Common use of Base Rent Abatement Clause in Contracts

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply to the Extension Term. Provided that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Base Rent for the Premises for the first two (2) months of the Extension Term (the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this Amendment, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the Lease. If Tenant shall be in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Period.

Base Rent Abatement. The Provided that no Event of Default is then occurring, then during the period beginning on the Expansion Commencement Date and ending on November 14, 2010 (the “Base Rent Abatement set forth in Section 7.5 of the Lease Periods”), Tenant shall not apply be obligated to pay any Base Rent otherwise attributable to the Extension Term. Provided that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay 6310 Initial Premises for such Base Rent for the Premises for the first two (2) months of the Extension Term Abatement Period (the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that notwithstanding such Base Rent Abatement, such abatement of Base Rent shall have no effect on the foregoing Extension Term calculation of any future increases in Base Rent, Operating Expenses or Tax Expenses payable by Tenant pursuant to the terms of the Lease (as hereby amended), which increases shall be calculated without regard to such abatement of Base Rent or corresponding abatement periods. Such Base Rent Abatement has been granted to Tenant as additional consideration for entering into this First Amendment, and for agreeing to pay the Base Rent “rent” and perform performing the terms and conditions otherwise required under the Lease, as amended. If Tenant shall be Notwithstanding anything to the contrary set forth in monetary default (without reference this Section 4.3, to the extent an Event of Default is then occurring, then Landlord may at its option, by notice to Tenant, elect, in addition to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) other remedies Landlord may have under the Lease, then Tenant’s right one or both of the following remedies: (i) that Tenant shall immediately become obligated to receive pay to Landlord all Base Rent abated hereunder during the Extension Term Base Rent Abatement Period, with interest as provided pursuant to the Lease from the date such Base Rent would have otherwise been due but for the Extension Term abatement provided herein, or (ii) that the dollar amount of the unapplied portion of the Base Rent Abatement Period as of such Event of Default shall automatically terminate be converted to a credit to be applied to the Base Rent applicable to the Premises at the end of the Expansion Term and Tenant shall immediately be obligated to begin paying Base Rent for the entire Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Period.

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply to the Extension Term. Provided that Tenant is not in monetary no event of default (without reference to beyond any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periodsperiod is occurring during the four (4) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Base Rent for the Premises for month period commencing on the first two (21st) months day of the Extension Term first (1st) full calendar month following the Expansion Commencement Date and ending on the last day of the fourth (4th) full calendar month following the Expansion Commencement Date (the “Extension Term Expansion Base Rent Abatement Period”), Tenant shall not be obligated to pay any Base Rent otherwise attributable to the Expansion Premises during such Expansion Base Rent Abatement Period (the “Expansion Base Rent Abatement”). The period Landlord and Tenant acknowledge that the aggregate amount of time in which Tenant is entitled to any Extension Term the Expansion Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term equals $1,303,869.00 (i.e., $325,967.25 per month). Tenant acknowledges and agrees that during such Expansion Base Rent Abatement Period, Tenant will remain responsible such abatement of Base Rent for the payment Expansion Premises shall have no effect on the calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the terms of the Property Management Fee (Lease, as amended, which increases shall be calculated as if there were no Extension Term without regard to such Expansion Base Rent Abatement and Abatement. Additionally, Tenant were paying shall be obligated to pay all Base Rent and Additional Rent for the Existing Premises (subject to the terms of $44,484.00 per monththe Lease), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to for the Expansion Premises, during the Expansion Base Rent Abatement Period. Tenant acknowledges and agrees that the foregoing Extension Term Expansion Base Rent Abatement has been granted to Tenant as additional consideration for entering into this First Amendment, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the Lease, as amended. If Tenant shall be in monetary default (without reference to any notice or cure periods) economic or material non-monetary economic default (beyond applicable notice and cure periods) under the Lease, as amended, and shall fail to cure such default within the notice and cure period, if any, permitted for cure pursuant to the Lease, as amended, or if the Lease, as amended, is terminated for any reason other than Landlord’s breach of the Lease, as amended, casualty or condemnation, then Tenant’s right to receive the Extension Term dollar amount of the unapplied portion of the Expansion Base Rent Abatement for as of the Extension Term date of such default or termination, as the case may be, shall be converted to a credit to be applied to the Base Rent Abatement Period shall automatically terminate applicable at the end of the Expansion Term and Tenant shall immediately be obligated to begin paying Base Rent for the Expansion Premises in full. The Extension Term foregoing Expansion Base Rent Abatement right set forth in this Section 5.2.2 shall be personal to the original Original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer or its Permitted Transferee Assignee and shall only apply to the extent that the original Original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer its Permitted Transferee Assignee (and not any other assignee, or any sublessee or other transferee of the original Original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transferthe Lease, as amended) is the Tenant under this Lease the Lease, as amended, during the Extension Term such Expansion Base Rent Abatement Period.

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply to the Extension Term. Provided that Tenant is not then in monetary default Default, and subject to the terms of this Section 3.2 below, then (without reference to any notice or cure periodsi) or material non-monetary default during the last fifteen (beyond applicable notice and cure periods15) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Base Rent for the Premises for the first two (2) full calendar months of the Extension Lease Term with respect to the Phase I Premises, (ii) during the last three (3) full calendar months of the Lease Term with respect to the Phase II Premises, and (iii) during the last three (3) full calendar months of the Lease Term with respect to the Phase III Premises (collectively, the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During ”), Tenant shall not be obligated to pay any Base Rent otherwise attributable to the Extension Term applicable Phase during the applicable portion of the Base Rent Abatement PeriodPeriod (collectively, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term “Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per monthAmount”), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement Amount has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Tenant Notwithstanding the foregoing, Landlord shall be in monetary default (without reference have the right, at Landlord’s option, on a month by month basis commencing on the Lease Commencement Date applicable to each Phase, to accelerate any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, then Tenant’s right to receive the Extension Term remaining Base Rent Abatement for Amount relating to a full month during the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated for such Phase forward, to begin paying apply to the Base Rent that would otherwise be due with respect to the next occurring month of the Lease Term for such Phase (the Premises in full. The Extension Term “Landlord Base Rent Abatement Acceleration Election”), in which case Tenant shall be personal have no obligation to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in pay Base Rent attributable to such next occurring month of the Lease pursuant to an Exempt Transfer Term for such Phase, and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer Base Rent Abatement Amount that is not an Exempt Transfer) is the Tenant under this Lease accelerated forward shall no longer be applicable during the Extension Term Base Rent Abatement Period. Landlord may make such election on a month by month basis with respect to each of the months of the Base Rent Abatement Period. In addition, commencing on the Lease Commencement Date applicable to each Phase, and provided that this Lease has not been terminated as a result of any default of Tenant or rejection of this Lease in bankruptcy (the “Abatement Condition”), then Tenant shall have the right, at Tenant’s option, on a month by month basis commencing on the Lease Commencement Date applicable to each Phase, to accelerate any Base Rent Abatement Amount relating to a full month during the Base Rent Abatement Period for a Phase forward to apply to the Base Rent that would otherwise be due with respect to the next occurring month of the Lease Term for such Phase (the “Tenant Base Rent Abatement Acceleration Election”), in which case Tenant shall have no obligation to pay Base Rent attributable in such next occurring month of the Lease Term for such Phase, and the Base Rent Abatement Amount that is accelerated forward shall no longer be applicable during the Base Rent Abatement Period. Tenant may not elect to accelerate more than one (1) month of such Base Rent Abatement Amount at any particular time. Notwithstanding the foregoing, as long as the Abatement Condition is satisfied, if Tenant fails to deliver notice to Landlord exercising the Tenant Base Rent Abatement Acceleration Election for a particular month of the Lease Term, then Tenant shall be deemed to have elected to exercise the Tenant Base Rent Abatement Acceleration Election for such month without the requirement of providing notice to Landlord. Notwithstanding the different monetary amount of one (1) full calendar month at the end of the Lease Term from the monetary amount of one (1) full calendar month at the beginning of the Lease Term, the value of any full month of Base Rent Abatement Amount, whether accelerated by Landlord or by Tenant, shall be equal to one (1) full month of Base Rent at the time it is applied.

Base Rent Abatement. The Provided that no event of default is occurring during the four (4) month period commencing on May 1, 2019 and ending August 31, 2019 (the “Base Rent Abatement set forth in Section 7.5 of the Lease Period”), Tenant shall not apply be obligated to pay any Base Rent otherwise attributable to the Extension Term. Provided that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Premises during such Base Rent for the Premises for the first two (2) months of the Extension Term Abatement Period (the “Extension Term Base Rent Abatement”). The period Landlord and Tenant acknowledge that the aggregate amount of time in which Tenant is entitled to any Extension Term the Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term equals Seventy-Six Thousand One Hundred Forty-Five and 40/100 Dollars ($76,145.40) (i.e., $19,036.35 per month). Tenant acknowledges and agrees that during such Base Rent Abatement Period, Tenant will remain responsible such abatement of Base Rent for the payment Premises shall have no effect on the calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the Property Management Fee (terms of this Lease, which increases shall be calculated without regard to such Base Rent Abatement. Additionally, Tenant shall be obligated to pay all “Additional Rent” (as if there were no Extension Term that term is defined in Section 4.1 of this Lease) during the Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the PremisesPeriod. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Tenant shall be in monetary default (without reference under this Lease and shall fail to any notice or cure periods) or material non-monetary such default (beyond applicable within the notice and cure periods) under the period, if any, permitted for cure pursuant to this Lease, or if this Lease, is terminated for any reason other than Landlord’s breach of this Lease, then Tenant’s right to receive the Extension Term dollar amount of the unapplied portion of the Base Rent Abatement for as of the Extension Term date of such default or termination, as the case may be, shall be converted to a credit to be applied to the Base Rent Abatement Period shall automatically terminate applicable at the end of the Lease Term and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Notwithstanding the foregoing, at any time prior to June 30, 2019, subject to the terms and conditions set forth herein below and in the Work Letter, Tenant, in Tenant’s sole discretion, shall have the right, exercisable by written notice (the “Abatement Conversion Notice”) to Landlord on or prior to June 30, 2019, to elect to apply up to $38,072.70 of the Base Rent Abatement (the “Converted Amount Cap”), into an increase to the Improvement Allowance Amount (as that term is defined in Article 1 of the Work Letter) in lieu of applying the same towards Tenant’s Base Rent, which converted amount (the “Converted Amount”) shall be set forth in the Abatement Conversion Notice. In the event that Tenant elects to apply any amount of the Base Rent Abatement, up to the Converted Amount Cap, into an increase to the Improvement Allowance Amount, as set forth in this Section 3.2 above, then the Converted Amount shall be deducted from the Base Rent Abatement at the end of the Base Rent Abatement Period. By way of example only, in the event that the Converted Amount equals one (1) month of Base Rent (i.e., $19,036.35), then the Base Rent Abatement shall be personal reduced to Fifty-Seven Thousand One Hundred Nine and 05/100 Dollars ($57,109.05) and the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement PeriodPeriod shall be reduced by one (1) month and shall end on July 31, 2019 (i.e., the Base Rent Abatement Period would be for a period of three (3) months).

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply to the Extension Term. Provided that Tenant is not then in monetary default Default, and subject to the terms of this Section 3.2 below, then (without reference to any notice or cure periodsi) or material non-monetary default during the last six (beyond applicable notice and cure periods6) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Base Rent for the Premises for the first two (2) full calendar months of the Extension Lease Term with respect to the Phase I Premises and (ii) during the last ten (10) full calendar months of the Lease Term with respect to the Phase II Premises (collectively, the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During ”), Tenant shall not be obligated to pay any Base Rent otherwise attributable to the Extension Term Premises or the Phase II Premises, as applicable, during such Base Rent Abatement PeriodPeriod (collectively, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base “Rent Abatement and Tenant were paying Base Rent of $44,484.00 per monthAmount”), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent rental and perform the terms and conditions otherwise required under the this Lease. If Notwithstanding the foregoing, Landlord shall have the right, at Landlord’s option, on a month by month basis commencing on the Lease Commencement Date, to accelerate any remaining Base Rent Abatement Amount relating to a full month during the Base Rent Abatement Period for a particular phase of the Premises (the “Phase”) forward, to apply to the Base Rent that would otherwise be due with respect to the next occurring month of the Lease Term for such Phase (the “Landlord Base Rent Abatement Acceleration Election”), in which case Tenant shall have no obligation to pay Base Rent attributable to such next occurring month of the Lease Term for such Phase, and the Base Rent Abatement Amount that is accelerated forward shall no longer be in monetary default (without reference applicable during the Base Rent Abatement Period. Landlord may make such election on a month by month basis with respect to any notice each of the months of the Base Rent Abatement Period. In addition, commencing on the Lease Commencement Date, if Landlord has not exercised the Landlord Base Rent Abatement Acceleration Election on or cure periods) or material non-monetary default (beyond applicable notice and cure periods) before the date that the next installment of Base Rent is due under the Lease, and provided that the Lease has not been terminated as a result of any Default of Tenant or rejection of the Lease in bankruptcy (the “Abatement Condition”), then Tenant shall have the right, at Tenant’s right option, on a month by month basis commencing on the Lease Commencement Date, to receive the Extension Term accelerate any Base Rent Abatement for Amount relating to a full month during the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated for a Phase forward to begin paying apply to the Base Rent that would otherwise be due with respect to the next occurring month of the Lease Term for such Phase (the Premises in full. The Extension Term “Tenant Base Rent Abatement Acceleration Election”), in which case Tenant shall be personal have no obligation to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest pay Base Rent attributable in such next occurring month of the Lease pursuant to an Exempt Transfer Term for such Phase, and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer Base Rent Abatement Amount that is not an Exempt Transfer) is the Tenant under this Lease accelerated forward shall no longer be applicable during the Extension Term Base Rent Abatement Period. Tenant may not elect to accelerate more than one (1) month of such Base Rent Abatement at any particular time. Notwithstanding the foregoing, as long as the Abatement Condition is satisfied, if Tenant fails to deliver notice to Landlord exercising the Tenant Base Rent Abatement Acceleration Election for a particular month of the Lease Term, then Tenant shall be deemed to have elected to exercise the Tenant Base Rent Abatement Acceleration Election for such month without the requirement of providing notice to Landlord. Notwithstanding the different monetary amount of one (1) full calendar month at the end of the Lease Term from the monetary amount of one (1) full calendar month at the beginning of the Lease Term, the value of any full month of Base Rent Abatement, whether accelerated by Landlord or by Tenant, shall be equal to one (1) full month of Base Rent at the time it is applied.

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply to the Extension Term. Provided that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the LeaseAmended Lease beyond any applicable cure period, Landlord hereby agrees to xxxxx Tenant’s obligation to pay pay, commencing upon the first day of the first full calendar month following the mutual execution and delivery of this Amendment, (a) Base Rent for in the Premises for amount of $795,064.50, i.e., such amount being equal to the Base Rent applicable during the first two (2) 13-months of the Extension Term Extended Term, and (b) parking charges for thirteen (13) full calendar months (such total amount of abated Base Rent and parking fees plus any Applied Allowance (as defined below), if any, being hereinafter referred to collectively as the “Extension Term Base Rent AbatementAbated Amount”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Periodsuch abatement period, Tenant will remain still be responsible for the payment of all other monetary obligations under the Property Management Fee Amended Lease. Tenant acknowledges that any default by Tenant under the Amended Lease will cause Landlord to incur costs not contemplated hereunder, the exact amount of such costs being extremely difficult and impracticable to ascertain, therefore, should Tenant at any time during the remaining term be in default beyond any applicable cure period, then the total unamortized sum of such Abated Amount (which amortized on a straight line basis over the 120-month Extended Term described in Section I above) so conditionally excused shall become immediately due and payable by Tenant to Landlord and any remaining Abated Amount shall no longer be calculated available to Tenant as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent a rent credit from the date of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premisessuch default. Tenant acknowledges and agrees that nothing in this paragraph is intended to limit any other remedies available to Landlord at law or in equity under applicable law, in the foregoing Extension Term Base Rent Abatement has been granted event Tenant defaults under the Amended Lease beyond any applicable cure period. Notwithstanding the foregoing, Tenant shall have the right, on or prior to Tenant as additional consideration for entering into this Amendmentthat date which is seven (7) months following the Effective Date, and for agreeing to pay elect to apply up to six (6) months of the above described abated Base Rent and perform parking charges towards the terms and conditions otherwise required under Allowance (described below), i.e., effectively increasing the LeaseAllowance by the amount of such election. If Tenant elects to apply any such abated Base Rent and parking charges towards the Allowance, then such amount shall no longer be considered part of the Abated Amount described above and the abatement period described above shall be in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Perioddecreased accordingly.

Base Rent Abatement. The If Landlord fails to perform the obligations required of Landlord under the terms of this Lease, and such failure causes the Premises to be completely untenantable and unusable by Tenant because solely of the failure of the HVAC system in the Premises, the electricity in the Premises, the failure of the elevator service to the Premises, or a total failure to provide access to the Premises, Tenant shall give Landlord notice (the “Initial Notice”), specifying such failure to perform by Landlord (the “Landlord Default”). If Landlord has not cured such Landlord Default within ten (10) days after the receipt of the Initial Notice, Tenant may deliver an additional notice to Landlord (the “Additional Notice”), specifying such Landlord Default and Tenant’s intention to xxxxx the payment of rent under this Lease. If Landlord does not cure such Landlord Default within ten (10) days of receipt of the Additional Notice (the “Abatement Date”), Tenant may, upon written notice to Landlord, immediately xxxxx Base Rent payable under this Lease for the Premises rendered untenantable, for the period beginning on the Abatement set forth in Section 7.5 Date and the nonuse of the Lease shall not apply Premises by Tenant to the Extension Termearlier of the date Landlord cures such Landlord Default or the date Tenant recommences the use of the Premises. Provided Such right to xxxxx Base Rent shall be Tenant’s sole and exclusive remedy at law or in equity for a Landlord Default. In no event shall Tenant have the right to terminate this Lease as a result of a Landlord Default. Except as provided in this Section 4.9, nothing contained herein shall be interpreted to mean that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Base excused from paying Rent for the Premises for the first two (2) months of the Extension Term (the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Perioddue hereunder.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this Amendment, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the Lease. If Tenant shall be in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Period.

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply Notwithstanding anything to the Extension Term. Provided that Tenant is not contrary contained in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the this Lease, Landlord hereby agrees to xxxxx Tenant’s obligation to pay conditionally waive Base Rent for due with respect to the Premises for the first two (2) full consecutive calendar months of the Extension Term of the Lease in the amount of Seven Thousand Five Hundred Ninety Nine and 58/100 Dollars ($7,599.58) per month (the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled No amounts due to any Extension Term Landlord under the Lease other than the Base Rent Abatement shall be referred to herein shall be conditionally waived, except as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment may be expressly provided in another provision of the Property Management Fee (which Lease. Tenant shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this Amendment, and for agreeing responsible to pay a prorated portion of the Base Rent due for the period between the Commencement Date through and perform including the terms and conditions otherwise required under last day of the calendar month in which the Commencement Date occurred in the event the Commencement Date is not the first day of a calendar month. Nothing contained in this Paragraph shall be construed to relieve Tenant of the obligation set forth in Section 4 of the Lease to pay to Landlord the first month's Base Rent concurrently with Tenant's execution of the Lease. If Tenant , which such amount shall be applied to the Base Rent due for the third (3rd) full calendar month of the Term. In the event Tenant commits a default as defined in monetary Section 13.1 of the Lease, Base Rent coming due thereafter shall not be waived. Furthermore more, in the event Landlord is exercising its right to terminate the Lease as a result of Tenant’s default (without reference to beyond the expiration of any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Leaseperiod, then Tenant’s right to receive the Extension Term all Base Rent Abatement for that Landlord conditionally waived in the Extension Term past shall be immediately due and payable by Tenant to Landlord without notice or demand from Landlord. If the Lease expires in accordance with its terms, and does not terminate as a result of a default by Tenant, Landlord agrees to permanently waive the Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Periodit has conditionally waived.

Base Rent Abatement. The Provided that no event of default is occurring during the […***…] month period commencing on the first (1st) day of the […***…] full calendar month of the Lease Term and ending on the last day of the […***…] full calendar month of the Lease Term (the "Base Rent Abatement set forth in Section 7.5 Period"), Tenant shall not be obligated to pay any Base Rent otherwise attributable to the Premises during such Base Rent Abatement Period (the "Base Rent Abatement"). Landlord and Tenant acknowledge that the aggregate amount of the Lease shall not apply to the Extension TermBase Rent Abatement equals […***…] (i.e., […***…] per month). Provided Tenant acknowledges and agrees that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Leaseduring such Base Rent Abatement Period, Landlord agrees to xxxxx Tenant’s obligation to pay such abatement of Base Rent for the Premises for shall have no effect on the first two (2) months calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the Extension Term (the “Extension Term terms of this Lease, which increases shall be calculated without regard to such Base Rent Abatement”). The period Additionally, Tenant shall be obligated to pay any "Additional Rent" (as that term is defined in Section 4.1 of time in which Tenant is entitled to any Extension Term this Lease) during the Base Rent Abatement shall be referred Period which are attributable to herein above-standard services pursuant to Section 6.2 of this Lease or similar, direct reimbursables (as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, opposed to Tenant’s Adjusted 's Share of Operating Direct Expenses and all Additional Rent attributable to which first become payable in accordance with the Premisespenultimate sentence of Section 4.1 of this Lease). Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Tenant this Lease is terminated pursuant to Section 19.2.1 below', then the dollar amount of the unapplied portion of the Base Rent ./ -/// -14- XXXXXX REALTY, L.P. [ACADIA Pharmaceuticals Inc.] *** Confidential Treatment Requested Abatement as of the date of such termination shall be in monetary default (without reference converted to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under a credit to be applied to the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for applicable at the Extension end of the Lease Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term foregoing Base Rent Abatement right set forth in this Section 3.2 shall be personal to the original Original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and any Permitted Transferee Assignee (and not any other assignee, or any sublessee or other transferee of the original Original Tenant’s 's interest in this Lease pursuant to a Transfer that is not an Exempt TransferLease) is the Tenant under this Lease during the Extension Term such Base Rent Abatement Period.

Base Rent Abatement. The Base Rent Abatement set forth Notwithstanding anything in this Section 7.5 of the Lease shall not apply Amendment to the Extension Term. Provided that contrary, so long as Tenant is not in monetary default Default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periodsas defined in Section 19 of the Original Lease) under the Lease, Landlord agrees Tenant shall be entitled to xxxxx Tenant’s obligation to pay an abatement of Base Rent for in the Premises for the first two amount of: (2a) $18,956.60 per month applicable to 11 consecutive full calendar months of the Extension Substitution Term beginning with the second (2"d) full calendar month of the Substitution Term following the Substitution Rent Commencement Date, and (b) $19,526.67 applicable to the 13th full calendar month of the Substitution Term following the Substitution Rent Commencement Date. The total amount of Base Rent abated in accordance with the foregoing shall equal $228,049.27 (the “Extension "Abated Base Rent"). If Tenant Defaults at any time during the Substitution Term and fails to cure such Default within any applicable cure period under the Lease, all Abated Base Rent Abatement”)shall immediately become due and payable. The period payment by Tenant of time in which Tenant is entitled to any Extension Term the Abated Base Rent Abatement in the event of a Default shall not limit or affect any of Landlord's other rights, pursuant to this Amendment, the Lease or at law or in equity. Only Base Rent shall be referred abated pursuant to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Periodthis Section, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable (as defined in Section 3 of the Original Lease) and other costs and charges specified in this Amendment and/or the Lease shall remain as due and payable pursuant to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into provisions of this Amendment, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under Amendment and/or the Lease. If Notwithstanding the foregoing, upon written notice to Tenant from time to time (a "Purchase Notice"), Landlord shall have the right to purchase, by check or wire transfer of available funds, all or any part (in whole-month increments only) of the Abated Base Rent that had not previously been applied as a credit against Base Rent. Landlord's Purchase Notice shall set forth the month(s) of abatement that Landlord elects to purchase and the total Abated Base Rent that Landlord elects to purchase (the "Purchase Amount"). The Purchase Amount to be paid by Landlord shall be in monetary default (without reference paid simultaneously with the giving of such notice. Upon payment of the Purchase Amount by Landlord to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under Tenant, the Lease, then Tenant’s right to receive the Extension Term Abated Base Rent Abatement for shall be reduced by an amount equal to the Extension Term Base Rent Abatement Period shall automatically terminate Purchase Amount. Upon request by Landlord, Landlord and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal enter into an amendment to the original Tenant Lease to reflect the Purchase Amount paid by Landlord and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee corresponding reduction of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Abated Base Rent Abatement PeriodRent.

Base Rent Abatement. The During the period commencing as of the Phase I Premises Lease Commencement Date through the date which is eight (8) months following the Phase I Premises Lease Commencement Date (the "Phase I Premises Base Rent Abatement set forth in Section 7.5 Period"), Tenant shall not be obligated to pay any Base Rent otherwise attributable to the Phase I Premises during such Phase I Premises Base Rent Abatement Period (the "Phase I Premises Base Rent Abatement"). In addition, during the period commencing as of the Phase II Premises Lease Commencement Date through the date which is eight (8) months following the Phase II Premises Lease Commencement Date (the "Phase II Premises Base Rent Abatement Period", and each a “Base Rent Abatement Period”), Tenant shall not apply be obligated to pay any Base Rent otherwise attributable to the Extension Term. Provided that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Phase II Premises during such Phase II Premises Base Rent for the Premises for the first two (2) months of the Extension Term Abatement Period (the "Phase II Premises Base Rent Abatement" and, together with the Phase I Premises Base Rent Abatement, the “Extension Term Base Rent Abatement”). The period Landlord and Tenant acknowledge that the aggregate amount of time in which Tenant is entitled to any Extension Term the Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term equals $10,491,344.00. Tenant acknowledges and agrees that during each Base Rent Abatement Period, Tenant will remain responsible such abatement of Base Rent for the payment Premises shall have no effect on the calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the Property Management Fee (terms of this Lease, which increases shall be calculated without regard to such Base Rent Abatement. Additionally, Tenant shall be obligated to pay all "Additional Rent" (as if there were no Extension Term that term is defined in Section 4.1 of this Lease) during each Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable Period subject to the PremisesSection 4.4. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Tenant shall be in monetary default (without reference under this Lease and shall fail to any notice or cure periods) or material non-monetary such default (beyond applicable within the notice and cure periods) under the period, if any, permitted for cure pursuant to this Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer toll (and not Tenant shall be required to pay Base Rent during such period) until Tenant has cured, to Landlord’s reasonable satisfaction, such default and at such time Tenant shall be entitled to receive any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term unapplied Base Rent Abatement Perioduntil fully applied.

Base Rent Abatement. Provided that no Event of Default is then occurring, then (i) during the first seven (7) full calendar months of the 6290 Initial Premises Term, Tenant shall not be obligated to pay any Base Rent otherwise attributable to the 6290 Initial Premises, and (ii) during the period commencing December 1, 2016 and continuing through and including March 31, 2017, Tenant shall not be obligated to pay any Base Rent otherwise attributable to the Existing Premises. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply which is so abated pursuant to the Extension Term. Provided that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Base Rent for the Premises for the first two (2) months of the Extension Term (the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall immediately preceding sentence may be referred to herein as the “Extension Term ("Base Rent Abatement"). The Base Rent Abatement Period.” During the Extension Term shall not apply to any Additional Monthly Base Rent Abatement Period, Tenant will remain responsible for the payment payable pursuant to Section 2.1.2 of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the PremisesWork Letter Agreement. Tenant acknowledges and agrees that notwithstanding such Base Rent Abatement, such abatement of Base Rent shall have no effect on the foregoing Extension Term calculation of any future payments of Base Rent, Operating Expenses or Tax Expenses payable by Tenant pursuant to the terms of the Lease (as hereby amended), which payments shall be calculated without regard to such abatement of Base Rent or corresponding abatement periods. Such Base Rent Abatement has been granted to Tenant as additional consideration for entering into this Second Amendment, and for agreeing to pay the Base Rent "rent" and perform performing the terms and conditions otherwise required under the Lease, as amended. If Tenant shall be Notwithstanding anything to the contrary set forth in monetary default (without reference this Section 4.3, to the extent an Event of -12- SEQUENCE TECHNOLOGY CENTER [Expansion and Extension Amendment] [DexCom, Inc.] Default is then occurring, then Landlord may at its option, by notice to Tenant, elect, in addition to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) other remedies Landlord may have under the Lease, then Tenant’s right one or both of the following remedies: (i) that Tenant shall immediately become obligated to receive pay to Landlord all Base Rent abated hereunder, with interest as provided pursuant to the Extension Term Lease from the date such Base Rent would have otherwise been due but for the abatement provided herein, or (ii) that the dollar amount of the unapplied portion of the Base Rent Abatement for as of such Event of Default shall be converted to a credit to be applied to the Extension Term Base Rent Abatement Period shall automatically terminate applicable to the Premises at the end of the New Expansion Term and Tenant shall immediately be obligated to begin paying Base Rent for the entire Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Period.

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply to the Extension Term. Provided that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the LeaseAmended Lease beyond any applicable cure period, Landlord hereby agrees to xxxxx Tenant’s obligation to pay Base Rent for applicable to the Premises for Expansion Space only during the first two (2) 9-months of the Extension Expansion Space Term (such total amount of abated Base Rent plus any Applied Allowance (as defined below), if any, being hereinafter referred to collectively as the “Extension Term Base Rent AbatementAbated Amount”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Periodsuch abatement period, Tenant will remain still be responsible for the payment of all other monetary obligations under the Property Management Fee Amended Lease. Tenant acknowledges that any default by Tenant under the Amended Lease will cause Landlord to incur costs not contemplated hereunder, the exact amount of such costs being extremely difficult and impracticable to ascertain, therefore, should Tenant at any time during the remaining term be in default beyond any applicable cure period, then the total unamortized sum of such Abated Amount (which amortized on a straight line basis over the 120- month Extended Term described in Section I of the Eleventh Amendment) so conditionally excused shall become immediately due and payable by Tenant to Landlord and any remaining Abated Amount shall no longer be calculated available to Tenant as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent a rent credit from the date of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premisessuch default. Tenant acknowledges and agrees that nothing in this paragraph is intended to limit any other remedies available to Landlord at law or in equity under applicable law, in the foregoing Extension Term Base Rent Abatement has been granted to event Tenant as additional consideration for entering into this Amendment, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required defaults under the Lease. If Tenant shall be in monetary default (without reference to Amended Lease beyond any notice or applicable cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Periodperiod.

Base Rent Abatement. The Base Rent Abatement set forth in Notwithstanding the terms of Section 7.5 of the Lease shall not apply to the Extension Term. Provided that 4(a) above, it is agreed that, so long as Tenant is not in monetary default (without reference to under this lease beyond any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periodsperiod during any applicable Abatement Month (as hereinafter defined), then, subject to the terms of the last sentence of this subclause (b), Tenant shall be entitled to an abatement of Monthly Base Rent attributable to the initial Premises being leased hereunder for each of the following full calendar months (each such month, an "ABATEMENT MONTH"): (i) under the Leasefirst twelve (12) full calendar months of the Term, Landlord agrees to xxxxx and (ii) the last two (2) full calendar months of Lease Years 2, 3 and 4 (as the term "Lease Year" is defined in Section 1 above). The foregoing abatement of Base Rent shall not otherwise affect Tenant’s 's obligation to pay all other rentals due and owing during each such respective Abatement Month, nor shall it affect any other obligations of Tenant hereunder; and provided further, that Tenant shall not be entitled to any such Base Rent abatement for any Abatement Month during which Tenant is in default under this lease beyond any applicable notice and cure period. The rental abatements described in this Section 4 shall not apply with respect to any first offer space leased by Tenant under Section 34 hereinbelow. Notwithstanding anything herein to the contrary, Landlord shall have the right, at any time and from time to time during the Term, to elect, by written notice to Tenant, to make a cash payment to Tenant equal to the Monthly Base Rent attributable to the initial Premises being leased hereunder for any one or more Abatement Months which have not theretofore occurred, discounted to present value as of the date Landlord makes such payment using a discount factor equal to one and one-half percent (1 1/2%), in which case Tenant shall no longer be entitled to the aforementioned abatement of Base Rent for the Premises applicable Abatement Month(s) for which Landlord has made such cash payment. Further, notwithstanding anything herein to the first two (2) months of the Extension Term (the “Extension Term Base Rent Abatement”). The period of time in which contrary, if Tenant is entitled to in default during any Extension Term Base Rent applicable Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement PeriodMonth, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this Amendment, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the Lease. If Tenant shall be in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond is not cured within applicable notice and cure periods) under the Leaseperiods hereunder, then Tenant’s right Tenant shall no longer be entitled to receive the Extension Term any abatement of Monthly Base Rent Abatement for the Extension Term under this subclause (b) relative to such month, and such Monthly Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant immediately due and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Periodpayable upon Landlord's demand therefor.

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply to the Extension Term. Provided that Tenant no event of default is not in monetary default (without reference to occurring beyond the expiration of any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periodsperiod, during the twelve (12) under month period commencing on the Leasefirst (1st) day of the first (1st) full calendar month of the Lease Term and ending on the last day of the twelfth (12th) full calendar month of the Lease Term (the "Base Rent Abatement Period"), Landlord agrees to xxxxx Tenant’s obligation Tenant shall not be obligated to pay Base Rent otherwise attributable to 8,690 rentable square feet of a portion of the Premises during such Base Rent Abatement Period (the "Base Rent Abatement"). Landlord and Tenant (i.e., the Phase 1 Premises) acknowledge that the aggregate amount of the Base Rent Abatement equals Five Hundred Ten Thousand Nine Hundred Seventy-Two and 00/100 Dollars ($510,972.00) (i.e., $42,581 per month). Tenant acknowledges and agrees that during such Base Rent Abatement Period, such abatement of Base Rent for the Premises for shall have no effect on the first two (2) months calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the Extension Term (the “Extension Term terms of this Lease, which increases shall be calculated without regard to such Base Rent Abatement”). The period of time in which Additionally, Tenant is entitled to any Extension Term Base Rent Abatement shall be referred obligated to herein pay all "Additional Rent" (as that term is defined in Section 4.1 of this Lease) during the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Tenant shall be in monetary default (without reference under this Lease and shall fail to any notice or cure periods) or material non-monetary such default (beyond applicable within the notice and cure periods) under the period, if any, permitted for cure pursuant to this Lease, or if this Lease, is terminated for any reason other than Landlord's breach of this Lease, then Tenant’s right to receive the Extension Term dollar amount of the unapplied portion of the Base Rent Abatement for as of the Extension Term date of such default or termination, as the case may be, shall be converted to a credit to be applied to the Base Rent Abatement Period shall automatically terminate applicable at the end of the Lease Term and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term foregoing Base Rent Abatement right set forth in this Section 3.2 shall be personal to the original Original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer its Permitted Transferee Assignee and shall only apply to the extent that the original Original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer its Permitted Transferee Assignee (and not any assignee, or any sublessee or other transferee of the original Original Tenant’s 's interest in this Lease pursuant to a Transfer that is not an Exempt TransferLease) is the Tenant under this Lease during the Extension Term such Base Rent Abatement Period.

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply to the Extension Term. Provided that Tenant is not in no monetary default (without reference to any notice or cure periods) or material non-monetary event of default (is occurring beyond any applicable notice and cure periods) under period, and subject to the Leaseterms of this Section 3.2 below, Landlord agrees then, with respect to xxxxx Tenant’s obligation to pay Base Rent for the Premises for the first two (2) months floors 1 and 2 of the Extension Term Premises, during the six (6) full calendar months following the “Extension Term Base Rent Abatement”). The period Lease Commencement Date and with respect to floor 3 of time in which the Premises, during the six (6) full calendar months following the Substantial Completion of the Tenant is entitled Improvements with respect to any Extension Term Base Rent Abatement shall be referred to herein as floor 3 (collectively, the “Extension Term "Base Rent Abatement Period.” During the Extension Term "), Tenant shall be entitled to an abatement of Base Rent Abatement Period(collectively, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term "Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per monthAbatement"), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Tenant acknowledges and agrees that during such Base Rent Abatement Period, such Base Rent Abatement shall have no effect on the calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the terms of this Lease, which increases shall be calculated without regard to such Base Rent Abatement. Additionally, Tenant shall be obligated to pay all "Additional Rent" (as that term is defined in monetary default (without reference to any notice or cure periodsSection 4.1 of this Lease) or material non-monetary default (beyond applicable notice and cure periods) under during the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for Periods. In connection with any sale, financing or refinancing of the Extension Term Building or Project, Landlord shall have the right to buy out all or any portion of the Base Rent Abatement at any time prior to the expiration of the Base Rent Abatement Period shall automatically terminate by (1) providing written notice thereof to Tenant and (2) paying to Tenant the amount of Base Rent Abatement then remaining due discounted to present value at a per annum rate equal to the discount rate of the Federal Reserve Bank of San Francisco. If Landlord elects to buy out all or a portion of the Base Rent Abatement, Landlord and Tenant shall, at Landlord’s option, enter into an amendment to the Lease. In no event shall immediately Landlord be obligated to begin paying Base Rent for pay a commission with respect to the Premises in full. The Extension Term Base Rent Abatement and Tenant and Landlord shall be personal each indemnify the other against all costs, expenses, attorneys’ fees, and other liability for commissions or other compensation claimed with respect to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Periodby any broker or agent claiming the same by, through or under the indemnifying party.

Base Rent Abatement. The Provided Tenant is not then in Default under this Fifth Amendment or the Lease, Landlord hereby grants Tenant an abatement ("Rental Abatement") of the Base Rent payable for the Premises for a period of 13 full calendar months beginning on the Second Extension Term Commencement Date and ending on May 31, 2016. Thereafter, Tenant shall pay the full amount of Base Rent due in accordance with the provisions of this Fifth Amendment and the Lease. The Rental Abatement set forth in Section 7.5 is conditioned on Tenant's full and faithful performance of all of the terms, covenants, and conditions of the Lease shall not apply to be performed and observed by Tenant during the Extension Term. Provided that On the occurrence of a Default by Tenant is not and in monetary default (without reference addition to any notice or cure periods) or material non-monetary default (beyond applicable notice other rights and cure periods) remedies available to Landlord under the Lease, the Rental Abatement shall automatically be deemed deleted from the Lease and of no future force or effect, and the Rental Abatement so given by Landlord agrees shall be prorated with that portion of the Rental Abatement applicable to xxxxx Tenant’s obligation the remaining Term being immediately due and payable by Tenant to pay Landlord, and recoverable by Landlord as Additional Rent due under the Lease, on the termination of the Lease. The acceptance by Landlord of Rent or the cure of the Default that initiated the operation of this paragraph shall not be deemed a waiver by Landlord of the provisions of this paragraph unless specifically so stated in writing by Landlord at the time of such acceptance. Notwithstanding anything to the contrary in this Fifth Amendment or the Lease, the adjustment in the Base Rent for the Premises shall be based on the full and unabated amount of Base Rent payable with respect to the Premises for the first two (2) months of year after the Second Extension Term (the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement PeriodCommencement Date.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this Amendment, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the Lease. If Tenant shall be in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Period.

Base Rent Abatement. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply to the Extension Term. Provided that Tenant is not in no monetary default (without reference to any notice or cure periods) or material non-monetary event of default (is occurring beyond any applicable notice and cure periodsperiod, and subject to the terms of this Section 3.2 below, then during the initial six (6) under full calendar months following the Leaseapplicable Lease Commencement Date (collectively, Landlord agrees to xxxxx Tenant’s obligation to pay the "Base Rent for Abatement Period"), Tenant shall be entitled to an abatement of Base Rent (collectively, the Premises for the first two (2) months of the Extension Term (the “Extension Term "Base Rent Abatement”"). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable apply separately with respect to the Building 3 Premises, the Building 4 Premises, and the Building A2 Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Tenant acknowledges and agrees that during such Base Rent Abatement Period, such Base Rent Abatement shall have no effect on the calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the terms of this Lease, which increases shall be calculated without regard to such Base Rent Abatement. Additionally, Tenant shall be obligated to pay all "Additional Rent" (as that term is defined in monetary default (without reference to any notice or cure periodsSection 4.1 of this Lease) or material non-monetary default (beyond applicable notice and cure periods) under during the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for Periods. In connection with any sale, financing or refinancing of the Extension Term Building or Project, Landlord shall have the right to buy out all or any portion of the Base Rent Abatement at any time prior to the expiration of the Base Rent Abatement Period shall automatically terminate by (1) providing written notice thereof to Tenant and (2) paying to Tenant the amount of Base Rent Abatement then remaining due discounted to present value at a per annum rate equal to the discount rate of the Federal Reserve Bank of San Francisco. If Landlord elects to buy out all or a portion of the Base Rent Abatement, Landlord and Tenant shall, at Landlord’s option, enter into an amendment to the Lease. In no event shall immediately Landlord be obligated to begin paying Base Rent for pay a commission with respect to the Premises in full. The Extension Term Base Rent Abatement and Tenant and Landlord shall be personal each indemnify the other against all costs, expenses, attorneys’ fees, and other liability for commissions or other compensation claimed with respect to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Periodby any broker or agent claiming the same by, through or under the indemnifying party.

Base Rent Abatement. The Provided that no event of default is occurring during the three (3) month period commencing on December 1, 2018 and ending on February 28, 2019 (the "Base Rent Abatement set forth in Section 7.5 Period"), Tenant shall not be obligated to pay any Base Rent otherwise attributable to the Premises during such Base Rent Abatement Period (the "Base Rent Abatement"). Landlord and Tenant acknowledge that the aggregate amount of the Lease shall not apply to the Extension TermBase Rent Abatement equals $80,426.25 (i.e., $26,808.75 per month). Provided Tenant acknowledges and agrees that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Leaseduring such Base Rent Abatement Period, Landlord agrees to xxxxx Tenant’s obligation to pay such abatement of Base Rent for the Premises for shall have no effect on the first two (2) months calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the Extension Term (the “Extension Term terms of this Lease, which increases shall be calculated without regard to such Base Rent Abatement”). The period of time in which Additionally, Tenant is entitled to any Extension Term Base Rent Abatement shall be referred obligated to herein pay all "Additional Rent" (as that term is defined in Section 4.1 of this Lease) during the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Tenant shall be in monetary default (without reference under this Lease and shall fail to any notice or cure periods) or material non-monetary such default (beyond applicable within the notice and cure periods) under the period, if any, permitted for cure pursuant to this Lease, or if this Lease, is terminated for any reason other than Landlord's breach of this Lease, then Tenant’s right to receive the Extension Term dollar amount of the unapplied portion of the Base Rent Abatement for as of the Extension Term date of such default or termination, as the case may be, shall be converted to a credit to be applied to the Base Rent Abatement Period shall automatically terminate applicable at the end of the Lease Term and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term foregoing Base Rent Abatement right set forth in this Section 3.2 shall be personal to the original Original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Original Tenant’s 's interest in this Lease pursuant to a Transfer that is not an Exempt TransferLease) is the Tenant under this Lease during the Extension Term such Base Rent Abatement Period.

Base Rent Abatement. The Provided that no event of default is occurring during the seven (7) month period commencing on the first (1st) day of the second (2nd) full calendar month of the Lease Term and ending on the last day of the eighth (8th) full calendar month of the Lease Term (the "Base Rent Abatement set forth Period"), Tenant shall not be obligated to pay any Base Rent otherwise attributable to the Premises during such Base Rent Abatement Period (the "Base Rent Abatement"). Landlord and Tenant acknowledge that the aggregate amount of the Base Rent Abatement equals $2,541,261.80 (i.e., $363,037.40 per month), which amount is subject to decrease in the event Tenant keeps a portion of its existing premises as provided in Section 7.5 1.4 above . Tenant acknowledges and agrees that during such Base Rent Abatement Period, such abatement of the Lease shall not apply to the Extension Term. Provided that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Base Rent for the Premises for shall have no effect on the first two (2) months calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the Extension Term (the “Extension Term terms of this Lease, which increases shall be calculated without regard to such Base Rent Abatement”). The period of time in which Additionally, Tenant is entitled to any Extension Term Base Rent Abatement shall be referred obligated to herein pay all "Additional Rent" (as that term is defined in Section 4.1 of this Lease) during the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Tenant shall be in monetary default (without reference under this Lease prior to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for the Extension Term during such Base Rent Abatement Period and shall automatically terminate fail to cure such default within the notice and cure period, if any, permitted for cure pursuant to this Lease, or if this Lease, is terminated for any reason other than Landlord's breach of this Lease, then the dollar amount of the unapplied portion of the Base Rent Abatement as of the date of such default or termination, as the case may be, shall be converted to a credit to be applied to the Base Rent applicable at the end of the Lease Term and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term foregoing Base Rent Abatement right set forth in this Section 3.2 shall be personal to the original Original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Original Tenant’s 's interest in this Lease pursuant to a Transfer that is not an Exempt TransferLease) is the Tenant under this Lease during the Extension Term such Base Rent Abatement Period.

Base Rent Abatement. The Provided that no event of default is occurring, and subject to the terms of this Section 3.2 below, then during the last fourteen (14) full calendar months of the Lease Term (collectively, the "Base Rent Abatement set forth in Section 7.5 Period"), Tenant shall be entitled to an abatement of the Lease shall not apply to the Extension Term. Provided that Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Base Rent for otherwise attributable to the Premises for the first two ten (210) full calendar months of the Extension Term (the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment and an abatement of the Property Management Fee fifty percent (which shall be calculated as if there were no Extension Term 50%) of Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premisesremaining four (4) full calendar months of the Base Rent Abatement Period (collectively, the "Base Rent Abatement"). Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. If Notwithstanding the foregoing, Landlord shall have the right, at Landlord's option, on a month by month basis commencing on the Lease Commencement Date, to accelerate any remaining Base Rent Abatement relating to a full month during the Base Rent Abatement Period for the Premises forward, to apply to the Base Rent that would otherwise be due with respect to the next occurring month of the Lease Term (the "Landlord Base Rent Abatement Acceleration Election"), in which case Tenant shall have no obligation to pay Base Rent attributable to such next occurring month of the Lease Term, and the Base Rent Abatement that is accelerated forward shall no longer be in monetary default (without reference applicable during the Base Rent Abatement Period. Landlord may make such election on a month by month basis with respect to any notice each of the months of the Base Rent Abatement Period. In addition, commencing on the Lease Commencement Date, if Landlord has not exercised the Landlord Base Rent Abatement Acceleration Election on or cure periods) or material non-monetary default (beyond applicable notice and cure periods) before the date that the next installment of Base Rent is due under the Lease, and provided that the Lease has not been terminated as a result of any Default of Tenant or rejection of the Lease in bankruptcy (the "Abatement Condition"), then Tenant shall have the right, at Tenant’s right 's option, on a month by month basis commencing on the Lease Commencement Date, to receive the Extension Term accelerate any Base Rent Abatement for relating to a full month during the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated forward to begin paying apply to the Base Rent for that would otherwise be due with respect to the Premises in full. The Extension next occurring month of the Lease Term (the "Tenant Base Rent Abatement Acceleration Election"), in which case Tenant shall be personal have no obligation to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest pay Base Rent attributable in such next occurring month of the Lease pursuant to an Exempt Transfer Term, and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer Base Rent Abatement that is not an Exempt Transfer) is the Tenant under this Lease accelerated forward shall no longer be applicable during the Extension Term Base Rent Abatement Period. Tenant may not elect to accelerate more than one (1) month of such Base Rent Abatement at any particular time. Notwithstanding the foregoing, as long as the Abatement Condition is satisfied, if Tenant fails to deliver notice to Landlord exercising the Tenant Base Rent Abatement Acceleration Election for a particular month of the Lease Term, then Tenant shall be deemed to have elected to exercise the Tenant Base Rent Abatement Acceleration Election for such month without the requirement of providing notice to Landlord. Notwithstanding the different monetary amount of one (1) full calendar month at the end of the Lease Term from the monetary amount of one (1) full calendar month at the beginning of the Lease Term, the value of any full month of Base Rent Abatement, whether accelerated by Landlord or by Tenant, shall be equal to one (1) full month of Base Rent at the time it is applied. In connection with any sale, financing or refinancing of the Building or Project, Landlord shall have the right to buy out up to four (4) months of the Base Rent Abatement at any time prior to the expiration of the Base Rent Abatement Period by (1) providing written notice thereof to Tenant and (2) paying to Tenant the amount of Base Rent Abatement then remaining due (not to exceed four (4) months) discounted to present value at a per annum rate equal to the Default Rate (as that term is defined in Article 25 below). If Landlord elects to buy out all or a portion of the Base Rent Abatement, Landlord and Tenant shall, at Landlord's option, enter into an amendment to the Lease. In no event shall Landlord be obligated to pay a commission with respect to the Base Rent Abatement and Tenant and Landlord shall each indemnify the other against all costs, expenses, attorneys' fees, and other liability for commissions or other compensation claimed with respect to the Base Rent Abatement by any broker or agent claiming the same by, through or under the indemnifying party.

Base Rent Abatement. The Provided Tenant is not then in Default under this First Amendment or the Lease, Landlord hereby grants Tenant an abatement (“Rental Abatement”) of the Base Rent payable for the Expansion Premises for a period of 2 full calendar months beginning on the Expansion Premises Rent Commencement Date and ending on February 28, 2015. Thereafter, Tenant shall pay the full amount of Base Rent due in accordance with the provisions of this First Amendment and the Lease. The Rental Abatement set forth in Section 7.5 is conditioned on Tenant’s full and faithful performance of all of the terms, covenants, and conditions of the Lease shall not apply to be performed and observed by Tenant during the Extension Term. Provided that On the occurrence of a Default by Tenant is not and in monetary default (without reference addition to any notice or cure periods) or material non-monetary default (beyond applicable notice other rights and cure periods) remedies available to Landlord under the Lease, the Rental Abatement shall automatically be deemed deleted from this First Amendment and the Lease and of no future force or effect, and the Rental Abatement so given by Landlord agrees shall be prorated with that portion of the Rental Abatement applicable to xxxxx Tenant’s obligation the remaining Term being immediately due and payable by Tenant to pay Landlord, and recoverable by Landlord as Additional Rent due under the Lease, on the termination of the Lease. The acceptance by Landlord of Rent or the cure of the Default that initiated the operation of this paragraph shall not be deemed a waiver by Landlord of the provisions of this paragraph unless specifically so stated in writing by Landlord at the time of such acceptance. Notwithstanding anything to the contrary in this First Amendment or the Lease, the adjustment in the Base Rent for the Expansion Premises shall be based on the full and unabated amount of Base Rent payable with respect to the Expansion Premises for the first two (2) months of year after the Extension Term (the “Extension Term Base Expansion Premises Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred to herein as the “Extension Term Base Rent Abatement PeriodCommencement Date.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this Amendment, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the Lease. If Tenant shall be in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for the Extension Term Base Rent Abatement Period shall automatically terminate and Tenant shall immediately be obligated to begin paying Base Rent for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Period.

Base Rent Abatement. The Provided that no Event of Default is then occurring and continuing, subject to the terms of this Section 3.2 below, during the six (6) month period commencing on the first (1st) day of the first (1st) full calendar month of the Lease Term and ending on the last day of the sixth (6th) full calendar month of the Lease Term (the "110 Building Base Rent Abatement set forth Period"), Tenant shall not be obligated to pay any Base Rent otherwise attributable to the portion of the Premises consisting of 87,608 rentable square feet of space in Section 7.5 the 110 Building, and during the twelve (12) month period commencing on the first (1st) day of the first (1st) full calendar month of the Lease Term and ending on the last day of the twelfth (12th) full calendar month of the Lease Term (the "130 Building Base Rent Abatement Period"), Tenant shall not apply be obligated to pay any Base Rent otherwise attributable to the Extension Termportion of the Premises consisting of 22,954 rentable square feet of space in the 130 Building (collectively, the "Base Rent Abatement"). Provided Landlord and Tenant acknowledge that the aggregate amount of the Base Rent Abatement equals $2,002,740.00. Tenant is not in monetary default (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice acknowledges and cure periods) under the Leaseagrees that during such Base Rent Abatement Period, Landlord agrees to xxxxx Tenant’s obligation to pay such abatement of Base Rent for the Premises for shall have no effect on the first two (2) months calculation of any future increases in Base Rent or Direct Expenses payable by Tenant pursuant to the Extension Term (the “Extension Term terms of this Lease, which increases shall be calculated without regard to such Base Rent Abatement”). The period of time in which Additionally, Tenant is entitled to any Extension Term Base Rent Abatement shall be referred obligated to herein pay all "Additional Rent" (as that term is defined in Section 4.1 of this Lease) during the “Extension Term Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment of the Property Management Fee (which shall be calculated except as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per monthotherwise set forth in Section 4.1 below), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the Premises. Tenant acknowledges and agrees that the foregoing Extension Term Base Rent Abatement has been granted to Tenant as additional consideration for entering into this AmendmentLease, and for agreeing to pay the Base Rent and perform the terms and conditions otherwise required under the this Lease. The abatement of Base Rent provided for herein is conditioned upon Tenant's full and timely performance of all of its obligations under this Lease. If Tenant at any time following the date hereof this Lease is terminated for any reason other than a default by Landlord or an event of Casualty or condemnation, then the dollar amount of the unapplied portion of abatement of Base Rent provided for herein as of the date of such termination shall be in monetary default (without reference converted to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under a credit to be applied to the Lease, then Tenant’s right to receive the Extension Term Base Rent Abatement for applicable at the Extension Term Base Rent Abatement Period shall automatically terminate end of the Lease Term, and Tenant shall immediately be obligated to begin paying Base Rent Rent, in addition to all other amounts due to Landlord under the Lease, for the Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Period.

Base Rent Abatement. Provided that no Event of Default is then occurring, then (i) during the first seven (7) full calendar months of the 6290 Initial Premises Term, Tenant shall not be obligated to pay any Base Rent otherwise attributable to the 6290 Initial Premises, and (ii) during the period commencing December 1, 2016 and continuing through and including March 31, 2017, Tenant shall not be obligated to pay any Base Rent otherwise attributable to the Existing Premises. The Base Rent Abatement set forth in Section 7.5 of the Lease shall not apply which is so abated pursuant to the Extension Term. Provided that Tenant is not in monetary default immediately preceding sentence may be referred to herein as the (without reference to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) under the Lease, Landlord agrees to xxxxx Tenant’s obligation to pay Base Rent for the Premises for the first two (2) months of the Extension Term (the “Extension Term Base Rent Abatement”). The period of time in which Tenant is entitled to any Extension Term Base Rent Abatement shall be referred not apply to herein as the “Extension Term any Additional Monthly Base Rent Abatement Period.” During the Extension Term Base Rent Abatement Period, Tenant will remain responsible for the payment payable pursuant to Section 2.1.2 of the Property Management Fee (which shall be calculated as if there were no Extension Term Base Rent Abatement and Tenant were paying Base Rent of $44,484.00 per month), utilities, Tenant’s Adjusted Share of Operating Expenses and all Additional Rent attributable to the PremisesWork Letter Agreement. Tenant acknowledges and agrees that notwithstanding such Base Rent Abatement, such abatement of Base Rent shall have no effect on the foregoing Extension Term calculation of any future payments of Base Rent, Operating Expenses or Tax Expenses payable by Tenant pursuant to the terms of the Lease (as hereby amended), which payments shall be calculated without regard to such abatement of Base Rent or corresponding abatement periods. Such Base Rent Abatement has been granted to Tenant as additional consideration for entering into this Second Amendment, and for agreeing to pay the Base Rent “rent” and perform performing the terms and conditions otherwise required under the Lease, as amended. If Tenant shall be Notwithstanding anything to the contrary set forth in monetary default (without reference this Section 4.3, to the extent an Event of Default is then occurring, then Landlord may at its option, by notice to Tenant, elect, in addition to any notice or cure periods) or material non-monetary default (beyond applicable notice and cure periods) other remedies Landlord may have under the Lease, then Tenant’s right one or both of the following remedies: (i) that Tenant shall immediately become obligated to receive pay to Landlord all Base Rent SEQUENCE TECHNOLOGY CENTER [Expansion and Extension Amendment] [DexCom, Inc.] abated hereunder, with interest as provided pursuant to the Extension Term Lease from the date such Base Rent would have otherwise been due but for the abatement provided herein, or (ii) that the dollar amount of the unapplied portion of the Base Rent Abatement for as of such Event of Default shall be converted to a credit to be applied to the Extension Term Base Rent Abatement Period shall automatically terminate applicable to the Premises at the end of the New Expansion Term and Tenant shall immediately be obligated to begin paying Base Rent for the entire Premises in full. The Extension Term Base Rent Abatement shall be personal to the original Tenant and any Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer and shall only apply to the extent that the original Tenant or a Tenant’s Affiliate that assumes the original Tenant’s interest in the Lease pursuant to an Exempt Transfer (and not any assignee, or any sublessee or other transferee of the original Tenant’s interest in this Lease pursuant to a Transfer that is not an Exempt Transfer) is the Tenant under this Lease during the Extension Term Base Rent Abatement Period.