LEASE between BF MONROVIA, LLC a California limited liability company as Landlord and Xencor, Inc. a California corporation as Tenant

a California limited liability company

a California corporation

1. Parties and Prior Lease.

1.1 Current Lease. This Lease is dated January 1, 2015 and is made by and between BF MONROVIA, LLC, a California limited liability company ( Landlord ) and XENCOR, INC., a California corporation ( Tenant ).

1.2 Prior Lease. Prior to Landlord s and Tenant s execution of this Lease, Landlord and Tenant were parties to an Office Building Lease dated April 2000, as amended by that certain First Amendment to Lease dated January 2001, Second Amendment to Lease dated June 15, 2001, Third Amendment to Lease dated July 11, 2006, Fourth Amendment to Lease dated April 2008, Fifth Amendment to Lease dated June 17, 2009 and Sixth Amendment to Lease dated November 1, 2011 (collectively as amended, Prior Lease ). Under the provisions of the Sixth Amendment to the Prior Lease, the term of the Prior Lease ends on April 15, 2015; however, Landlord and Tenant hereby agree that effective concurrently with the execution of this Lease by both Landlord and Tenant, the Prior Lease is terminated effective January 1, 2015, and is replaced and superseded in its entirety by this Lease; provided, notwithstanding any provision of the Prior Lease to the contrary, Tenant shall not be required to surrender the Premises to Landlord upon such termination. Notwithstanding the termination of the Prior Lease as set forth herein, Tenant shall remain liable for all its obligations under the Prior Lease arising or attributable to periods during the term thereof, including without limitation Lessee s Share of all Direct Expenses (as defined and set forth in Section 12 of the Fifth Amendment to the Prior Lease and Section 4.2 of the original Office Building Lease), when such Direct Expenses are determined and/or incurred by Landlord and invoiced to Tenant, and in the event Tenant fails to comply with such obligations under the Prior Lease Landlord shall have all remedies available to it under the Prior Lease and at Law to enforce such obligation(s), including without limitation, the right to file an action in any court of competent jurisdiction to seek payment of any amounts due from Tenant to Landlord under the Prior Lease without terminating the Lease or seeking to take possession of the Premises.

2.1 Leased Premises. Effective as of January 1, 2015, Landlord leases to Tenant, and Tenant leases from Landlord, for the term, at the rental, and upon all of the other terms and conditions set forth in this Lease, the premises ( Leased Premises ) located in the building ( Building ) having a municipal address of 111 West Lemon Street, Monrovia, California 91016 (the Leased Premises, the Building, the land described in Exhibit A attached hereto and all present and future improvements, additions and changes thereto are referred to herein as the Property ). The Leased Premises consist of the entire second floor, including all of the office and laboratory space but excluding the elevator, of the Building, comprising approximately twenty four thousand five hundred seventy three (24,573) square feet, more or less, the approximate locations of which are outlined on the floor plan marked Exhibit B attached hereto.

2.2 Common Areas. Subject to Tenant s compliance with the Rules and Regulations (as defined and set forth in Section 6.2 and Exhibit F hereof), during the Term, Tenant shall have the right to the non-exclusive use, with other tenants of the Building and their respective employees and invitees, of the Common Areas , as defined and pursuant to the provisions of Section 6.

2.3 Telephone Room and Roof. The telephone room located on the third floor of the Building and the roof of the Building shall be maintained by Landlord as Common Areas and as such,

Tenant shall have the right to access and use the telephone room and the roof, but only on a restricted and limited basis as follows: (a) Tenant shall give Landlord or the Property manager, as designated by Landlord from time to time, no less than forty eight (48) hours written or oral notice of the commercially reasonable date(s) and time(s) that Tenant desires to use the telephone room or the roof; and (b) Landlord or the Property manager shall coordinate Tenant s requested use with the use of the telephone room and the roof by other tenants of the Building, and Tenant shall be allowed to use the telephone room or the roof only when such use is consistent with a shared use by all tenants of the Building as coordinated by Landlord or the Property manager in Landlord s or the Property Manager s reasonable discretion, except in the case of an emergency, in which event Tenant shall have the right to access the telephone room and the roof with no prior notice to Landlord; however, no longer than forty eight (48) hours following such access, Tenant shall give notice to Landlord of such access and the emergency necessitating same. Tenant additionally shall have the right to install communications equipment in the telephone room or on the roof, provided: (a) any such installation shall be at Tenant s sole expense and performed in conformity with all requirements set forth in Section 12.6(b)(i) through (iii) and 12.6(c); (b) all such installations shall be subject to Landlord s prior written approval of the equipment to be installed and the time, location and manner of installation; and (c) such installations shall not interfere with similar installations, or with the right to make similar installations, of any other tenant of the Building, as determined by Landlord in its sole discretion.

2.4 Parking. Tenant shall have the right to the non-exclusive use of twenty seven (27) and the exclusive use of four (4) parking spaces in the Building parking area ( Parking Garage ) or in the alley adjacent to the Property where parking spaces are designated, in each case pursuant to the provisions of Section 6.4 ( Tenant Parking Spaces ). Landlord shall not grant more than one hundred percent (100%) of the total available non-exclusive parking spaces to all tenants, including Tenant, at any time.

2.5 Right of First Offer to Lease Space. Effective on the Commencement Date, Landlord grants to Tenant a right of first offer to lease additional space in the Building, on the terms and conditions set forth in Exhibit C attached hereto.

3. Tenant Allowance. On the Commencement Date, Landlord shall deliver to Tenant, by wire transfer to an account designated by Tenant, the sum of Four Hundred Twenty Five Thousand Dollars ($425,000) as an allocation for Tenant s use with respect to the Premises and this Lease. Tenant may use such funds in any manner with respect to the Premises and this Lease as Tenant determines in its sole discretion, including without limitation: (a) to make Alterations to the Premises in accordance with Section 12.4; (b) to maintain or make Repairs or replacements to the Premises in accordance with Section 12.2; (c) to purchase fixtures, equipment or other personal property items for the Premises or for use in Tenant s business at the Premises; or (d) to pay Rent to Landlord.

4.1 Initial Term. The term of this Lease shall commence on January 1, 2015 ( Commencement Date ) and shall expire on June 30, 2020 ( Initial Term ), unless earlier terminated or extended as expressly set forth in this Lease.

4.2 Option to Extend Term.

4.2.1 Subject to the provisions of Section 4.2.2, Landlord hereby grants to Tenant the option ( Extension Option ) to extend the term of this Lease beyond the Initial Term for one (1) additional successive term of five (5) years ( Extended Term ) by giving Landlord written notice of

Tenant s exercise of the Extension Option no less than two hundred seventy (270) days and no more than three hundred sixty days (360) days prior to the expiration of the Initial Term. The Extended Term shall be upon the same terms and conditions as set forth in this Lease, except that the Base Rent (as defined in Section 5.1) in the first Lease Year (as defined in Section 4.3) of the Extended Term shall be the greater of: (a) the Base Rent in effect in the last Lease Year of the Initial Term; or (b) ninety five percent (95%) of the then fair market rental value for space of comparable size and quality in the vicinity of the Property, which fair market rental value shall be determined in accordance with the provisions of Exhibit D attached hereto. In each Lease Year after the first Lease Year of the Extended Term, the Base Rent shall increase in the manner set forth in Section 5.2. Tenant shall not have any additional options to extend the term of the Lease past December 31, 2025. As used herein, the term Lease Term means the Initial Term and, if the Initial Term is extended by the timely and proper exercise of the Extension Option, the Extended Term.

4.2.2 The Extension Option is personal to Xencor, Inc. or any Permitted Transferee (as defined below) but is not otherwise assignable to and cannot be exercised by any other assignee nor any subtenant of the Premises, whether or not Landlord has consented to such assignment or subletting. Additionally, Tenant shall have no right to exercise the Extension Option, nor shall the Extended Term commence, notwithstanding any provision in this Lease to the contrary: (a) at any time more than twenty five percent (25%) of the Premises is sublet to another party with or without Landlord s consent;(b) at any time there is an Event of Default (as defined in Section 17.1) which has not been cured; (c) at any time following any Event of Default under Section 17.1.2, 17.1.3, 17.1.5 or 17.1.6; or (d) in the event that Landlord has given to Tenant three (3) or more notices of default under any subpart of Section 17.1, whether or not the default has been cured, during the twelve (12) month period prior to the date that Tenant exercises the Extension Option. The period of time within which the Extension Option may be exercised shall not be extended or enlarged by reason of Tenant s inability to exercise the same due to the provisions of this Section 4.2.2.

4.3 Lease Year. As used herein, the term Lease Year shall mean: (a) when used in connection with the Initial Term, each successive twelve (12) month period beginning on the Commencement Date and ending on the last day of December, except the sixth and last year Lease Year of the Initial Term, which shall end on June 30, 2020; and (b) when used in connection with the Extended Term, each successive twelve (12) month period beginning July 1, 2020 and ending on the last day of June.

4.4 Holding Over. If at the expiration of the Term or sooner termination thereof, Tenant remains in possession of the Premises without any further written agreement with Landlord, or in circumstances where a tenancy would thereby be created by implication of law or otherwise, a tenancy shall not be created by implication of law or otherwise and Tenant shall be deemed to be a monthly tenant only. During any holdover, Base Rent shall be one hundred and twenty-five percent (125%) of the Base Rent in effect at the end of the Term for the first month and one-hundred fifty percent (150%) each month thereafter, payable monthly in advance, Tenant shall continue to pay Additional Rent (as defined in Section 5.2) payable as provided in Section 5.2, and Tenant s occupancy otherwise shall be upon and subject to the same terms and conditions as herein contained, except provisions for renewal (if any remaining), and nothing, including the acceptance of any Rent by Landlord, shall extend this Lease to the contrary, except an agreement in writing between Landlord and the Tenant. Tenant hereby authorizes Landlord to apply any money received from Tenant in payment of such Rent. Notwithstanding the foregoing, in the event that Tenant shall hold over after the expiration of the Term and Landlord desires to regain possession of the Leased Premises promptly at the expiration of the Term, then Landlord, at its sole option, may forthwith re-enter and take possession of the Leased Premises by

any legal process in accordance with all Laws (as defined in Section 32.3), and Tenant hereby expressly waives any and all notices to cure or vacate or to quit the Leased Premises provided by current or future Laws (except for those notices specifically outlined in this Lease).

5.1 Base Rent. Tenant shall pay to Landlord as base rent for the Premises ( Base Rent ) the following amounts:

5.1.1 There shall be no Base Rent due for the months of January through May 2015. For the period June 1, 2015 through December 31, 2015, the Base Rent shall be Three Hundred One Thousand Dollars ($301,000.00), payable monthly at Forty Three Thousand Dollars ($43,000.00) per month.

5.1.2 For Lease Year 2 (January 1, 2016 through December 31, 2016), the Base Rent shall be Five Hundred Thirty One Thousand, Four Hundred Eighty Dollars ($531,480), payable monthly at Forty Four Thousand Two Hundred Ninety Dollars ($44,290) per month.

5.1.3 For Lease Year 3 (January 1, 2017 through December 31, 2017), the Base Rent shall be Five Hundred Forty Seven Thousand, Four Hundred Twenty Four Dollars and 40/100 ($547,424.40), payable monthly at Forty Five Thousand Six Hundred Eighteen and 70/100 Dollars ($45,618.70) per month.

5.1.4 For Lease Year 4 (January 1, 2018 through December 31, 2018), the Base Rent shall be Five Hundred Sixty Three Thousand, Eight Hundred Forty Seven and 13/100 Dollars ($563,847.13), payable monthly at Forty Six Thousand Nine Hundred Eighty Seven and 26/100 Dollars ($46,987.26) per month.

5.1.5 For Lease Year 5 (January 1, 2019 through December 31, 2019), the Base Rent shall be Five Hundred Eighty Thousand, Seven Hundred Sixty Two and 54/100 Dollars ($580,762.54), payable monthly at Forty Eight Thousand Three Hundred Ninety Six and 88/100 Dollars ($48,396.88) per month.

5.1.6 For Lease Year 6 of the Initial Term (January 1, 2020 through June 30, 2020), the Base Rent shall be Two Hundred Ninety Thousand, Ninety Two and 71/100 Dollars ($299,092.71), payable monthly at Forty Nine Thousand Eight Hundred Forty Eight and 78/100 Dollars ($49,848.78) per month.

5.1.7 In the event Tenant timely and properly exercises the Extension Option: (a) in the first Lease Year of the Extended Term (July 1, 2020 through June 30, 2021), Base Rent shall be the amount determined as set forth in Section 5.2; and (b) in Lease Years 2 through 5 of the Extended Term, annual Base Rent shall be the amount of annual Base Rent in the immediately preceding Lease Year, increased by three percent (3%), payable monthly in equal installments over the twelve months in each such Lease Year.

5.2 Additional Rent. In addition to Base Rent, Tenant shall pay to Landlord as Additional Rent Tenant s Proportionate Share of the excess of the amount of Operating Costs and Tax Expenses in each Lease Year over the amount of Operating Costs and Tax Expenses in the Base Year (each as defined in Section 7) in the manner set forth in Section 7. All amounts due under this Section 5.2 as Additional Rent shall be payable for the same periods and in the same manner, time and place as

Base Rent. Without limiting any other obligations of Tenant which arise during Tenant s occupancy of the Premises and which survive the expiration or earlier termination of this Lease, Tenant s obligation to pay Additional Rent shall survive the expiration or earlier termination of the Lease.

5.3 Manner of Payment. As used herein, the term Rent means Base Rent, Additional Rent and any other amounts due to Landlord from Tenant under this Lease. Except as otherwise specifically set forth in this Lease, Tenant shall pay Base Rent and Additional Rent without notice or demand (except as otherwise specifically set forth in this Lease), and without set off, counterclaim, abatement, suspension, deduction, pro-ration or defense, in lawful money of the United States. Monthly installments of Base Rent and Tenant s Share (as defined in Section 7.2) shall be due on the first day of each month and shall be delivered to Landlord by wire transfer or ACH transfer of immediately available funds to a bank account or any other account designated by Landlord. Rent for any period during the Term which is for less than one month shall be pro-rated based upon the actual number of days of the applicable calendar month for which Rent is due.

5.4 Chapter XI Lease Assumption/Rejection. If Tenant files a petition for reorganization under the provisions of 11 U.S.C. Sec. 101 et seq. (the Bankruptcy Code ), or if Tenant does not within sixty (60) days from the entry of an order for relief by the Bankruptcy Court assume or reject this Lease pursuant to the terms of Section 365 of the Bankruptcy Code ( Section 365 ), then, effective immediately, the Base Rent due under this Lease shall increase by a rate of twenty percent (20%) per month. Tenant may subsequently reduce the amount of Base Rent thereafter due to the amount of Base Rent in effect prior to any such escalation under this Section 3.2 by either: (a) assuming the Lease pursuant to Section 365; or (b) assuming and assigning Tenant s interest in the Lease to a third party pursuant to Section 365. Alternatively, if Tenant rejects this Lease, and the effective date of rejection is on or after the date upon which that month s Base Rent is due and owing, then, the Base Rent owing under this Lease for the month during which the effective date of such rejection occurs shall be due and payable in full and shall not be prorated.

6.1 Definition. Common Areas means all areas and facilities outside the Leased Premises and other premises leased or intended for lease to other tenants of the Building and within the outside perimeter of the Property that are provided and designated by Landlord from time to time for the general non-exclusive use of the tenants of the Building and their respective employees, suppliers, shippers, customers and invitees, including but not limited to common entrances, lobbies, corridors, stairways and stairwells, public restrooms, passenger elevators, freight elevator, freight loading room, parking areas to the extent not otherwise prohibited by this Lease, loading and unloading areas, trash areas, sidewalks, walkways, parkways, driveways, landscaped areas and decorative walls.

6.2 Common Areas Rules and Regulations. Tenant shall abide by and conform to the rules and regulations attached hereto as Exhibit F with respect to the Property and the Common Areas ( Rules and Regulations ), and shall use commercially reasonable efforts to cause its employees, agents. representatives, suppliers, shippers, customers and invitees (collectively Tenant Permitted Users ) to so abide. Landlord or such other person(s) as Landlord may appoint shall have the exclusive control and management of the Common Areas and shall have the right, from time to time, to modify, amend and enforce the Rules and Regulations; provided, Landlord shall not change, revise or enforce the Rules and Regulations in any unreasonable or discriminatory manner nor in such a way as to unreasonably interfere with Tenant s use of the Premises as set forth in Section 10.1, and nothing in the Rules and Regulations shall be used to prohibit the conduct of any business from the Premises which Tenant is permitted to

conduct pursuant to this Lease. In the event any other tenant or occupant of the Building fails to comply with the Rules and Regulations, and such non-compliance unreasonably interferes with Tenant s use of the Premises, Landlord shall use its commercially reasonable efforts to cause such other tenants and/or occupants to comply with the Rules and Regulations; provided, in no event shall Landlord be liable to Tenant for any losses or damages incurred by Tenant for any actions by other tenants or occupants of the Building.

6.3 Common Areas Changes. Landlord shall have the right, in Landlord s reasonable discretion, from time to time:

6.3.1 Subject to the terms of this Lease, to make changes to the Building interior (other than the Premises) and exterior and Common Areas, including, without limitation, in the location, size, shape, number, and appearance thereof, including but not limited to the lobbies, windows, stairways, air shafts, elevators, restrooms, driveways, entrances, parking spaces and parking areas (subject to Sections 2.4 and 6.4), loading and unloading areas, ingress, egress, direction of traffic, decorative walls, landscaped areas and walkways; provided, however, no such changes shall diminish the size of the Premises nor unreasonably interfere with Tenant s conduct of its business pursuant to Section 10.1, access to or from the Premises or the parking lot.

6.3.2 To close temporarily any of the Common Areas for maintenance purposes so long as reasonable access to the Premises and parking areas remains available.

6.3.3 To use temporarily the Common Areas while engaged in making additional improvements, repairs or alterations to the Property, or any portion thereof so long as reasonable access to the Premises and parking areas remains available.

6.3.4 To do and perform such other acts and make such other changes in, to or with respect to the Common Areas and the Property as Landlord may, in the exercise of sound business judgment, deem appropriate, provided, however, no such changes shall diminish the size of the Premises nor unreasonably interfere with Tenant s conduct of its business pursuant to Section 10.1, access to or from the Premises or the parking lot.

6.4.1 Landlord shall not reduce or eliminate any parking spaces in the Parking Garage below the total of the number Tenant has the right to use pursuant to Section 2.4 and the total number that otherwise are similarly provided to other tenants, without Tenant s prior consent. Four (4) of the Tenant Parking Spaces shall be directly accessible from the easterly alley (and identified on Exhibit B) and shall be painted Reserved - Xencor Visitor Parking with appropriate tow-away notices posted and enforced by Landlord.

6.4.2 Landlord may not extend or renew any existing agreements with non-tenants of the Building, nor enter into new agreements with non-tenants in the Building, for parking privileges in the Parking Garage during the Term.

6.4.3 Landlord shall not charge Tenant for parking or for visitor parking during the Term, nor the Extended Term. The Tenant Parking Spaces shall be available to Tenant twenty-four (24) hours per day, seven (7) days per week, every day of the year and shall be non-tandem. For Tenant s reserved parking, Landlord shall clearly identify the Tenant Parking Spaces by the words Xencor, Inc.

Reserved Parking or other words identifying the particular Tenant Parking Spaces as being reserved for Tenant s exclusive use. The location of Tenant s initial reserved Tenant Parking Spaces is set forth on Exhibit B. Should Landlord provide other parking services, such as call down or valet to other tenants, the same shall be made available to Tenant on a pro rata basis. Tenant shall comply with all reasonable parking rules and regulations promulgated from time to time by Landlord which are not inconsistent with the foregoing. Card keys into the Parking Garage shall be provided at Landlord s cost ( Parking Security System ).

7. Tenant s Proportionate Share of Operating Costs and Tax Expenses.

7.1 Definitions. As used in Section 5.2 and otherwise in this Lease, the following terms shall have the following meanings:

7.1.1 Base Year means calendar year 2015.

7.1.2 Expense Year means each calendar year in which any portion of the Term falls, through and including the calendar year in which the Term expires or the Lease is earlier terminated, and any portion of any calendar year in which Tenant is in possession of the Premises following expiration or earlier termination of the Term.

7.1.3 Estimated Operating Costs means the monthly estimates of Tenant s Proportionate Share of Operating Costs and Tax Expenses for each Expense Year to be given by Landlord to Tenant pursuant to the terms of Section 7.2.

7.1.4 Operating Costs means, subject to the exclusions set forth on Exhibit E attached hereto or elsewhere in this Lease, all expenses, costs and amounts of every kind and nature which Landlord pays or incurs during any Expense Year because of or in connection with the ownership, management, maintenance, repair, replacement, restoration or operation of the Property. A list of such expenses, costs and amounts included, without limitation, in Operating Costs, and a list of expenses, costs and amounts specifically excluded from Operating Costs, is set forth in on Exhibit E.

7.1.5 Personal Property Tax means any form of tax or assessment, general, special, ordinary or extraordinary, and any commercial rental tax, business tax, levy or other tax (other than inheritance, personal income or estate taxes of Landlord) imposed on any personal property located or contained in the Premises or otherwise on the Property used in connection with the operation, management or repair of the Property, by any Governmental Authority having the direct or indirect power to tax, including any city, county, state or federal government.

7.1.6 Real Property Tax means any form of real estate tax or assessment, general, special, ordinary or extraordinary, and any commercial rental tax, business tax, improvement bond or bonds, levy or other tax imposed on the Premises, the Building or the Property by any Governmental Authority having the direct or indirect power to tax, including any city, county, state or federal government, or any school, agricultural, sanitary, hospital, fire, street, drainage, water or other improvement district thereof, as against: (a) any legal or equitable interest of Landlord in the Premises, the Building or the Property; (b) Landlord s right to rent or income therefrom; and (c) Landlord s business of leasing the Premises and Building, including, without limitation, any tax measured by the Rent payable hereunder or under other leases for space in the Building. The term also shall include any tax, fee, levy, assessment or charge in substitution of, partially or totally, any tax, fee, levy, assessment or charge hereinabove included within the definition of Real Property Tax , and any and all taxes and assessments for services of any kind provided to or for the benefit of the Property or the Premises.

(a) Without limiting the generality of the foregoing, Tenant shall be responsible for and the term Real Property Taxes also shall include any increase in real property tax which is due to: (i) any Change in Ownership of all or any portion of the Property (as defined in Sections 60-69 of the California Revenue and Taxation Code, the Regulations promulgated thereunder and any amendments or successor statutes or regulations thereto) after the first such Change of Ownership during the Term; (ii) any construction or work of improvement in the Premises or the Property; or (iii) any other reassessment for any reason relating to real property tax, except Tenant shall not be responsible for paying any increase in Real Property Tax due to additional improvements placed upon the Property by other tenants of the Building or by Landlord for the exclusive enjoyment of any other such tenant.

(b) Notwithstanding anything to the contrary contained in this Section 7.1.6, Real Property Taxes shall not include: (i) any excess profits taxes, franchise taxes, gift taxes, capital stock taxes, inheritance and succession taxes, estate taxes, federal and state income taxes, and other taxes to the extent applicable to Landlord s general or net income (as opposed to rents, receipts or income attributable to operations at the Property); or (ii) any items included as Operating Costs.

(c) Landlord additionally may include in Tenant s Proportionate Share of Tax Expenses any costs and expenses, including without limitation, attorneys and accountants fees and costs, incurred by Landlord in reasonably attempting to protest, reduce or minimize Tax Expenses, which shall be included in Tax Expenses in the Expense Year such costs and expenses are paid. Tax refunds shall be deducted from Tax Expenses in the Expense Year such refunds are received by Landlord. All special assessments which may be paid in installments shall be paid by Landlord in the maximum number of installments permitted by Law and not included in Tax Expenses except in the year in which the assessment installment is paid.

(d) Tenant shall reimburse Landlord, as Additional Rent and within thirty (30) days of demand, for the full amount of Personal Property Taxes and/or Real Property Taxes required to be paid by Landlord, as opposed to Tenant s Proportionate Share of such Taxes, when: (a) said Taxes are measured by or reasonably attributable to the cost or value of Tenant equipment, furniture, fixtures and other personal property located in the Premises, or by the cost or value of any leasehold improvements made in or to the Premises by or for Tenant, to the extent the cost or value of such leasehold improvements exceeds the cost or value of a building standard build-out, regardless of whether title to such improvements shall be vested in Tenant or Landlord; (b) said Taxes are assessed upon or with respect to the specific use by Tenant of the Premises, any portion of the Property or the parking areas in connection with this Lease; or (c) said Taxes are assessed upon this transaction, this Lease or any other document to which Tenant is a party creating or transferring an interest or an estate in the Premises

7.1.7 Taxes means Personal Property Tax and Real Property Tax together.

7.1.8 Tenant s Proportionate Share is fifty percent (50%).

7.2 Tenant s Proportionate Share of Operating Costs and Taxes. Tenant shall pay Tenant s Proportionate Share of any increase in Operating Costs or Taxes over the amount of Operating Costs or Taxes in the Base Year ( Tenant s Share ) in advance, beginning on the first day of the second Lease Year, by paying on the first day of each calendar month thereafter an amount estimated by Landlord, annually, as being one-twelfth (1/12) of Tenant s Share for the applicable Expense Year. Landlord shall deliver to Tenant its estimate of Tenant s Share for an Expense Year, and the resulting monthly installment due from Tenant, no later than December 15 of the year immediately prior to the

applicable Expense Year. At any time during an Expense Year, Landlord may re-estimate Operating Costs or Taxes and adjust Tenant s monthly installments accordingly if, in Landlord s judgment, such adjustment is appropriate in order more accurately to reflect Tenant s Share for that Expense Year. Landlord shall only have the right to re-estimate Operating Costs or Taxes once during a calendar year. After the end of each Expense Year, Landlord shall deliver to Tenant an annual written statement setting forth the amount of the actual Operating Costs and Taxes and Tenant s Share thereof for such Expense Year ( Annual Operating Statement ). If the aggregate payments made by Tenant for such Expense Year exceed the amount of Tenant s Share for such Expense Year, such excess shall be applied as a credit against future payments to be made by Tenant under this Section 7.2 or, if the term of this Lease has expired, such excess shall be refunded to Tenant within thirty (30) days after Landlord s delivery of the Annual Operating Statement. If the aggregate payments made by Tenant for any Expense Year are less than the amount of Tenant s Share for such Expense Year, Tenant shall, within thirty (30) days written demand therefor, pay Landlord the amount of any such deficiency. Notwithstanding the foregoing, for a period of twelve (12) months following delivery to Tenant of the Annual Operating Statement, adjustments may be made by Landlord based upon information not available or expenses not determined or determinable at the time the Annual Operating Statement was prepared. In the event that this Lease expires or is terminated on any date other than the last day of an Expense Year, Tenant s Share shall be adjusted on the basis by which the ratio of the number of days which have elapsed from the commencement of such Expense Year to the later of the date on which this Lease expires or terminates, or Tenant otherwise surrenders possession of the Premises, bears to the number 365. Tenant s obligation to pay Tenant s Share shall survive termination or earlier expiration of this Lease.

7.3 Limit on Controllable Expenses. Notwithstanding anything in Section 7.2 to the contrary, commencing with the second Lease Year, Tenant s obligation to pay Tenant s Share of any increases in Controllable Expenses (as hereinafter defined) for any Expense Year shall be limited to an increase of five percent (5%) ( Cap ) from: (a) the amount of such Controllable Expenses in the Base Year for Lease Year 2; and (b) the amount paid for such Controllable Expenses in the immediately preceding Expense Year for all subsequent Expense Years; provided, however, that if any such increase in Controllable Expenses is less than the maximum amount that Controllable Expenses could have increased pursuant to the foregoing applicable Cap (the difference between the maximum amount that such Controllable Expenses could have increased and the amount that they did in fact increase is referred to herein as the Unused Cap ), then the Unused Cap shall be applied to increase the Cap that is applicable to the next Expense Year and carried forward to subsequent years, with any further Unused Caps cumulatively added to each subsequent year, until all Unused Caps are exhausted. The term Controllable Expenses shall mean all Operating Costs except utilities and insurance, and shall not include any Taxes.

7.4 Landlord s Records. Landlord shall keep and maintain customary records of all expenses incurred in connection with Operating Costs and Taxes ( Operating Costs Records ). For one hundred eighty (180) days following Tenant s receipt of an Annual Operating Statement, upon no less than ten (10) business days written notice to Landlord, Tenant shall have the right to audit Landlord s Operating Costs Records for the Expense Year for which the Annual Operating Statement was delivered, and upon Landlord s receipt of such notice, Landlord shall make its Operating Costs Records for such Expense Year available for audit on behalf of Tenant by a reputable firm of certified public accountants and/or real estate service professionals during regular business hours at the Los Angeles, California offices of Landlord or if no such office at such other California site as Landlord selects, which shall not be unreasonable determined; provided that such written notice must include a letter signed by Tenant and its auditor and/or real estate services firm acknowledging: (a) that the results of such audit (including any and all information with respect to costs, expenses and/or income pertaining to the Property), as well as

any compromise, settlement, or adjustment reached between Landlord and Tenant based upon such audit and/or such information, shall be held in strict confidence by Tenant and its auditor and/or real estate services firm; and that (c) such audits may be performed not more often than once during any twelve (12) month period and shall last no more than two (2) business days. If Tenant does not dispute an Annual Operating Statement in writing within ninety (90) days of Tenant s receipt thereof, Tenant shall have irrevocably waived its right to dispute the determination/calculation of the Operating Costs and Taxes and the amount of Tenant s Share set forth in the Annual Operating Statement in the previous Calendar Year. Tenant acknowledges and understands, after having consulted with legal counsel, that the purpose of the foregoing sentence is to shorten the period within which Tenant would otherwise have, under applicable law, to dispute the accuracy of the Annual Operating Statement and the amount of Tenant s Share. Additionally: (i) any audit shall be limited to the prior Expense Year; (ii) no audit shall be permitted at any time while Tenant is in default in the payment of Rent; and (iii) no audit may be conducted by a subtenant at any time, nor by an assignee for any period during which such assignee was not in possession of the Premises. Tenant shall reimburse Landlord, upon demand, for Landlord s reasonable costs incurred in connection with the duplication or retrieval of documents, supervision and coordination with Tenant s auditor, and any other expense that may reasonably have been incurred by Landlord in assisting or cooperating with Tenant s auditor unless the audit reduces Operating Costs and Taxes by ten percent (10%) or more. Tenant shall bear all costs of retaining Tenant s auditor unless the adjustment of Operating Costs and Taxes is reduced by ten percent (10%) or more in which case landlord shall reimburse all reasonable costs of the audit.

8.1 Landlord s Obligation. Landlord shall be responsible for providing, and shall pay for: (a) water, gas, heat, light, electricity, and other utilities and services necessary for Landlord s operation and maintenance of the of the Common Areas as provided in this Lease, together with any taxes thereon, (collectively Common Area Utilities ); and (b) electricity for the Premises and other areas leased to tenants, all costs of which Landlord shall include in Operating Costs.

8.2 Tenant s Obligations. Tenant shall be responsible for providing to the Premises, and shall pay for, all water, gas, heat, light, power, telephone, cable, internet service and all other utilities and services necessary to the operation of Premises, together with any taxes thereon ( Premises Utilities ), except electricity which Landlord shall provide as set forth in Section 8.1 ( Premises Electricity ). Tenant shall make payments for the Premises Utilities directly to the provider thereof prior to the date any bill for any such Premises Utilities is due. In the event it is necessary to install any meters for the separate metering of the Premises Utilities or any portion thereof, Tenant shall pay for such metering directly to the utility or installer thereof, except for any rewiring of the Premises for electricity which Landlord only may elect to do, for which Landlord shall pay and not include in Operating Costs.

8.3 No Landlord Liability. Notwithstanding Landlord s responsibility to provide Common Area Utilities and Premises Electricity as provided herein, Landlord shall not be liable for, and Tenant shall not be entitled to an abatement or reduction of rent by reason of, any failure, interference, disruption, defect, discontinuance, unavailability, unsuitability, interruption or reduction (collectively, failure ) in the provision, character or level of any of the Common Area Utilities or the Premises Electricity for any reason whatsoever, nor shall Landlord be liable under any circumstances for any loss of or damage or injury (including death) to the person, property or business of Tenant or any Tenant Permitted Users, however occurring, through or in connection with or incidental to any such failure described in this Section 8.3. Tenant hereby waives the benefit of any applicable existing or future law permitting the termination of this Lease due to any such failure. Notwithstanding the foregoing, in the

event a failure is caused by Landlord s gross negligence or willful misconduct that substantially interferes with Tenant s ability to conduct business, and such failure continues for more than five (5) days as a result of Landlord s gross negligence or willful misconduct, Tenant shall be entitled to an abatement of Base Rent starting on the sixth (6th) day of such failure until the earlier of the date such failure is cured or forty five (45) days following the commencement of such failure, and if such failure lasts more than forty five (45) days, Tenant shall be entitled to terminate this Lease, however, if Tenant does not terminate this Lease, Tenant shall again be obligated to pay Base Rent.

9. Security Deposit.

9.1 Amount. Landlord currently holds a security deposit delivered to Landlord by Tenant under a former lease in the amount of Fifty Thousand Dollars ($50,000.00). Such funds shall be retained by Landlord and deemed to have been delivered to Landlord by Tenant as a security deposit for the faithful performance by Tenant of all the terms, covenants, and conditions of this Lease to be kept and performed by Tenant during the Term ( Security Deposit ).

9.2 Use Upon Default. If Tenant defaults with respect to any provision of this Lease, including but not limited to in the payment of Rent, Landlord may, but shall not be required to, use, apply or retain all or any part of the Security Deposit for the payment of any Rent or any other sum in default, or for the payment of any amount that Landlord may spend or become obligated to spend by reason of Tenant s default, or to compensate Landlord for any other loss or damage that Landlord may suffer by reason of Tenant s default. Without limiting the generality of the foregoing, in the event that Tenant defaults with respect to any provision of this Lease and Landlord determines, in its sole discretion, that it is necessary or advisable to retain legal counsel to assist Landlord in responding to or addressing such default, including but not limited retaining legal counsel to prepare and deliver a notice of default to Tenant with respect to such default, Landlord shall have the right, but not the obligation, to us use all or any part of the Security Deposit to pay all legal fees and costs incurred by Landlord as a result of such retention of legal counsel. If any portion of the Security Deposit is used or applied as provided in either or both of the preceding two sentences, Tenant shall, within ten (10) business days after written demand therefor, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to an amount equal to Fifty Thousand Dollars ($50,000). Tenant s failure to restore such amount in such ten (10) business days shall be a material default under this Lease by Tenant and, notwithstanding anything in Section 17.1 or otherwise in this Lease to the contrary, the default for which all or part of the Security Deposit was used or applied shall not be deemed cured unless and until Tenant restores the amount of the Security Deposit Landlord has so used or applied.

9.3 Landlord Additional Rights. Landlord shall not be required to proceed against the Security Deposit before exercising any other right or remedy provided by this Lease or by Law, nor shall the use, application or retention of the Security Deposit or any portion thereof by Landlord prevent Landlord from exercising any other right or remedy provided by this Lease or by Law, nor operate as a limitation on any recovery to which Landlord may otherwise be entitled. No trust relationship is created between Landlord and Tenant with respect to the Security Deposit. Landlord has no obligation to hold the Security Deposit in a separate account for Tenant and may comingle the Security Deposit with other funds of Landlord. Tenant shall not be entitled to any interest on the Security Deposit.

9.4 Landlord Right to Transfer. Tenant acknowledges that Landlord has the right to transfer or mortgage its interest in the Premises and in this Lease, provided that any such transferee or mortgagee takes such interest subject to the terms of this Lease and Tenant agrees that in the event of any such transfer or mortgage, Landlord shall have the obligation to transfer or assign the Security Deposit to

the transferee or mortgagee. Upon such transfer or assignment of the Security Deposit and Landlord s notice thereof to Tenant, Landlord shall be released by Tenant from all liability or obligation for the return of such Security Deposit and Tenant shall look solely to such transferee or mortgagee for such return.

9.5 Return to Tenant. If Tenant fully and faithfully performs in all material respects every provision of this Lease to be performed by it (or cures same), the Security Deposit, or any balance thereof, shall be returned to Tenant, or at Landlord s option to the last assignee of Tenant s interest hereunder, within ten (10) business days following the expiration or other termination of the Term.

9.6 Tenant Waivers. Tenant hereby waives the provisions of Section 1950.7 of the California Civil Code, and all other provisions of l\Law now or hereafter in effect, which provide that Landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of Rent, to repair damage caused by Tenant or to clean the Premises, it being agreed that Landlord may, in addition, claim from the Security Deposit those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, caused by the act or omission of Tenant or any member, manager, officer or agent of Tenant or any Tenant Permitted User that results in a default by Tenant under this Lease, in the manner set forth in this Section 9.

10. Use of Premises.

10.1 Permitted Use. Landlord is leasing the Premises to Tenant for general office, administrative, laboratory, manufacturing and/or related uses, including but not limited to medical and biotechnological research and development, including vivarium usage, subject to Section 12.3 of this Lease. Landlord acknowledges and agrees that in connection with the permitted use of the Premises, Tenant will be utilizing, storing and disposing of substances which are classified or regulated as hazardous materials or toxic or hazardous substances under applicable California and United States federal law (collectively referred to herein as Hazardous Substances ). In addition to Tenant s obligations under this Lease, Tenant covenants that all Hazardous Substances shall be handled and disposed of by Tenant in accordance with Section 12.3 and all Laws.

10.2 Other Permits. Tenant shall be solely responsible for any and all actions, permits, licenses, approvals and costs required for the use, occupancy, operation, repair or renovation of the Premises in accordance with all Laws (collectively Permits ), including, without limitation, the payment of all governmental charges and fees, if any, which may be due or payable to applicable Governmental Authorities in connection with any such Permits, repairs or renovations necessary for the use, occupancy or operation of the Premises, and further including without limitation, as necessary to cause the Premises to comply with the Americans With Disabilities Act ( ADA ) and/or to correct any building code violations within the Premises subject to Landlords obligation to make capital improvements as necessary in compliance with Section 12.1.1.

10.3 Compliance with Laws. From and after the Commencement Date, Tenant shall, at Tenant s sole cost and expense, comply promptly with the conditions and requirements of all Permits and all Laws, including without limitation, Laws related to the operation of the Premises or Tenant s use and occupancy of the Premises, or mandating repairs or Alterations related to safety, including earthquake safety, or disabled access requirements except structural and capital components of the Building or Property which are the obligation of Landlord. Tenant shall not use nor permit the use of the Premises in any manner that will create waste or a nuisance or otherwise violate any Laws. Tenant shall promptly

inform Landlord in writing of any violation, or any notice or claim of any violation, of any Law, concerning or affecting the Premises.

10.4 Increased Risk. Tenant shall not do anything in or upon the Premises which may be prohibited by any insurance policy in force carried by Landlord or Tenant, from time to time, covering the Property or any portion thereof; provided that any insurance policy permits all of the uses set forth in Section 10.1. In the event Tenant s occupancy or conduct of business in or upon the Premises (whether or not Landlord has consented to the same) other than as set forth in Section 10.1 results in any increase in premiums for (or cancellation of) the insurance carried from time to time by Landlord with respect to the Property, Tenant shall, at Tenant s option, either cease such use or conduct immediately, or pay any resulting increase in premium upon demand therefor from Landlord. In determining whether increased premiums or cancellation are a result of Tenant s occupancy of or conduct on the Premises, the written determination of the insurer shall be conclusive. Tenant shall promptly comply with all reasonable requirements of the insurance authority or of any insurer now or hereafter in effect relating to the use and/or maintenance of the Premises.

11. Tenant Acceptance of Premises.

11.1 Acceptance of Premises AS IS. Tenant acknowledges that since April, 2000, Landlord has leased the Premises to Tenant under the Prior Lease, and Landlord has not been in possession of nor operated the Premises during that time. Landlord is leasing the Premises to Tenant, and except for Landlord s obligations expressly provided in Section 12.1, Tenant hereby accepts the Premises in its condition existing as of the Commencement Date, and subject to all applicable zoning, municipal, county, state and other Laws, and all matters disclosed thereby. Tenant acknowledges that, except as expressly set forth in this Lease, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to: (a) the condition of the Premises, physical, financial or otherwise; (b) the present or future suitability of the Premises for the conduct of Tenant s business; (c) compliance of the Premises with applicable Laws; or (d) any other matter. Tenant expressly acknowledges and agrees that, except for Landlord s obligations expressly provided in Section 12.1, Tenant is leasing the Premises AS IS and in WITH ALL FAULTS condition, subject to all matters of every kind and description, including without limitation: (i) the structural, environmental and geological condition of the Premises and the Property subject to Landlords obligation to repair as set forth herein; (ii) the state of title to the Premises and the Property, including without limitation covenants, conditions, restrictions, leases, easements, licenses, mortgages, deeds of trust, assignments of leases, fixture filings and any and all other matters, whether or not of record; (iii) matters which would be disclosed by an inspection of the Premises or the Property or by an accurate survey of the Property; (iv) zoning and other requirements regarding the legal use and occupancy of the Premises; and (v) all other matters. Tenant hereby waives any and all Claims (as defined in Section 18.1) heretofore or hereafter arising against Landlord with respect to the condition of the Premises or the Property as set forth above. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, EXCEPT AS EXPRESSLY SET FORTH HEREIN, LANDLORD MAKES NO WARRANTY OR REPRESENTATION, EXPRESSED OR IMPLIED, WITH RESPECT TO THE PREMISES OR ANY PART THEREOF, INCLUDING WITHOUT LIMITATION ANY WARRANTY OR REPRESENTATION AS TO ITS DESIGN, CONDITION, HABITABILITY OR FITNESS FOR ANY PARTICULAR USE OR PURPOSE OR OTHERWISE, OR AS TO THE QUALITY OF OR DEFECTS IN THE MATERIAL OR WORKMANSHIP THEREIN, WHETHER LATENT OR PATENT. By leasing the Premises, Tenant represents and warrants to Landlord that Tenant has examined and approved all things concerning the Premises and the Property which Tenant deems material to Tenant s leasing, use and operation of the Premises.

11.2 No Landlord Repairs or Improvements. By leasing the Premises in its AS IS condition, Tenant acknowledges and agrees that, except for Landlord s obligations expressly provided in Section 12.1, Landlord shall have no obligation to make any repairs or renovations to the Premises, nor except as provided in Section 3, to provide or pay for any tenant improvements for Tenant s use of the Premises, at any time before or following the Commencement Date or Tenant s possession of the Premises.

12. Maintenance and Repairs; Alterations

12.1 Landlord Maintenance and Repair Obligations.

12.1.1 Subject to its right to receive payment of Tenant s Share pursuant to Section 5.2 and Section 7, and subject to Sections 14 and 15, Landlord shall: (a) operate, maintain in good condition and repair and replace the Common Areas in accordance with all current Laws, including without limitation ADA, and in a manner consistent with office buildings of comparable size and quality in the area in which the Property is located; (b) maintain in good condition and repair and in accordance with all current Laws: (i) the roof and roof membrane; (ii) the exterior wall structure and surfaces; and (iii) the concrete slab and structural integrity of the Building, including floors, walls and footings and the systems servicing the Property, including without limitation, all utility, plumbing, electrical, sprinkler, mechanical, communications, fire and life safety, elevator, and sanitary and storm water drainage systems ( Building Systems ); provided that: Tenant shall be responsible for one hundred percent (100%) of the cost of any maintenance, repair or replacement items for which Landlord is responsible under this Section 12.1.1 to the extent that Tenant or any Tenant Permitted User caused the damage or condition requiring such maintenance, repair or replacement.

12.1.2 Notwithstanding Tenant s obligations with respect to HVAC package units servicing the Premises as set forth in Section 12.2, in the event an HVAC package unit that services the Premises is not working properly or is completely non-functional under commercially reasonable circumstances and is beyond repair, or any such unit is at the end of its normal useful life, Landlord shall replace such HVAC package unit and Landlord shall not include the cost of such replacement in Tenant s Share; provided the determination of such necessary replacement of the HVAC package units shall be at the reasonable discretion of Landlord.

12.2 Tenant s Maintenance and Repair Obligations.

12.2.1 Except as otherwise provided in Section 12.1, and Sections 14 and 15, Tenant, at Tenant s sole cost and expense, shall at all times maintain the Premises and every part thereof in clean condition, in good order, condition and repair, and in compliance with all Laws, including without limitation ADA, whether or not the need for such cleaning, maintenance or repairs occurs as a result of Tenant s present or prior use, the elements or the age of the Premises, or otherwise, including, without limitation, lighting facilities and equipment, fixtures, non-structural aspects of the columns, partitions, interior and exterior entrances, non-structural aspects of the interior walls, ceilings, floors, floor coverings, interior and exterior windows, all glass, window trims and frames, sanitary facilities and closing devices located within the Premises, or exclusively servicing the Premises and located within the walls, floors or ceilings demising the Premises. With respect to items located within walls, floors or ceilings, Landlord grants to Tenant a temporary license to make repairs therein, provided: (a) Tenant gives not less than two (2) business days written notice of its need to access such areas, the nature of the work to be done and the Person(s) (as defined in Section 32.4) retained to do such work; and (b) the Person(s) designated to do such work is/are reasonably acceptable to Landlord; except in emergency

situations requiring immediate repair, Tenant shall have the right to immediately access such area, in which case Tenant shall utilize its best efforts to provide the information specified above to Landlord as promptly as possible and, in any event, within one (1) day thereafter. Notwithstanding anything in this Section 12.2.1 to the contrary, in no event shall Tenant be permitted to take any action which would result in the disruption of the delivery of utilities to any other tenant of the Building without Landlord s consent which, in all cases other than an emergency, shall only be effective if in writing. Tenant shall indemnify, defend and hold Landlord and the Landlord Parties (as defined in Section 18.1) harmless from any and all Claims of any kind or nature arising from or related to this Section 12.2.

12.2.2 Except as set forth in Section 12.2.1 as the obligation of Landlord, during the Term, Tenant shall be responsible, at Tenant s cost, for the maintenance and repair of all HVAC package units that service the Premises, and Tenant shall maintain, and shall be responsible for managing the maintenance of, customary maintenance service contracts with independent service and maintenance providers for all HVAC package units that exclusively service the Premises; provided, the determination of necessary maintenance and repair of such HVAC package units shall be at Tenant s reasonable discretion.

12.2.3 Tenant, at its sole cost and expense, shall regularly monitor the Premises for the presence of mold or for any conditions that reasonably can be expected to give rise to mold ( Mold Conditions ) including but not limited to, observed or suspected instances of water damage, actual mold growth, repeated complaints of respiratory ailment or eye irritation by Tenant Permitted Users any other occupants in the Premises, or any notice from a Governmental Authority of complaints regarding the indoor air quality in the Premises, and promptly notify Landlord in writing whenever it suspects Mold Conditions may be present in the Premises.

12.3 Hazardous Materials.

12.3.1 Use on Premises. Without limiting the generality of Section 12.2.1, if any Hazardous Materials (as defined in Section 12.3.2) are brought onto or otherwise exist, or are used, generated, released, kept or stored in, on, about, from or under the Premises, or transported to or from or to the Premises, by Tenant or any Tenant Permitted Users, Tenant shall use, keep, store and transport such Hazardous Materials in a manner which complies with all Laws and precautions mandated or advised by any federal, state or local Governmental Authority with respect to the use, generation, storage or disposal of Hazardous Materials (collectively Environmental Laws ) and with the highest standards prevailing in the County of Los Angeles for the use, storage and transportation of such Hazardous Materials. Without limiting any other obligations of Tenant set forth in this Lease, Tenant shall, at its own cost and expense: (a) procure, maintain in effect and comply with all conditions and requirements of any and all permits, licenses and other governmental and regulatory approvals or authorizations required under any Environmental Laws ( Environmental Permits ) and shall submit to Landlord copies of all such Environmental Permits within five (5) business days after Tenant s receipt thereof; (b) remove or otherwise remediate any asbestos that may exist on the Premises, regardless of whether or not such asbestos first was installed in the Premises before or after the Commencement Date, if such removal or other remediation is required under any Environmental Laws or Environmental Permits or any other Laws or other permits, licenses or other governmental authorizations or entitlements issued to Tenant for any reason, unless such asbestos was not installed by Tenant and such removal is not required in connection with Tenant seeking any Environmental Permits or in connection with any repairs or Alterations Tenant is seeking to perform at the Premises; and (c) Tenant shall immediately notify Landlord of its discovery of the presence or release of any Hazardous Materials on or about the Premises or any adjoining property in violation of any Environmental Laws. The covenants and agreements of

Tenant set forth in this Section 12.3.1 shall survive the expiration or earlier termination of this Lease and shall not be affected by any investigation, or information obtained as a result of any investigation, by or on behalf of Landlord.

12.3.2 Definition. As herein used, the term Hazardous Materials means any substance, material or waste which now or at any time in the future is listed, identified or defined in or pursuant to any Environmental Law as a hazardous substance , hazardous waste , toxic substance , toxic pollutant , infectious waste or any similarly identified substances, materials or mixtures, or which now or at any time in the future is: (a) potentially injurious to the public health, safety or welfare or to the environment; (b) potentially injurious to, or which may impair the value or beneficial use of, the Premises or the Property; (c) regulated or monitored by, or required to be remediated at the behest of, any Governmental Authority; or (d) a basis for a claim against or liability of any owner or operator of the Premises by any Governmental Authority or other person or entity under any applicable Laws, including Environmental Laws, including without limitation, petroleum or petroleum products, hydrocarbon substances of any kind, asbestos in any form, formaldehyde, radioactive substances, industrial solvents, flammables, explosives, leakage from underground storage tanks, those materials identified in Sections 66680 through 66685 of Title 22 of the California Administrative Code, Division 4, Chapter 30, as amended from time to time, and those substances defined as hazardous substances , hazardous material , hazardous wastes , or other similar designations in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601 et seq., the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq., the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801 et seq. and any other Laws.