Occupancy), subject time to this Lease and all Requirements. Landlord, at Landlord’s sole and absolute discretion, may make changes to in the shape, size, location, amount and extent of the Common Area; provided, however, provided that (a) in the event no such changes would shall prevent or materially and diminish or adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Lease, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject ability to the terms of the preceding sentence, Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion of Common Area. Notwithstanding the foregoing, Landlord will not exercise such rights in a manner that unreasonably interferes with Tenant’s have access to and use of the Premises and other portions or Tenant’s allocation of the Property which Tenant has parking spaces. Landlord further reserves the right to promulgate such rules and regulations relating to the use of the Common Area, and occupy hereunderany part or parts thereof, as Landlord may reasonably deem appropriate for the best interest of the occupants of the Building. The rules and regulations shall be binding upon Tenant upon delivery of a copy of them to Tenant, and Tenant shall abide by them and cooperate in their observance. Such rules and regulations may be reasonably amended by Landlord from time to time, with advance notice, and all amendments shall be effective upon delivery of a copy of them to Tenant. Tenant shall have the exclusive use of Tenant’s Pro Rata Share of the parking spaces in the Common Area on a “first-come, first served” basis at no cost to Tenant during the Term or any extension or renewal of the Term. Tenant shall not at any time park or permit the parking of Tenant’s trucks or other vehicles, or the trucks or other vehicles of others, adjacent to loading areas so as to interfere in any way with the use of such areas, nor in a manner that is materially inconsistent with shall Tenant at any time park or permit the parking of Tenant’s rights under this Lease (vehicles or trucks, or the vehicles or trucks of Tenant’s suppliers or others, in any portion of the Common Area not designated by Landlord for such use by Tenant. Tenant shall not abandon any inoperative vehicles or equipment on any portion of the Common Area. Tenant shall make no alterations, improvements or additions to the Common Area without prior written approval of Landlord. Landlord shall at all times operate, manage, insure, maintain and repair the Common Area in good order, condition and repair. The manner in which the Common Area shall be maintained and the expenditures for such maintenance shall be at the unfettered discretion of Landlord. Except as excluded herein or in Addendum One, the cost of such repair, maintenance, operation, insurance and management, including Section 4.6)without limitation, maintenance and repair of landscaping, irrigation systems, paving, sidewalks, fences, and lighting, shall be a Common Area Charge and Tenant shall pay to Landlord Tenant’s Pro Rata Share of such costs as provided in Paragraph 12 below.

Common Area. Landlord grants to Tenant the non-exclusive right, together with all other occupants of the Building, Project and their respective agents, employees and invitees, to use the Common Area, and any and all easement areas that are appurtenant to the Property from time to time, Area during the Term (and any period of Early Occupancy)Term, subject to this Lease and all Requirements. Landlord, at Landlord’s sole and absolute discretion, may make changes to the Common Area; provided, however, that (a) in the event such changes would materially and adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Lease, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject to the terms of this Lease, all Laws and the preceding sentence, Project Rules. Landlord’s rights regarding the Common Area include, without limitationbut are not limited to, the right to (ia) restrain unauthorized persons from using the Common Area; (iib) place permanent or temporary kiosks, displays, carts or stands in the Common Area and lease the same to tenants; (c) temporarily close any portion of the Common Area (Ai) for repairs, improvements or Alterations, (Bii) to discourage unauthorized use, (Ciii) to prevent dedication or prescriptive rights, or (Div) for any other reason that Landlord reasonably deems sufficient in Landlord’s reasonable judgmentnecessary; (ivd) change the shape and size of the Common Area; (ve) add, eliminate or change the location of any improvements located in the Common Area and construct buildings or other structures in the Common Area; and (vif) impose and revise Building Rules concerning limit the use of certain portions of the Common AreaArea to a specific tenant or tenants. Any change in the Common Area that would result in a change in the determination of the Rentable Area of the Premises (measured in accordance with the Measurement Methodology) will change the Rentable Area of the Premises for all purposes under this Lease, includingand the Lease will be amended by Landlord and Tenant accordingly. In addition, without limitationLandlord reserves the right to set hours for the use of the any common deck area and the lounge area off the lobby on the first floor of each of the South Building and the North Building, any parking facilities comprising a portion and to host private and public events and permit other occupants of the Project to host public and private events in such areas. Landlord has contracted with an outside art consultant to provide art for the Common AreaArea and lobbies of the Project and reserves the right to hold gallery openings and other events in the Common Area and change how the Common Area is decorated. Notwithstanding any of the foregoing, Landlord Tenant will not exercise such rights in a manner that unreasonably interferes with Tenant’s access to and use of the Premises and other portions of the Property which Tenant has have the right to use and occupy hereunder, nor in a manner reserve the Common Area via an online calendaring system that is materially inconsistent with Tenant’s rights under this Lease (including maintained by Landlord and made available to Tenant as set forth in Section 4.6)18.2 hereof.

Common Area. Landlord grants Tenant Section 1. Additional Common Area; Transfer of Common Area Between Association and Association. A. In addition to the non-exclusive rightproperty and interests in property included within the term "Common Area", together with all other occupants as defined in Article I of this Declaration, Declarant, in its sole and absolute discretion, shall have the Buildingright to convey to the Association, and their respective agentsthe Association shall be obligated to accept from Declarant, employees and invitees, to use Common Area, and any and all easement areas that are appurtenant to the Property from time to time, during any other property, real or personal, or interests therein, so (36205737;1) 9 long as such property is, in the Term (sole discretion of Declarant, useful for the common recreation, health, safety, welfare, benefit or convenience of the Owners, provided said additional land is not encumbered by any lien or notice of violation. Any such additional property conveyed to the Association shall become and thereafter continue to be Common Area which shall be subject to all covenants, conditions, restrictions, easements and reservations set forth in this Declaration with respect to all other Common Area. B. Notwithstanding anything to the contrary set forth herein or otherwise, the Members, the Owners, and any period other person(s) and entity(ies) owning or holding any interest whatsoever in the Property or any part thereof, acknowledge and agree that with regard to any Common Areas or Limited Common Areas located from time to time within the boundaries of Early Occupancythe Property: (1) the Declarant, at any time prior to Turnover (provided the subject Common Area or Limited Common Area has not theretofore been conveyed to the Association), has the unilateral right, power, and authority, without need or requirement to obtain the consent of the Association, any Owner, any Member, any Mortgagee, or any Townhome Association, to convey one or more of said Common Areas or Limited Common Areas to a Townhome Association, which Townhome Association shall, via the deed of conveyance from the Declarant, accept the conveyance of such Common Areas or Limited Common Areas; and upon conveyance of such Common Areas or Limited Common Areas to the Townhome Association, said Common Areas or Limited Common Areas shall become Townhome Association Common Area, to be maintained by the Townhome Association pursuant to the subject Townhome Declaration; and (2) the Association, at any time prior to Turnover has the unilateral right, power, and authority, without need or requirement to obtain the consent of any Owner, any Member (other than Declarant), any Mortgagee, or any Townhome Association, to convey one or more of said Common Areas or Limited Common Areas to a Townhome Association, which Townhome Association shall, via the deed of conveyance from the Association, accept the conveyance of such Common Areas or Limited Common Areas; and upon conveyance of such Common Areas or Limited Common Areas to the Townhome Association, said Common Areas or Limited Common Areas shall become Townhome Association Common Area, to be maintained by the Townhome Association pursuant to the subject Townhome Declaration. In connection with any conveyance of any Common Areas or Limited Common Areas to any Townhome Associations pursuant to this subsection B., it is possible, but not guaranteed, that as a result of such conveyance, the amount of Assessments due hereunder may be reduced. It is also possible, however, that in connection with any such conveyance(s), the amount of assessments, pursuant to the subject Townhome Declaration, may be increased, Notwithstanding anything to the contrary set forth herein, in connection with any such conveyance of any Common Areas or Limited Common Areas pursuant to this subsection B. that occurs prior to Turnover, provided Declarant is deficit funding pursuant to Article X, Section 7 hereof, the amount of the Annual Assessments set forth in Article X, Section 2 hereof shall continue to be the maximum obligation of the Members other than Declarant. Notwithstanding anything to the contrary set forth herein or otherwise: (a) as long as ▇.▇. ▇▇▇▇▇▇, or any successor entity thereof, owns fee simple title to any "Parcel" (as that term, for purposes of this Article IV, Section 1, is defined in the Association Act) within the property that is subject to the Master Regulating Documents, no transfer or conveyance of any Common Areas or Limited Common Areas pursuant to this Lease and all Requirementssubsection B. shall be permitted without ▇.▇. Landlord▇▇▇▇▇▇'▇ prior written consent, at Landlord’s which consent may be denied or granted in ▇.▇. ▇▇▇▇▇▇'▇ sole and absolute discretion, may make changes to the Common Area; provided, however, that (a) in the event such changes would materially and adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Lease, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord automatically effective as of the time that neither ▇.▇. ▇▇▇▇▇▇ nor any successor entity thereof owns fee simple title to any Parcel within the property that is subject to the Master Regulating Documents, all right, power, and authority concerning transfers or conveyances of any Common Areas or Limited Common Areas pursuant to this subsection B. shall not make changes forever terminate and cease to exist. {36205737;1} 10 C. Notwithstanding anything to the contrary set forth herein or Alterations that would affect, in any material respectotherwise, the appearance Members, the Owners, and any other person(s) and entity(ies) owning or holding any interest whatsoever in Property or any part thereof, acknowledge and agree that: (1) the Declarant, at any time prior to Turnover, has the unilateral right, power, and authority, without need or requirement to obtain the consent of the main lobbyAssociation, any Owner, any Member, or any Mortgagee, to require, cause, and compel the exterior Association, via the subject deed of conveyance from a Townhome Declarant or Townhome Association, to accept the conveyance of fee simple title to any Townhome Association Common Area, and upon conveyance of such Townhome Association Common Area to the Association, said Townhome Association Common Area shall become, as determined by Declarant, either Common Areas, or Limited Common Areas reserved for the utilization and realization of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent Townhome Association (which consent shall not be unreasonably withheld, conditioned or delayed). Subject and its owners and members pursuant to the terms of the preceding sentence, Landlord’s rights regarding Townhome Declaration) that conveyed the subject Townhome Association Common Area includeto the Association, without limitation, to be maintained by the right Association accordingly pursuant to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Areathis Declaration; and (vi2) impose the Association, in its sole discretion, at any time prior to Turnover, has the unilateral right, power, and revise Building Rules concerning use authority, without need or requirement to obtain the consent of any Owner, any Member (other than Declarant), or any Mortgagee, via the subject deed of conveyance from a Townhome Declarant or Townhome Association, to accept the conveyance of fee simple title to any Townhome Association Common Area, includingand upon conveyance of such Townhome Association Common Area to the Association, without limitationsaid Townhome Association Common Area shall become, as determined by the Association, either Common Areas, or Limited Common Areas reserved for the utilization and realization of the Townhome Association (and its owners and members pursuant to the terms of the Townhome Declaration) that conveyed the subject Townhome Association Common Area to the Association, to be maintained by the Association accordingly pursuant to this Declaration. In connection with the Association's acceptance of the conveyance of any parking facilities comprising a portion Townhome Association Common Area pursuant to this subsection C., it is possible that the amount of Common AreaAssessments due hereunder may be increased. It is also possible, however, that in connection with any such conveyance(s), the amount of assessments, pursuant to the Townhome Declaration, may be decreased. Notwithstanding anything to the foregoingcontrary set forth herein, Landlord will not exercise such rights in a manner that unreasonably interferes with Tenant’s access the event of any conveyance of any Townhome Association Common Area to and use the Association pursuant to this subsection C. prior to Turnover, provided Declarant is deficit funding pursuant to Article X, Section 7 hereof, the amount of the Premises and other portions Annual Assessments set forth in Article X, Section 2 hereof shall continue to be the maximum obligation of the Property Members other than Declarant. Notwithstanding anything to the contrary set forth herein or otherwise: (a) as long as ▇.▇. ▇▇▇▇▇▇, or any successor entity thereof, owns fee simple title to any Parcel within the Kindred Development, no transfer or conveyance of any Townhome Association Common Area to the Association pursuant to this subsection C. shall be permitted without ▇.▇. ▇▇▇▇▇▇'▇ prior written consent, which Tenant has consent may be denied or granted in ▇.▇. ▇▇▇▇▇▇'▇ sole and absolute discretion; and (b) automatically effective as of the right time that neither ▇.▇. ▇▇▇▇▇▇ nor any successor entity thereof owns fee simple title to use any Parcel within the Kindred Development, all right, power, and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under authority concerning transfers or conveyances of any Townhome Association Common Area to the Association pursuant to this Lease (including Section 4.6)subsection C. shall forever terminate and cease to exist.

Common Area. Landlord grants As used herein, the “Common Area” shall mean all of the areas within the Property outside of the Building, such as the parking areas, drive aisles, sidewalks and landscaped areas, as the same may exist from time to time. Tenant shall have the non-exclusive rightright to use, together in common with all Landlord and other occupants of the Building, and their respective agents, employees and invitees, Park to whom Landlord has or may hereafter grant reasonable rights to use the same, the Common Area, and any and all easement areas . To the extent other parties that are appurtenant tenants of the Park share in the use of a portion of the Common Area such parties shall share in the CAM Charge for such portion of the Common Area and Tenant’s Proportionate Share for such item shall be adjusted accordingly. Landlord shall at all times have full control, management and direction of the Common Area and, subject to Tenant’s rights under Section 1.8 above, Landlord reserves the Property right at any time and from time to time, during the Term (and any period of Early Occupancy), subject to this Lease and all Requirements. Landlord, at time in Landlord’s sole and absolute discretion, including for uses that may make changes to not be for the Common Area; provided, however, that (a) in the event such changes would materially and adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Lease, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators benefit of the Building, to reduce, increase, enclose or otherwise change the stairways serving the Premisessize, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheldlocation, conditioned or delayed). Subject to the terms layout and nature of the preceding sentence, Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (Aincluding without limitation to relocate the ingress and egress easement defined as the “South Driveway” in the Reciprocal Access Easement Agreement dated May 22, 2006, among the Board of Regents of the University of Wisconsin System, Landlord, EMD Biosciences, Inc. (a predecessor in interest to Tenant), and Wisconsin Energy Conservation Corp. (the “Easement Agreement”)), provided that (1) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion of Common Area. Notwithstanding the foregoing, Landlord will not exercise such rights in a manner that unreasonably interferes with Tenant’s access to and use of the Leased Premises is provided, (2) Landlord uses reasonable measures to minimize any disruption or interruption to the conduct of Tenant’s business operations at the Leased Premises, (3) Landlord shall not reduce the number of parking spaces available to Tenant on the Property except in accordance with Section 1.7 above, (4) Landlord shall not unreasonably or continuously interfere with the loading dock access at the Leased Premises, (5) direct pedestrian access shall always be provided (subject to relocation to alternate paths on a temporary basis as reasonably necessary to accommodate temporary construction conditions) from the Leased Premises to Innovation One so long as Tenant, or an affiliate leases space in Innovation One, and (6) any development of the southeast corner of the Surface Lot (other than the development of the Knowledge Road right of way) shall be subject to the prior approval of Tenant, not to be unreasonably withheld. Notwithstanding the foregoing, however, Tenant acknowledges that in all events Landlord, subject to the limitations in items (1)-(6) above, shall have the right, at all times during the term of this Lease, (i) to develop the Knowledge Road right of way, whether as a public or Landlord agrees to allow Tenant to access the University Research Park Data Network (“URPNet”) from the Leased Premises. URPNet is a high-speed communications service, linking computers located at the University Research Park to the University of Wisconsin-Madison campus and national computer networks. URPNet is meant to encourage technology and information transfer between companies and the University of Wisconsin-Madison researchers, staff and students. URPNet consists of a fiber optic-based Ethernet serving portions of the Property which University Research Park and connected to the Metropolitan United Fiber Network. Individual workstations are connected to URPNet using twisted-pair Ethernet compatible cabling. URPNet is connected to the Campus System Ethernet. Landlord will allow Tenant has to access the URPNet service with an initial system-wide capacity of 1 Gigabit/second. Tenant’s use of URPNet is subject to acceptable use policies promulgated from time to time by Landlord. Landlord reserves the right to use and occupy hereunder, nor in a manner that is materially inconsistent with limit or deny any Tenant’s use of URPNet as a result of repeated violations of promulgated acceptable use policies. Tenant’s use of the Campus resources and certain databases may be limited and may require negotiation of separate agreements between Tenant and the University of Wisconsin-Madison. Attached is a description of certain services that may be available to Tenant (Exhibit E). In no event shall Landlord be liable for an interruption or failure in the supply of service between URPNet to the Leased Premises or Tenant’s usage of, or failure to access, URPNet unless such is caused by the reckless or intentional misconduct of Landlord. Landlord acknowledges and agrees that all of Tenant’s information and data conveyed via the URPNet is proprietary and confidential and, as such, the University of Wisconsin and Landlord have no rights under this Lease to use, collect or store such information except such use, collection or storage as would normally be done by a commercial Internet Service Provider (including Section 4.6“ISP”). Landlord agrees that Tenant may also use any other ISP and Landlord agrees to grant whatever licenses or easement which may be required in connection with the same.

Common Area. Landlord grants Tenant shall be entitled to the non-exclusive right, together with all other occupants use of the Building, Common Area. Landlord reserves the right to change from time to time the dimensions and their respective agents, employees and invitees, to use location of the Common Area, as well as the dimensions, identities, locations and types of any and all easement areas that are appurtenant to the Property from time to timebuildings, during the Term (and any period of Early Occupancy), subject to this Lease and all Requirements. Landlord, at Landlord’s sole and absolute discretion, may make changes to the Common Areasigns or other improvements in Property; provided, however, that (a) in the event such changes would shall not materially and adversely affect interfere with Tenant’s 's use of the Premises Premises. For example, and other portions without limiting generality of the Property as provided under this Leaseimmediately preceding sentence, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in from time to time substitute for any material respect, parking area other areas reasonably accessible to the appearance of the main lobby, the exterior of the Building or Property, the elevators tenants of the Building, as applicable, which areas may be elevated, surface or underground. Tenant, and its employees and customers, and when duly authorized pursuant to the stairways serving provisions of this Lease, its subtenants, licensees and concessionaires, shall have the Premisesnonexclusive right to use the Common Area (excluding roofs) as constituted from time to time, such use to be in common with Landlord, other tenants in the Building and other persons permitted by the Landlord to use the same and subject to the rights of governmental authorities, easements, other restrictions of record, and such reasonable rules and regulations governing use as Landlord may from time to time prescribe. For example, and without limiting the generality of Landlord’s ability to establish rules and regulations governing all aspects of the Common Area, Tenant agrees as follows: (i) Tenant shall not solicit business within the Common Area nor take any actions which would interfere with the rights of other persons use of the Common Area; (ii) Landlord may temporarily close any part of the Common Area for such periods of time as may be necessary to make repairs or alternations or to prevent the public from obtaining Tenantprescriptive rights; and (iii) With regard to the roof(s) of the building(s) in the Property the use of the roof(s) is reserved to the Landlord, or with regard to any tenant demonstrating to Landlord’s satisfaction a need to use same, to such tenant after receiving prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject to the terms of the preceding sentence, from Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion of Common Area. Notwithstanding the foregoing, Landlord will not exercise such rights in a manner that unreasonably interferes with Tenant’s access to and use of the Premises and other portions of the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6).

Common Area. “Common Area” means all areas and improvements within the Project, as it now exists or as it exists in the future, not held or designated for the exclusive use or occupancy of Landlord, Tenant, or other tenants, including, without limitation, a freight or freight/passenger elevator. Tenant may use the Common Area on a nonexclusive basis during this Lease, including, without limitation, a freight or freight/passenger elevator and Landlord grants agrees that it shall take all steps necessary to add the existing freight/passenger elevator that is exclusive to a tenant other than Tenant to the Common Area and to provide Tenant with non-exclusive right, together with all other occupants of the Building, and their respective agents, employees and invitees, to use Common Area, and any and all easement areas that are appurtenant to the Property from time to time, during the Term (and any period of Early Occupancy), subject to this Lease and all Requirements. Landlord, at Landlord’s sole and absolute discretion, may make changes to the Common Area; provided, however, that (a) in the event such changes would materially and adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Lease, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed)thereof. Subject to the terms foregoing, Landlord reserves all rights in connection with the Common Area and the rest of the preceding sentenceProject, Landlord’s rights regarding Common Area includeincluding, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close change, relocate, add to, improve or demolish portions of the land and/or improvements and the layout thereof and promulgate rules and regulations with respect thereto, limit the use of any portion of the Common Area (A) for repairsby Tenant or its Affiliates, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change and place certain portions of the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area off limits to Tenant and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Areaits Affiliates, including, without limitation, any janitorial, maintenance, equipment and storage areas, and entrances, loading docks, corridors, elevators and parking facilities comprising a portion areas (specifically subject to Section 15.2 and the last sentence of Common Areathis Section 15.1). Notwithstanding Landlord reserves the foregoingspace above hung ceilings, below the floor and within the walls of the Premises, and the right to install, relocate, remove, use, maintain, repair and replace Systems and Equipment within or serving the Premises or other parts of the Building or the Project, and in such cases Landlord will not use commercially reasonable efforts avoid disturbing or interfering with the conduct of Tenant’s business more than is reasonably necessary under the circumstances. Except during emergencies or by reason of force majeure or necessary maintenance, repair or construction, Landlord’s exercise such of the rights in a manner that unreasonably interferes with Tenant’s this Article will not ever prevent Tenant from having access to and or the use of the Premises and other portions of or a loading dock or the Property base building HVAC provided by Landlord, all or which are granted 24 hours per day, seven days per week, but such exercise will not under any circumstances require Landlord to compensate Tenant has the right in any way, result in any Liabilities to use and occupy hereunderLandlord, nor in a manner that is materially inconsistent with entitle Tenant to ▇▇▇▇▇ rent, or reduce Tenant’s rights under this Lease (including Section 4.6)obligations.

Common Area. If the Premises are part of a common-interest subdivision (herein the "Project"), the Landlord hereby grants Tenant the right to use the "Common Areas" thereof. Such Common Areas constitute the areas and facilities outside the Premises designated for the general non-exclusive right, together with all use of Tenant and other occupants lessees of the BuildingProject and such tenant's respective employees, suppliers, shippers, customers, and their respective agentsinvitees. The Common Areas include parking areas, employees loading and inviteesunloading areas, to use Common Areatrash areas, roadways, sidewalks, walkways, parkways, driveways, and any landscaped areas. If the Premises are in a Project, the Tenant acknowledges that this Lease is subject to pre-existing recorded instruments (herein the "Project Documents") affecting the Common Areas and the operation of businesses within the Project. Tenant hereby agrees to comply with the terms of the Project Documents and rules and regulations affecting the use of the Common Areas. Upon Tenant's request, Landlord shall deliver to Tenant a current Preliminary Title Report or Title Report and all easement areas that are appurtenant underlying documents shown as exceptions to title affecting the Property from time to time, during Premises. Upon the Term (and discovery of any period of Early Occupancy), subject to this Lease and all Requirements. Landlord, at Landlord’s sole and absolute discretion, may make changes to the Common Area; provided, however, that (a) in the event such changes document affecting title which would materially and adversely affect prohibit or restrict Tenant’s 's use of the Premises for a retail entertainment software or video rental and other portions of the Property as provided under this Leasesales store, then Landlord will not make such changes without obtaining Tenant’s Tenant may terminate this Lease upon thirty (30) days' prior written consent (which consent may be granted notice to Landlord, unless Landlord is able to remove such prohibition or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject to the terms of the preceding sentence, Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion of Common Arearestriction within said 30-day period. Notwithstanding the foregoing, Landlord understands and agrees that the Premises can be used by tenant as a retail entertainment software or video sales and rental store and Tenant's ability to so use the Premises is a condition precedent to this Lease. Landlord represents that nothing contained in the Project Documents or applicable zoning will not exercise such rights prohibit construction of the Building as contemplated in a manner that unreasonably interferes this Lease. Landlord shall make no changes to the Common Area or other improvements in the Project which would adversely impact the visibility of or access to the Premises or reduce parking available to the Premises or otherwise interfere with Tenant’s access to and use of the Premises and other portions of the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6)'s business.

Common Area. Subject to the terms and conditions of this Lease and such rules and regulations as Landlord grants may from time to time reasonably prescribe for all tenants located on the Parcel, Tenant and Tenant's employees, invitees and customers shall, in common with other occupants of the Parcel, and their respective employees, invitees and customers, and others entitled to the use thereof, have the non-exclusive rightright to use the access roads, together with all other parking areas and facilities provided and designated by Landlord for the general use and convenience of the occupants of the BuildingParcel, which areas and their respective agents, employees and invitees, facilities are referred to use herein as "Common Area, and any and all easement areas that are appurtenant to ." This right shall terminate upon the Property termination of this Lease. Landlord reserves the right from time to time, during the Term (and any period of Early Occupancy), subject time to this Lease and all Requirements. Landlord, at Landlord’s sole and absolute discretion, may make changes to in the shape, size, location, amount and extent of the Common Area; providedArea without any liability to Tenant. Notwithstanding the foregoing, howeverLandlord shall not, that (a) in the event such changes would materially and adversely affect without Tenant’s use of the Premises and other portions of the Property as provided under this Lease, then Landlord will not make such changes without obtaining Tenant’s 's prior written consent (consent, which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject , make any change to the terms Common Areas which (i) materially interferes with Tenant's access to and from the Premises, (ii) alters the main entry to the Premises or reduces the number of entries to the Premises, (iii) alters or reduces the street entries to the parking facilities on the Parcel, (iv) materially interferes with Tenant's use and enjoyment of the preceding sentencePremises, Landlord’s rights regarding or (v) requires Tenant to alter its use of the Premises, to incur additional operating costs, or to incurs costs of alteration, retrofitting, or refixturing. Landlord further reserves the right to promulgate such reasonable rules and regulations relating to the use of the Common Area, and any part or parts thereof, as Landlord may deem appropriate for the best interest of the occupants of the Parcel. The rules and regulations shall be binding upon Tenant upon delivery of a copy of them to Tenant, and Tenant shall abide by them and cooperate in their observance. Such rules and regulations may be amended by Landlord from time to time, upon advance notice to Tenant, and all amendments shall be effective within thirty (30) days following delivery of a copy of them to Tenant. Tenant shall have the non-exclusive use of Tenant's Pro Rata Share of the parking spaces in the Common Area includeas designated from time to time by Landlord. Landlord shall not allow the parking areas of the Parcel to become over-subscribed or committed. Tenant shall not at any time park or permit the parking of Tenant's trucks or other vehicles, or the trucks or other vehicles of others, adjacent to loading areas so as to interfere in any way with the use of such areas, nor shall Tenant at any time park or permit the parking of Tenant's vehicles or trucks, or the vehicles or trucks of Tenant's suppliers or others, in any portion of the Common Area not designated by Landlord for such use by Tenant. Tenant shall not abandon any inoperative vehicles or equipment on any portion of the Common Area. Tenant shall make no alterations, improvements or additions to the Common Area. Landlord shall operate, manage, insure, maintain and repair the Common Area in good order, condition and repair. The manner in which the Common Area shall be maintained and the expenditures for such maintenance shall be at the reasonable discretion of Landlord. The cost of such repair, maintenance, operation, insurance and management, including without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion maintenance and repair of landscaping, irrigation systems, paving, sidewalks, fences, and lighting, shall be a Common Area (A) for repairsCharge and Tenant shall pay to Landlord Tenant's Pro Rata Share of such costs as provided, improvements or Alterationsand subject to the limitations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion of Common Area. Notwithstanding the foregoing, Landlord will not exercise such rights in a manner that unreasonably interferes with Tenant’s access to and use of the Premises and other portions of the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6)Paragraph 12 below.

Common Area. Landlord grants A. Tenant the nonshall pay to Landlord, within twenty (20) days after demand, as additional rent, thirty-exclusive rightsix and two tenths percent (36.2%) of all actual costs incurred by Landlord, together with all other occupants of the Building, and their respective agents, employees and invitees, to use Common Area, and any and all easement areas that are appurtenant to the Property from time to time, for common area maintenance, which includes, but is not limited to, snow and ice removal, parking lot maintenance, grass cutting, grounds maintenance, landscaping, security, repairs to or replacements of the Improvements or portions thereof and common area electric and for water and sewer charges for all of the Improvements during the Term (and any period term of Early Occupancy)this Lease. B. Subject to the remaining provisions of this Paragraph 9.B., all common areas shall be subject to this Lease the exclusive control of Landlord. Landlord shall operate, manage, equip, police, light and maintain the common areas in a manner comparable to similar buildings in the Annapolis Junction Business Park. Landlord shall use commercially reasonable efforts not, in so doing, to materially adversely affect Tenant's use and occupancy of the Premises. Landlord hereby expressly reserves the right (but not the obligation) to maintain security for the common areas; to use and to allow others to use the common areas for any legal purpose; to change the size, area, level, location and arrangement of the common areas; to close temporarily all Requirements. Landlordor any portion of the common areas for the purpose of making repairs, at Landlord’s sole and absolute discretionchanges, may make changes or alterations thereto or performing necessary maintenance in connection with any emergency or for any other purpose whatsoever, whether such purpose is similar or dissimilar to the Common Area; foregoing. If the size, area, level, location or arrangement of such common areas or the type of facilities at any time forming a part thereof be changed, altered, rearranged or diminished, Landlord shall not be subject to any liability therefor, nor shall Tenant be entitled to any compensation or diminution or abatement of rent therefor, nor shall such alteration, rearrangement, revocation, change or diminution of such common areas be deemed a constructive or actual eviction or otherwise be grounds for terminating or modifying this Lease, provided, however, that (a) if the same shall materially adversely affect the ability of Tenant to carry on its business in the event Premises, then, within thirty (30) days after any such changes would materially and adversely affect change, alteration, rearrangement or diminution, Tenant’s use , provided Tenant has first given Landlord prompt written notice of the Premises material, adverse effect upon Tenant and other portions of sixty (60) days to cure, shall have the Property as provided right to terminate this Lease, in which event, the Landlord shall return any security deposit to Tenant and Landlord shall have no further liability to Tenant under this Lease, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord . Tenant shall not make changes obstruct the common areas or Alterations that would affect, in use them for any purpose other than their customary or intended purposes. Prior to making a material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject alteration to the terms of the preceding sentence, Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion of Common Area. Notwithstanding the foregoingcommon areas, Landlord will not exercise such rights in a manner that unreasonably interferes with Tenant’s access to and use notify Tenant of the Premises and other portions of the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6)its proposed alterations or modifications.

Common Area. Landlord grants Tenant the non-exclusive right, together with all other occupants of the Building, Building and their respective agents, employees and invitees, to use the Common Area, and any and all easement areas that are appurtenant to the Property from time to time, Area during the Term (and any period of Early Occupancy)Term, subject to this Lease and all RequirementsLaws. Landlord, at in Landlord’s sole and absolute reasonable discretion, may make changes to the Common Area; provided, however, that (a) in the event such changes would materially and adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Lease, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject to the terms of the preceding sentence, Landlord’s rights regarding the Common Area include, without limitationbut are not limited to, the right to (ia) restrain unauthorized persons from using the Common Area; (iib) place permanent or temporary kiosks, displays, carts or stands in the Common Area and lease the same to tenants; (c) temporarily close any portion of the Common Area (Ai) for repairs, improvements or Alterations, (Bii) to discourage unauthorized use, (Ciii) to prevent dedication or prescriptive rights, or (Div) for any other reason that Landlord deems sufficient necessary in Landlord’s reasonable judgment; (ivd) change the shape and size of the Common Area; (ve) add, eliminate or change the location of any improvements located in the Common Area and construct buildings or other structures in the Common Area; and (vif) subject to the terms of Section 4.4, impose and revise Building Rules concerning use of the Common Area, including, without limitationbut not limited to, any parking facilities comprising a portion of the Common Area. Notwithstanding the foregoing, Landlord will in exercising its rights set forth in this Section 4.5, Landlord’s actions pursuant to this section shall not exercise such rights in a manner that unreasonably interferes (i) materially deprive Tenant of the use and enjoyment of the Premises, (ii) materially interfere with Tenant’s access to and use of the Building, parking facilities, or the Premises or (iii) materially and other portions adversely affect the flow of traffic within the Property which Tenant has parking facilities. Furthermore, Landlord will diligently pursue completion of any work pursuant to this section as soon as possible following the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6)commencement thereof.

Common Area. Landlord grants During the Lease Term, Tenant shall have the non-exclusive right to use the Common Area defined herein. Landlord reserves the right, together with all other occupants of the Building, and their respective agents, employees and inviteesin Landlord’s prudent business judgment, to use modify the Common Area, including increasing or reducing the size, adding additional buildings, structures or other improvements or changing the use, configuration and any elements thereof in its sole discretion and all easement areas that are appurtenant to the Property temporarily close or restrict access from time to timetime for repair, maintenance or construction or to prevent a dedication thereof, provided that Tenant shall receive reasonable prior written notice to Tenant if such activities are reasonably expected to affect Tenant and Tenant (i) shall at all times have reasonable access to parking and the Premises during such activities; and (ii) such modifications, when completed, shall not adversely interfere with or restrict or disturb Tenant’s possession, use or enjoyment of the Term (and any period of Early Occupancy), subject to Premises for the Permitted Use or its rights under this Lease or unreasonably and all Requirements. Landlord, at Landlord’s sole and absolute discretion, may make changes to the Common Area; provided, however, that (a) in the event such changes would materially and adversely affect interfere with or restrict Tenant’s use of parking. Landlord further reserves the right to establish, repeal and amend from time to time non-discriminatory rules and regulations (subject to the express limitations herein) for the use of the Common Area and to grant reciprocal easements or other rights to use the Common Area to owners of other property provided that no amendment to the rules and regulations or granting of rights shall restrict or disturb Tenant’s possession, use or enjoyment of the Premises for the Permitted Use or unreasonably and materially interfere with Tenant’s use or enjoyment of parking facilities and provided, further, to the extent of any conflict between an express provision of this Lease (other than the attached Rules and Regulations) and such amended Common Area rules and regulations, this Lease shall control. “Common Area” means both (i) Project Common Area which includes all portions of the Property as provided under this LeaseProject other than the Buildings, then Landlord will not make such changes without obtaining including landscaping, sidewalks, walkways, driveways, curbs, parking lots (including striping), roadways within the Project, sprinkler systems, lighting, surface water drainage systems, an athletic facility to be available for use by Tenant’s prior written consent employees (the “Athletic Facility”), as well as baseball and soccer fields, a water front park, and a perimeter walking/biking trial, and such further portions of the Project or additional or different facilities as Landlord may from time to time designate or install or make available for the use by Tenant in common with others, (ii) Building 8 Common Area which consent may be granted includes all mechanical areas, stairwells, elevators and elevator shafts, pipe, cabling and wiring shafts, together with their enclosing walls, plus, to the extent not leased to an occupant, all entrances, elevator and other lobbies, common corridors and hallways, restrooms, janitor closets, telephone closets, electric closets and other public or withheld common areas located in Tenant’s sole discretion)Building 8, and (biii) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject to the terms of the preceding sentence, Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape lobbies, common corridors and size of Common Area; (v) addhallways, eliminate stairwells, elevators, restrooms and other public or change the location of any improvements common areas located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion of Common Area. Notwithstanding the foregoing, Landlord will not exercise such rights in a manner that unreasonably interferes with Tenant’s access to and use of the Premises and other portions of the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6)8.

Common Area. Tenant may, subject to rules prescribed by Landlord, use the following areas on the Land or within the Building (“Building Common Area”) that are designated by Landlord grants Tenant the non-exclusive right, together to be used in common with all Landlord and/or other occupants tenants of the Building: loading docks, and their respective agentsdoors, employees and inviteeshallways, to use Common Areastairwells, and any and all easement areas that are appurtenant entranceways, restroom facilities, refuse facilities, landscaped areas, driveways necessary for access to the Property Premises, parking spaces and other common facilities located in the Building and/or on the Land designated by Landlord from time to timetime for the common use of all tenants of the Building. The Building Common Area is sometimes referred to herein as the “Common Area”. Landlord shall not be responsible for non-compliance by any other tenant or occupant of the Building with, during the Term (and any period of Early Occupancy), subject to this Lease and all Requirements. Landlord, at or Landlord’s sole and absolute discretionfailure to enforce, may make changes any of the Rules or Regulations or CC&Rs or any other terms or provisions of such tenant’s or occupant’s lease. Tenant shall promptly comply with the reasonable requirements of any board of fire insurance underwriters or other similar body now or hereafter constituted. Under no circumstances shall the right herein granted to use the Common Area be deemed to include the right to store any property, temporarily or permanently, in the Common Area; provided, however, that (a) in . In the event such changes would materially and adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Leasethat any unauthorized storage shall occur, then Landlord will not make such changes shall have the right, without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affectnotice, in any material respectaddition to such other rights and remedies that it may have, to remove the appearance of property and charge the main lobbycost to Tenant, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent cost shall not be unreasonably withheld, conditioned or delayed)immediately payable upon demand by Landlord. Subject to the terms of the preceding sentence, Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) may change the shape and size of the Common Area; (v) addAreas, eliminate including the addition of, elimination of or change the location of to any improvements located in the Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common AreaAreas, including, without limitation, any parking facilities comprising so long as such change does not have a portion of Common Area. Notwithstanding the foregoing, Landlord will not exercise such rights in a manner that unreasonably interferes with material adverse impact on Tenant’s access to and use of the Premises and other portions of the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6).

Common Area. If the Premises are part of a common-interest subdivision (herein the "PROJECT"), the Landlord hereby grants Tenant the non-right to use the "COMMON AREAS" thereof. Such Common Areas constitute the areas and facilities outside the Premises designated for the general non- exclusive right, together with all use of Tenant and other occupants lessees of the BuildingProject and such tenant's respective employees, suppliers, shippers, customers, and their respective agentsinvitees. The Common Areas include parking areas, employees loading and inviteesunloading areas, to use Common Areatrash areas, roadways, sidewalks, walkways, parkways, driveways, and any landscaped areas. If the Premises are in a Project, the Tenant acknowledges that this Lease is subject to pre-existing recorded instruments (herein the "PROJECT DOCUMENTS") affecting the Common Areas and the operation of businesses within the Project. Tenant hereby agrees to comply with the terms of the Project Documents and rules and regulations affecting the use of the Common Areas. Upon Tenant's request, Landlord shall deliver to Tenant a current Preliminary Title Report or Title Report and all easement areas that are appurtenant underlying documents shown as exceptions to title affecting the Property from time to time, during Premises. Upon the Term (and discovery of any period of Early Occupancy), subject to this Lease and all Requirements. Landlord, at Landlord’s sole and absolute discretion, may make changes to the Common Area; provided, however, that (a) in the event such changes document affecting title which would materially and adversely affect prohibit or restrict Tenant’s 's use of the Premises for a retail entertainment software or video rental and other portions of the Property as provided under this Leasesales store, then Landlord will not make such changes without obtaining Tenant’s Tenant may terminate this Lease upon thirty (30) days' prior written consent (which consent may be granted notice to Landlord, unless Landlord is able to remove such prohibition or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance of the main lobby, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject to the terms of the preceding sentence, Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change the shape and size of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion of Common Arearestriction within said 30-day period. Notwithstanding the foregoing, Landlord understands and agrees that the Premises can be used by tenant as a retail entertainment software or video sales and rental store and Tenant's ability to so use the Premises is a condition precedent to this Lease. Landlord represents that nothing contained in the Project Documents or applicable zoning will not exercise such rights prohibit construction of the Building as contemplated in a manner that unreasonably interferes this Lease. Landlord shall make no changes to the Common Area or other improvements in the Project which would adversely impact the visibility of or access to the Premises or reduce parking available to the Premises or otherwise interfere with Tenant’s access to and use of the Premises and other portions of the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6)'s business.

Common Area. The term “Common Area” means all areas from time to time designated by Landlord grants for the general and nonexclusive common use or benefit of Tenant, other tenants of the Project, and Landlord, including, without limitation, roadways, entrances and exits, loading areas, landscaped areas, open areas, park areas, service drives, walkways, common trash areas, vending or mail areas, common pipes, conduits, wires and appurtenant equipment within the Project, maintenance and utility rooms and closets, exterior lighting, exterior utility lines, and parking facilities. Tenant and its employees and visitors shall have the non-exclusive right, together with all other occupants right to use any Common Areas of the Building, and their respective agents, employees and invitees, to use Common Area, and any and all easement areas that are appurtenant to the Property Project as constituted from time to time, during the Term (and any period of Early Occupancy), subject to this Lease such reasonable rules and all Requirementsregulations governing the use as Landlord from time to time may prescribe. LandlordNotwithstanding anything contained herein to the contrary, at Landlord shall have the right to designate certain portions of the Common Areas (including, but not limited to, areas adjacent to a tenant’s premises and/or trailer parking areas located throughout the Project) for the exclusive use of one or more tenants, so long as, in Landlord’s sole and absolute discretiondetermination, may make changes such designation does not materially adversely impact the rights of any other tenant within the Project. Landlord as part of the management fees under the Operating Expenses shall use good faith efforts to enforce the Rules or Regulations for the benefit of the Tenant. Landlord shall not be responsible for non-compliance by any other tenant or occupant of the Project with, or Landlord's failure to enforce, any of the Rules or Regulations or CC&Rs or any other terms or provisions of such tenant's or occupant's lease. Tenant shall promptly comply with the reasonable requirements of any board of fire insurance underwriters or other similar body now or hereafter constituted. Under no circumstances shall the right herein granted to use the Common Area be deemed to include the right to store any property, temporarily or permanently, in the Common Area; provided, however, that (a) in . In the event such changes would materially and adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Leasethat any unauthorized storage shall occur, then Landlord will not make such changes shall have the right, without obtaining Tenant’s prior written consent (which consent may be granted or withheld in Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affectnotice, in any material respectaddition to such other rights and remedies that it may have, to remove the appearance of property and charge the main lobbycost to Tenant, the exterior of the Building or Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent cost shall not be unreasonably withheld, conditioned or delayed)immediately payable upon demand by Landlord. Subject to the terms of the preceding sentence, Landlord’s rights regarding Common Area include, without limitation, the right to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) may change the shape and size of the Common Area; (v) addAreas, eliminate including the addition of, elimination of or change the location of to any improvements located in the Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common AreaAreas, including, without limitation, any parking facilities comprising a portion of Common Area. Notwithstanding the foregoing, Landlord will so long as such change does not exercise such rights in a manner that unreasonably interferes with materially adversely affect Tenant’s access ability to and use of the Premises and other portions of for the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (including Section 4.6)Permitted Use.

Common Area. Landlord grants Tenant the non-exclusive right, together with all other occupants 5.1 The “Common Area” shall refer to those portions of the Buildingreal property described in Exhibit A attached hereto (the “Real Property” or the “Project”) which are reserved by Landlord for the common use of all tenants, including the parking area, sidewalks, landscaping, curbs, loading areas, private streets and alleys, lighting facilities, and their respective agentsother areas and improvements provided by Landlord for the common use of all tenants, employees all of which shall be subject to Landlord’s sole management and inviteescontrol and shall be operated and maintained in such manner as Landlord, in its exclusive discretion, shall determine. Landlord reserves the right to change from time to time the dimensions and location of the Common Areas as well as the location, dimensions, identify and type of any building shown on Exhibit A and to construct additional buildings or other improvements in, on or about said Real Property, and to eliminate buildings from the plan shown on Exhibit A. Tenant and its employees, customers, subtenants, and licensees shall have the nonexclusive right and license to use the Common Area, and any and all easement areas that are appurtenant to the Property Area as constituted from time to time, during such use to be in common with Landlord, other tenants of the Term (Real Property and any period of Early Occupancy)other persons permitted by Landlord to use the same, and subject to this Lease such reasonable rules and all Requirements. Landlordregulations governing use as Landlord may from time to time prescribe, at Landlord’s sole and absolute discretion, may make changes including the designation of specific areas of the Real Property in reasonable proximity to the Demised Premises in which vehicles owned by Tenant, its employees, subtenants, and licensees shall be parked. Tenant shall not take any action which would interfere with the rights of other persons to use the Common Area; provided, however, that (a) in Area without the event such changes would materially and adversely affect Tenant’s use of the Premises and other portions of the Property as provided under this Lease, then Landlord will not make such changes without obtaining Tenant’s prior written consent (which consent of the Landlord. Landlord may temporarily close any part of the Common Area for such periods of time as may be granted necessary to prevent the public from obtaining prescriptive rights or withheld in to make repairs or alterations. 5.2 Commencing on the Rent Commencement Date and continuing for the remainder of the Lease Term, Tenant agrees to pay Tenant’s sole discretion), and (b) Landlord shall not make changes or Alterations that would affect, in any material respect, the appearance Proportionate Share of the main lobbyCommon Area Maintenance Costs (defined below) incurred by Landlord. The term “Common Area Maintenance Costs” shall include but not be limited to, all direct and indirect costs, services, expenses, obligations or fees which relate to the exterior buildings located on the Real Property (such buildings and real property being collectively referred to herein as the “Project”) including those costs incurred for lighting, water and sewer service, painting, cleaning, policing, inspecting, landscaping, repairing, replacing, guarding, protecting, striping of parking lanes and driving lanes, removing trash and garbage, reasonable management fees, accounting fees related to the Building or calculation of Common Area Maintenance Costs for the Real Property, the elevators of the Building, or the stairways serving the Premises, without obtaining Tenant’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Subject to the terms of the preceding sentence, Landlord’s rights regarding Common Area includeincluding, without limitation, the right preparation of annual statements and billing with respect to (i) restrain unauthorized persons from using Common Area; (ii) temporarily close any portion of Common Area (A) for repairssuch Costs, improvements or Alterations, (B) to discourage unauthorized use, (C) to prevent dedication or prescriptive rights, or (D) for and any other reason that Landlord deems sufficient in Landlord’s reasonable judgment; (iv) change expense related to the shape overall maintenance and size upkeep of Common Area; (v) add, eliminate or change the location of any improvements located in Common Area and construct buildings or other structures in Common Area; and (vi) impose and revise Building Rules concerning use of Common Area, including, without limitation, any parking facilities comprising a portion the amortized cost of Common Area. Notwithstanding capital improvements (as distinguished from replacement parts or components installed in the foregoing, Landlord will not exercise such rights in a manner that unreasonably interferes with Tenant’s access ordinary course of business) made to and use the Project which are: (a) performed primarily to reduce operating expense costs or otherwise improve the operating efficiency of the Premises and other portions Project; or (b) required to comply with any laws, ordinances or regulations that are enacted, or first interpreted to apply to the Project, after the date of the Property which Tenant has the right to use and occupy hereunder, nor in a manner that is materially inconsistent with Tenant’s rights under this Lease (collectively, the “Permitted Capital Expenditures” as well as all labor costs for all persons performing services required or utilized in connection with the operation, repair, replacement and maintenance of and control of access to the Project, including Section 4.6)but not limited to amounts incurred for wages, salaries and other compensation for services, payroll, social security, unemployment and other similar taxes, workers’ compensation insurance, uniforms, training, disability benefits, pensions, hospitalization, retirement plans, group insurance or any other similar or like expenses or benefits. Tenant’s Proportionate Share of Common Area Maintenance Costs for the 2012 calendar year are presently estimated to be forty cents ($0.40) per square foot.