RULES AND REGULATIONS

Listed below are the general Rules and Regulations for Tenants as outlined in Tenant Lease.  

1. The Common Areas of the Property shall not be obstructed by Tenant or used by it for any purpose other than for ingress to and egress from the Premises unless otherwise approved by Landlord. Landlord shall in all cases retain the right to control and prevent access to the Common Areas of all persons whose presence in the judgment of Landlord would be prejudicial to the safety, character, reputation and interests of the Property and its tenants, provided that nothing herein contained shall be construed to prevent such access to persons with whom Tenant normally deals in the ordinary course of its business, unless such persons are engaged in illegal activities.  
   
   
2. No awning, canopy or other projection of any kind over or around the windows or entrances of the Premises shall be installed by Tenant, and only such window coverings or other projection as are approved by Landlord shall be used in the Premises.
   
   
3. The Premises shall not be used for lodging or sleeping, nor shall cooking be done or permitted by Tenant on the Premises, unless approved by Landlord, except that the preparation of coffee, tea, hot chocolate and similar items for Tenant and its employees shall be permitted.
   
   
4. Any person or persons employed by Tenant to do janitorial work shall be subject to and under the control and direction of the Property Manager while in the Property and outside the Premises.
   
   
5. Landlord will furnish Tenant with two (2) keys to the Premises, free of charge.  No additional locking devices shall be installed without the prior written consent of Landlord.  Landlord may make reasonable charge for any additional lock or any bolt installed on any door of the Premises without the prior consent of Landlord.  Tenant shall in each case furnish Landlord with a key for any such lock.  Tenant, upon the termination of its tenancy, shall deliver to Landlord all keys to doors in the Project and the Premises that shall have been furnished to Tenant, together with security codes for security systems installed by Tenant in accordance with the Lease.
   
   
6. The freight elevator shall be available for use by Tenant, subject to such reasonable scheduling as Landlord shall deem appropriate.  The persons employed by Tenant to move equipment or other items in or out of the Property must be acceptable to Landlord.  Landlord shall have the right to prescribe the weight, size and position of all equipment, materials, supplies, furniture or other property brought into the Property.  Heavy objects shall, if considered necessary by Landlord, stand on wood strips of such thickness as is necessary to properly distribute the weight of such objects.  Landlord will not be responsible for loss of or damage to any such property from any cause, and all damage done to the Property by moving or maintaining Tenant's property shall be repaired at the expense of Tenant.
   
   
7. Tenant shall not use or keep in the Premises or the Property any kerosene, gasoline or flammable or combustible fluid or materials or use any method of heating or air conditioning other than that supplied by Landlord.  Tenant shall not use, keep or permit or suffer the Premises to be occupied or used in a manner offensive or objectionable to Landlord or other occupants of the Property by reason of noise, odors and/or vibrations, or interfere in any way with other tenants or those having business in the Property.  No pets shall be kept in the Premises.
   
   
8. In case of invasion, mob, riot, public excitement or other circumstances rendering such action advisable in Landlord's opinion, Landlord reserves the right to prevent access to the Property during the continuance of same by such action as Landlord may deem appropriate, including closing entrances to the Property.
   
   
9. The doors of the Premises shall be closed and securely locked at such time as Tenant's employees leave the Premises.
   
   
10. The toilet rooms, toilets, urinals, wash bowls and other apparatus shall not be used for any purpose other than that for which they were constructed, no foreign substance of any kind whatsoever shall be deposited therein, and any damage resulting to same from Tenant's misuse shall be paid for by Tenant.
    
    
11. Except with the prior consent of Landlord, Tenant shall not sell, or permit the sale from the Premises of, or use or permit the use of any Common Area adjacent to the Premises for the sale of, newspapers, magazines, periodicals, or any other goods, merchandise or service, nor shall Tenant carry on, or permit or allow any employee or other person to carry on, business in or from the Premises for the service or accommodation of occupants of any other portion of the Property, nor shall the Premises be used for manufacturing of any kind, or for any business or activity other than the specifically provided for in the Lease.
    
    
12. Tenant shall not install any radio or television antenna, loudspeaker or other device on the roof or exterior walls of the Property.
    
    
13. Tenant shall not use in any space, or in the Common Areas of the Property, any hand trucks except those equipped with rubber tires and side guards or such other material handling-equipment as Landlord may approve.  No bicycles, motorcycles, or other vehicles of any kind shall be brought by Tenant into the Property or kept in or about the Premises.
    
    
14. Landlord shall maintain the Common Areas, the windows in the Building, the mechanical, plumbing and electrical equipment serving the Building, the telephone cable distribution system serving the Building to the telephone terminal on each Floor, the common shafts, stacks, pipes, conduits, and ducts containing such equipment and systems and the space containing them, and the structure of the Building, in reasonably good order and condition, except for ordinary wear and tear, damage by Casualty or condemnation, or damage occasioned by the act or omission of Tenant or any other Tenant Parties, which damage shall be repaired by Landlord at Tenant's expense.  Landlord shall have the right, exercised by Landlord in its sole discretion, in connection with its maintenance of the Property hereunder, (a) to change the arrangement and/or location of any Common Area amenity, installation or improvement, or other public parts of the Property, and (b) to utilize portions of the Common Areas from time to time for displays or such other uses that Landlord may determine are desirable.
    
    
15. Landlord shall cause to be furnished to Tenant: (a) hot and cold water to those points of supply and in volumes provided for general use of tenants in the Building; (b) electricity up to the amount usually furnished or supplied to premises being used as general office space for lighting and the operation of electrically powered office equipment; (c) heat as reasonably determined by Landlord during Building Standard Hours; (d) passenger elevator service; (e) freight elevator service subject to then applicable Building-standard procedures and scheduling; (f) lighting replacement for Building-standard lights; (g) supplies for Common Area restrooms; (h) window washing as determined by Landlord; and (i) janitor service on a five (5) day per week basis (excluding Building Holidays), except Landlord shall not be required to clean portions of the Premises used for preparing or consuming food or beverages or provide special treatment or services for above-standard tenant improvements. 
    
    
16. If Tenant desires services in amounts additional to or at times different from those set forth above, or any other services that are not provided for in their Lease, Tenant shall make a request for such services to Landlord with such advance notice as Landlord may reasonably require.  If Landlord provides such services to Tenant, Tenant shall pay Landlord's charges for such services (including Landlord's then Building-standard administrative fee and such indirect costs as engineers' expenses and a reasonable allowance for wear and tear on the Building Systems) within fifteen (15) days after Tenant's receipt of Landlord's invoice.
    
    
17. Tenant shall, at Tenant's cost and expense, keep the Premises in good condition and repair, except for ordinary wear and tear, damage by Casualty or condemnation, and the maintenance and repair to be performed by Landlord pursuant to above.
    
    
18. All Alterations must be approved by Landlord and shall be made in accordance with the Building-standard procedures, specifications, and details. Tenant shall not make or permit to be made any Alterations without Landlord's prior written consent, which as to any Major Alterations involving building structural systems may be given or withheld in Landlord's sole discretion.
    
    
19. All Alterations shall be designed and performed by Tenant at Tenant's cost and expense; provided, however, that if any Alterations require work to be performed outside the Premises, Landlord may elect to perform such work at Tenant's expense.  All Alterations shall be performed only by contractors, engineers or architects approved by Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved in writing by Landlord. 
    
    
20. Tenant shall require its general contractor to carry and maintain the following insurance at no expense to Landlord, and Tenant shall furnish Landlord with satisfactory evidence thereof prior to the commencement of construction of the Alterations:  (A) commercial general liability insurance with limits of not less than Two Million Dollars ($2,000,000.00) combined single limit for bodily injury and property damage, including personal injury and death, and contractor's protective liability, and products and completed operations coverage in an amount not less than Five Million Dollars ($5,000,000.00) in the aggregate; (B) comprehensive commercial automobile liability insurance with a policy limit of not less than One Million Dollars ($1,000,000.00) each accident for bodily injury and property damage, providing coverage at least as broad as the Insurance Services Office (ISO) Business Auto Coverage form covering Automobile Liability, code 1 "any auto," and insuring against all loss in connection with the ownership, maintenance and operation of automotive equipment that is owned, hired or non-owned; (C) worker's compensation with statutory limits and employer's liability insurance with limits of not less than One Million Dollars ($1,000,000.00) per occurrence; and (D) "Builder's All Risk" insurance in an amount approved by Landlord covering the Alterations, including such extended coverage endorsements as may be reasonably required by Landlord. 
    
    
21. Tenant shall give Landlord at least twenty (20) days' prior written notice of the date of commencement of any construction of Alterations in the Premises to afford Landlord the opportunity of posting and recording appropriate notices of non-responsibility.
    
    
22. Tenant shall promptly commence construction of Alterations, cause such Alterations to be constructed in a good and workmanlike manner and in such a manner and at such times so that any such work shall not disrupt or interfere with the use, occupancy or operations of other tenants or occupants of the Project, and complete the same with due diligence as soon as possible after commencement.  All trash which may accumulate in connection with Tenant's construction activities shall be removed by Tenant at its own expense from the Premises and the Property.
    
    
23.  General Liability Insurance.  Tenant shall maintain a policy(ies) of commercial general liability insurance written on an "occurrence" basis, with limits of liability, in the aggregate, of not less than Three Million Dollars ($3,000,000.00).  Tenant may achieve such limits by maintaining umbrella or excess coverage of not more than Two Million Dollars ($2,000,000.00).  Such policy(ies) shall cover bodily injury, property damage, personal injury, and advertising injury arising out of or relating (directly or indirectly) to Tenant's business operations, conduct, assumed liabilities, or use or occupancy of the Premises or the Property, and shall include all the coverages typically provided by the Broad Form Commercial General Liability Endorsement, including broad form property damage coverage (which shall include coverage for completed operations).  Tenant's liability coverage shall further include premises-operations coverage, products liability coverage (if applicable), products-completed operations coverage, owners and contractors protective coverage (when reasonably required by Landlord), and blanket contractual coverage including both oral and written contracts.  It is the parties' intent that Tenant's contractual liability coverage provide coverage to the maximum extent possible of Tenant's indemnification obligations under this Lease.
    
    
1. Tenant's Workers' Compensation and Employer Liability Coverage.  Tenant shall maintain workers' compensation insurance as required by law and employer's liability insurance with limits of no less than One Million Dollars ($1,000,000.00) per occurrence.
   
   
2. Other Tenant Insurance Coverage.  Not more often than once every year and upon not less than thirty (30) days' prior written notice, Landlord may require Tenant, at Tenant's sole cost and expense, to procure and maintain other types of insurance coverage and/or increase the insurance limits set forth above if Landlord determines such increase is required to protect adequately the parties named as insureds or additional insureds under such insurance.
   
   
3. Vendors’ Insurance. In addition to any other provision in the Lease (including, but not limited to above), Landlord may require Tenant’s vendors and contractors to carry such insurance as Landlord shall deem reasonably necessary.
   
   
24. Tenant shall store all its trash and garbage within the Premises until daily removal of same by Tenant to such location in the Project as may be designated from time to time by Landlord.  No material shall be placed in the Project trash boxes or receptacles if such material is of such nature that it may not be disposed of in the ordinary and customary manner of removing and disposing of trash and garbage in the City of San Francisco without being in violation of any law or ordinance governing such disposal.
    
    
25. All loading and unloading of merchandise, supplies, materials, garbage and refuse and delivery of same to the Premises shall be made only through such entryways and elevators and at such times as Landlord shall designate.  In its use of the loading areas on the first basement floor, Tenant shall not obstruct or permit the obstruction of said loading areas, and at no time shall Tenant park vehicles therein except for loading and unloading.
    
    
26. Unless otherwise approved by Landlord, canvassing, soliciting, peddling or distribution of handbills or any other written material in the Property is prohibited and Tenant shall cooperate to prevent same.
    
    
27. Tenant shall not permit the use or the operation of any coin operated machines on the Premises, including, but not limited to, vending machines, video games, pinball machines, or pay telephones without the prior written consent of Landlord.
    
    
28. Landlord may direct the use of all pest extermination and scavenger contractors at such intervals as Landlord may require.
    
    
29. Tenant shall immediately, upon request from Landlord (which request need not be in writing), reduce its lighting in the Premises for temporary periods designated by Landlord, when required in Landlord's judgment to prevent overloads of the mechanical or electrical systems of the Property.
    
    
30. The requirements of Tenant will be attended to only upon application by telephone or in person at the office of the Property.  Employees of Landlord shall not perform any work or do anything outside of their regular duties unless under special instructions from Landlord.
    
    
31. Landlord may waive any one or more of these Rules and Regulations for the benefit of any particular tenant or tenants, but no such waiver by Landlord shall be construed as a waiver of these Rules and Regulations in favor of any other tenant or tenants, nor prevent Landlord from thereafter enforcing any such Rules and Regulations against any or all of the tenants of the Property.
    
    
32. Wherever the word "Tenant" occurs in these Rules and Regulations, it is understood and agreed that it shall mean Tenant and other Tenant Parties.
    
    
33. These Rules and Regulations are in addition to, and shall not be construed in any way to modify, alter or amend, in whole or part, the terms, covenants, agreements and conditions of any lease of premises in the Property, including the Lease.  In the event any rule or regulation contained in these Rules and Regulations conflict with the terms of the Lease, the terms of the Lease shall control.
    
    
34. Landlord reserves the right to make such other reasonable rules and regulations as in its judgment may from time to time be needed for the safety, care and cleanliness of the Property, and for the preservation of good order therein.
    
    
35. Tenant shall have the right to connect the telephone system in the Premises to the telephone cable distribution system serving the Property at the location of the telephone cable terminal on the floor on which the Premises are situated, provided that no connection shall be made and no work otherwise affecting the telephone cable terminal or distribution system shall be undertaken without reasonable prior notice to Landlord.  Landlord or Landlord's contractor with responsibility for maintenance of the telephone distribution system may require supervision of the connection by Landlord or the maintenance contractor, and may impose such other reasonable conditions as may be necessary to protect the telephone cable terminal or distribution system.  Any damage to the telephone cable terminal or distribution system caused by the act or omission of Tenant shall be repaired at the expense of Tenant.
    
    
36. Tenant may use, store, handle and transport Hazardous Materials as part of its business operation conducted in the Premises in the ordinary course as part of a first-class office building, such as the use and storage of small quantities of office supplies which may contain minor amounts of Hazardous Materials, the use of products containing minor amounts of Hazardous Materials for the making of Alterations, the use of products containing customary amounts of Hazardous Materials in the maintenance, operation and repair of the Premises, or the use or storage of chemicals, such as chlorofluorocarbons (CFCs), in amounts necessary for the operation of systems in the Premises.