Common use of Determination of Base Rent Clause in Contracts

Determination of Base Rent. The Base Rent for each Option shall be 95% of the fair market value rent determined as follows: (i) Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which to agree on the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% of the fair market rental value of the Premises as of the Extension Notice as determined in accordance with subsection (iii) hereof. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Notice, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for comparable buildings located in the vicinity of the Project. (iii) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii) above, Landlord and Tenant shall each appoint one licensed real estate appraiser, and the two appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of the Premises. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiser, who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicable.

Determination of Base Rent. The Base Rent for each the Option Period shall be 95% of the fair market value rent determined as follows: (ia) Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which to agree on the amount which is equal to the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (iib) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating the Base Rent. (iib) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% of equal to the fair market rental value of the Premises as of the Extension Notice commencement date of the Option Period as determined in accordance with subsection (iiic) hereof. hereof As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for comparable buildings located in the vicinity of ‘the Project. (iiic) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (iib) above, Landlord and Tenant shall each each, at their cost, appoint one licensed real estate appraiser, and the two appraisers so appointed shall jointly attempt to determine and agree upon the amount which is the then fair market rental value of the Premises. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiserappraiser (the cost of which shall be shared equally by the Landlord and Tenant), who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible Base Rent for the cost of Premises during the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicableOption Period.

Determination of Base Rent. The Base Rent for each the Option Period shall be 95% of the fair market value rent determined as follows: (ia) Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which to agree on the amount which is equal to the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (iib) below. If they agree on the Base Rent within thirty (30) days, they will wi1l amend this Lease by stating the Base Rent. (iib) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% of equal to the fair market rental value of the Premises as of the Extension Notice commencement date of the Option Period as determined in accordance with subsection (iiic) hereof. hereof As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for comparable buildings located in the vicinity of the Project. (iiic) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii) b above, Landlord and Tenant shall each each, at their cost, appoint one licensed real estate appraiser, and the two appraisers so appointed shall jointly attempt to determine and agree upon the amount which is the then fair market rental value of the Premises. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently concurrenty with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiserappraiser (the cost of which shall be shared equally by the Landlord and Tenant), who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. .The value determined by the third appraiser shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible Base Rent for the cost of Premises during the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicableOption Period.

Determination of Base Rent. The In the event Tenant exercises its option to extend but objects to Landlord's determination of the Base Rent for each Option shall be 95% concurrently with its exercise of the fair market value rent determined as follows: option to extend (i) in the case where Landlord's determination of Base Rent is based on Fair Market Rent), Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which shall attempt to agree on the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating good faith upon the Base Rent. (ii) . If Landlord and Tenant are unable fail to agree on reach agreement within twenty (20) days following Tenant's delivery of the Option Notice (the "Outside Agreement Date"), then each party shall make a separate determination of the Base Rent for Rent, within five (5) business days after the Option Period within thirty (30) daysOutside Agreement Date, the Base Rent for the Option Period will concurrently exchange such determinations and such determinations shall be 95% of the fair market rental value of the Premises as of the Extension Notice as determined submitted to arbitration in accordance with subsection Sections 4.4(a) through (iiig) hereof. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Notice, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for comparable buildings located in the vicinity of the Projectbelow. (iiia) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii) above, Landlord and Tenant shall each appoint one licensed arbitrator who shall by profession be a real estate appraiserbroker who shall have been active over the five (5) year period ending on the date of such appointment in the leasing of office space in Comparable Buildings. The determination of the arbitrators shall be limited solely to the issue of whether Landlord's or Tenant's submitted Base Rent is the closest to the actual Fair Market Rent, and as determined by the arbitrators, taking into account the requirements of Section 4 of this Lease. Each such arbitrator shall be appointed within fifteen (15) business days after the applicable Outside Agreement Date. (b) The two appraisers (2) arbitrators so appointed shall jointly attempt to determine and within five (5) days of the date of the appointment of the last appointed arbitrator agree upon and appoint a third arbitrator who shall be qualified under the same criteria set forth hereinabove for qualification of the initial two (2) arbitrators. (c) The three (3) arbitrators shall within five (5) days of the appointment of the third arbitrator reach a decision as to whether the parties shall use Landlord's or Tenant's submitted Base Rent and shall notify Landlord and Tenant thereof. (d) The decision of the majority of the three (3) arbitrators shall be binding upon Landlord and Tenant. (e) If either Landlord or Tenant fails to appoint an arbitrator within fifteen (15) business days after the applicable Outside Agreement Date, the arbitrator appointed by one of them shall reach a decision, notify Landlord and Tenant thereof, and such arbitrator's decision shall be binding upon Landlord and Tenant. (f) If the two (2) arbitrators fail to agree upon and appoint a third arbitrator, or both parties fail to appoint an arbitrator, then the appointment of the third arbitrator or any arbitrator shall be dismissed and the Base Rent to be decided shall be forthwith submitted to arbitration under the provisions of the American Arbitration Association, but subject to the instruction set forth in this Section 4. (g) The cost of arbitration shall be paid by Landlord and Tenant equally. (h) In the event that the new Base Rent is not established prior to end of the then current Term of this Lease, the Base Rent immediately payable at the commencement of such Option Term shall be the Base Rent payable in the immediately preceding month. Notwithstanding the above, once the fair market rental value of is determined in accordance with this Section 4.4, the Premises. If they are unable to agree, then each appraiser so appointed parties shall set one value, and notify settle any underpayment or overpayment on the other appraiser, of the value set by him or her, concurrently with next Base Rent payment date falling not less than thirty (30) days after such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiser, who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicabledetermination.

Determination of Base Rent. The Base Rent for each Option shall be 95% of the fair market value rent determined as follows: (i) Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which to agree on the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% of the fair market rental value of the Premises as of the Extension Notice as determined in accordance with subsection (iii) hereof. As used in this Lease, the “fair market rental value of the Premises” means Applicable Market Rate”) shall: (A) be what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the rent structure and applicable base year as well as the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent during the twelve (12) month period prior to the commencement of the Option Period for comparable buildings located in the vicinity Northwest submarket of the ProjectTampa, Florida commercial office market. The Applicable Market Rate shall be determined as follows: (i) Landlord will tender notice to Tenant within twenty (20) days of its receipt of Tenant’s Extension Notice of its proposed Based Rent for the Option Period, based on the Applicable Market Rate, and Landlord and Tenant shall have twenty (20) days following the date of Landlord’s notice within which to agree on the Base Rent proposed by Landlord or to otherwise agree upon the Applicable Market Rate for the Premises as of the commencement date of the Option Period, as defined in subparagraph (ii) below. If they agree on the Base Rent within twenty (20) days, they will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within twenty (20) days of delivery of Landlord’s notice, then the binding appraisal process set forth in subparagraph (iii) herein below shall be commenced. (iii) Within thirty ten (3010) business days after the expiration of the thirty twenty (3020) day period set forth in subparagraph (ii) above, Landlord and Tenant shall each appoint one licensed real estate appraiser, and the two appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of Applicable Market Rate for the Premises. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiser, who shall make a determination of the then fair market rental valueApplicable Market Rate for the Premises, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value Applicable Market Rate for the Premises, as determined by the third appraiser shall be the then fair market rental value of the Premises. , and Landlord and Tenant shall be responsible for bound to such determination. In the cost event Tenant shall exercise the Option (whether the Base Rent is established by agreement between Landlord or Tenant or through the use of the appraiser each appoints and shall share equally binding appraisal process described hereinabove), this Lease will terminate in its entirety at the cost end of the third appraiserOption Periods provided by this Lease, if applicableand Tenant will have no further Options to renew or extend the Term of this Lease.

Determination of Base Rent. The Base Rent for each the Option Period, shall be 95% of the fair market value rent determined as follows: (i) Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which to agree on the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent such value within thirty (30) days, they such value shall be the Base Rent for the Option Period, and the parties will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% the greater of the (i) the-fair market rental value of the Premises as of the Extension Notice commencement date of the Option Period as determined in accordance with subsection (iii) hereof, and (ii) the highest Base Rent set forth in the Basic Lease Information. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under 50 no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design design, location and location amenities of the PremisesPremises and the Project, and the rent for comparable buildings located in the vicinity of the ProjectProject (including rent abatements and other concessions); provided, however, that neither the initial Tenant Improvements to the Premises, nor any Alterations installed in the Premises by or for Tenant, shall be taken into consideration. (iii) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii) above, Landlord and Tenant shall each appoint one licensed real estate appraiserappraiser or real estate broker (such broker to have no less than ten (10) years of relevant experience relating to the rental of space comparable to the Premises in the applicable submarket in which the Project is located) (collectively, the “Appraisers”) (Landlord and Tenant to each pay the cost of their own Appraiser), and the two appraisers Appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of the Premises. If they are unable to agree, then each appraiser Appraiser so appointed shall set one value, and notify the other appraiserAppraiser, of the value set by him or her, concurrently with such appraiserAppraiser’s receipt of the value set by the other appraiserAppraiser. The two appraisers Appraisers then shall, together, select a third licensed appraiserappraiser or broker (such broker to have no less than ten (10) years of relevant experience relating to the rental of space comparable to the Premises in the applicable submarket in which the Project is located) (the cost of such third appraiser or broker shall be shared equally by Landlord and Tenant), who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers Appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser or broker shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicable.

Determination of Base Rent. The Base Rent for each the Option Period shall be 95% of the fair market value rent determined as follows: (i) Landlord and Tenant will have thirty (30) days after Landlord landlord receives the Extension Notice within which to agree on the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% the greater of the (i) the-fair market rental value of the Premises as of the Extension Notice commencement date of the Option Period as determined in accordance with subsection (iii) hereof, and (ii) the last Base Rent set forth in the Basic Lease Information. As used in this Lease, the “"fair market rental value of the Premises” " means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design design, location and location amenities of the PremisesPremises and the Project, and the rent for comparable premises and buildings located in the vicinity of the Project which have comparable permitted uses as those permitted under this Lease and which are comparable in quality, size, design, location and amenities to the Premises and the Project. (iii) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii) above, Landlord and Tenant shall each appoint one licensed real estate appraiserappraiser or real estate broker (such broker to have no less than ten (10) years of relevant experience relating to the rental of space comparable to the Premises in the applicable submarket in which the Project is located) (collectively, the "APPRAISERS") (Landlord and Tenant to each pay the cost of their own Appraiser), and the two appraisers Appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of the Premises. If they are unable to agree, then each appraiser Appraiser so appointed shall set one value, and notify the other appraiserAppraiser, of the value set by him or her, concurrently with such appraiser’s Appraiser's receipt of the value set by the other appraiserAppraiser. The two appraisers Appraisers then shall, together, select a third licensed appraiserappraiser or broker (such broker to have no less than ten (10) years of relevant experience relating to the rental of space comparable to the Premises in the applicable submarket in which the Project is located) (the cost of such third appraiser or broker shall be shared equally by Landlord and Tenant), who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers Appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser or broker shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicable.

Determination of Base Rent. The Within thirty (30) days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for each the Premises for the Renewal Term. Tenant, within thirty (30) days after the date on which Landlord advises Tenant of the Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its option, or (ii) if Tenant disagrees with Xxxxxxxx’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such thirty (30) day period, Tenant’s Renewal Option shall be 95% null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market Base Rent rate during the Renewal Term. Upon written agreement by both parties, Landlord and Xxxxxx shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rent rate for the Premises within thirty (30) days after the date on which Tenant provides Landlord with a Rejection Notice, then Tenant’s Initial Renewal Notice and Tenant’s exercise of the fair market value rent Renewal Option shall be null and void and of no further force or effect, unless Tenant, on or before the thirty-fifth (35th) day following Tenant’s delivery of the Rejection Notice, elects to submit the matter to arbitration by delivery of written notice of such election to Landlord (in which event such notice will be deemed a Binding Notice, and Tenant will have irrevocably committed to lease the Premises during the Renewal Term at the rental rate(s) determined pursuant to such arbitration). If the matter is submitted to arbitration, the Prevailing Market Base Rent rate payable as of commencement of the Renewal Term shall be determined (and when determined, shall be binding upon the parties) as follows: (i) Landlord and Tenant will have thirty Within ten (3010) days after the thirty-fifth (35th) day described above, Tenant, at its sole expense, shall obtain and deliver in writing to Landlord receives the Extension Notice within which to agree on the fair market rental value a determination of the Prevailing Market Base Rent rate for the Premises as for a term equal to the Renewal Term, from a real estate broker (“Tenant’s Broker”) licensed in the State of California and engaged in the commencement date leasing of commercial real estate in the Option PeriodSan Francisco, as defined California vicinity for at least the immediately preceding five (5) years; such determination shall be stated in subsection a single “per square foot per annum (ii) belowor month)” figure, for ease of comparison. If they agree on Landlord accepts such determination, the Prevailing Market Base Rent within thirty (30) daysrate payable by Tenant during the Renewal Term shall be equal to the amount determined by Xxxxxx’s Broker. If Tenant fails to timely deliver such determination, they will amend this Lease the Prevailing Market Base Rent rate as quoted by stating the Base RentLandlord shall control. (ii) If Landlord does not accept such determination, within fifteen (15) days after receipt of the determination of Xxxxxx’s Broker, Landlord shall designate a similarly qualified broker (“Landlord’s Broker”). If the two Brokers are appointed by the parties as set forth above, such Brokers shall promptly meet and Tenant attempt to agree upon the applicable Prevailing Market Base Rent rate. If such Brokers are unable to agree on within fifteen (15) days following the appointment of Xxxxxxxx’s Broker, the Brokers shall select a third broker meeting the qualifications set forth above within ten (10) days after the last date the two Brokers are given to agree upon the applicable Prevailing Market Base Rent rate. The Third Broker shall be a person who has not previously acted and is not currently acting in any capacity for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% of the fair market rental value of the Premises as of the Extension Notice as determined in accordance with subsection (iii) hereof. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Notice, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for comparable buildings located in the vicinity of the Projecteither party. (iii) Within thirty The Third Broker shall conduct its own independent investigation of the applicable Prevailing Market Base Rent rate, and shall be instructed not to advise either party of its determination, except as follows: when the Third Broker has made its determination (30which shall be completed within fifteen (15) days after the appointment of the Third Broker), it shall advise Landlord and Tenant and establish a date, at least five (5) days after the giving of notice by such Third Broker to Landlord and Tenant, on which it will disclose its determination. Such meeting shall take place in Xxxxxxxx’s office unless otherwise mutually agreed by the parties. After having initialed the paper on which its determination is set forth, the Third Broker shall place its determination in a sealed envelope. Landlord’s Broker and Xxxxxx’s Broker shall each set forth their determination (each stated in a single “per rentable square foot per annum (or month)” figure) on a separate piece of paper, initial the same, and place them in sealed envelopes. Each of the three envelopes shall be marked with the name of the party whose determination is inside the envelope. In the presence of the Third Broker, the determination of the Prevailing Market Base Rent rate by Landlord’s Broker and Xxxxxx’s Broker shall be opened and examined. If the higher of the two determinations submitted by Xxxxxxxx’s Broker and Xxxxxx’s Broker is one hundred and five percent (105%) or less of the amount set forth in the lower determination, the average of the two determinations shall be the Prevailing Market Base Rent rate, the envelope containing the determination by the Third Broker shall be destroyed and the Third Broker shall be instructed not to disclose its determination. If either party’s envelope is blank, or does not set forth a determination, the determination of the other party shall prevail and be treated as the Prevailing Market Base Rent rate. If the higher of the two determinations is more than one hundred and five percent (105%) of the amount of the other determination, the envelope containing the Third Broker’s determination shall be opened, the Prevailing Market Base Rent rate shall, in such event, be the rent proposed by either Landlord’s Broker or Tenant’s Broker which is closest to the determination of Prevailing Market Base Rent rate by the Third Broker; if the two are equidistant, the Prevailing Market Base Rent rate shall be equal to the Third Broker’s determination. (iv) Landlord shall pay the costs and fees of Landlord’s Broker in connection with any determination hereunder, and Tenant shall pay the costs and fees of Xxxxxx’s Broker in connection with such determination. The costs and fees of any Third Broker shall be paid one-half by Landlord and one-half by Tenant. Tenant expressly acknowledges that any costs, fees and commissions arising in favor of any broker or other party hired by Xxxxxx to represent Tenant in the negotiation of the extension of the term of this Lease shall be borne solely by Xxxxxx. (v) If the amount of the Prevailing Market Base Rent rate is not known as of the commencement of the Renewal Term, then Tenant shall continue to pay the then current Base Rent rate in effect immediately prior to the expiration of the thirty (30) day period set forth in subparagraph (ii) aboveinitial Term until the amount of the Prevailing Market Base Rent rate are determined. When such determination is made, Landlord and Tenant shall each appoint one licensed real estate appraiser, pay Landlord any deficiency to Landlord upon demand or Landlord will credit any overpayment against Base Rent next due and the two appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of the Premises. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiser, who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicablepayable under this Lease.

Determination of Base Rent. The Base Rent for each the Option shall be 95% of the fair market value rent determined as follows: (i) Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which to agree on the fair market rental value of the Premises in the Bethesda, Maryland submarket as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% of the the-fair market rental value of the Premises as of the Extension Notice commencement date of the Option Period as determined in accordance with subsection (iii) hereof. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) ), which shall include concessions, for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for comparable buildings located in the vicinity of the Project. (iii) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii) above, Landlord and Tenant shall each appoint one licensed real estate appraiser, and the two appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of the Premises. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiser, who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible each pay for the cost of the appraiser each appoints their own respective appraiser, and they shall share divide equally in the cost of the third appraiser, if applicable.

Determination of Base Rent. The Base Rent for each the Option shall be 95% of the fair market value rent determined as follows: (i) Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which to agree on the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% the greater of the (i) the-fair market rental value of the Premises as of the Extension Notice commencement date of the Option Period as determined in accordance with subsection (iii) hereof, and (ii) the last Base Rent set forth in the 44 Basic Lease Information (i.e., $142,989 per annum). As used in this Lease, the “"fair market rental value of the Premises” " means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design design, location and location amenities of the PremisesPremises and the Project, and the rent for comparable buildings located in the vicinity of the Project. (iii) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii) above, Landlord and Tenant shall each appoint one licensed real estate appraiserappraiser or real estate broker (such broker to have no less than ten (10) years of relevant experience relating to the rental of space comparable to the Premises in the applicable submarket in which the Project is located) (collectively, the "Appraisers") (Landlord and Tenant to each pay the cost of their own Appraiser), and the two appraisers Appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of the Premises. If they are unable to agree, then each appraiser Appraiser so appointed shall set one value, and notify the other appraiserAppraiser, of the value set by him or her, concurrently with such appraiser’s Appraiser's receipt of the value set by the other appraiserAppraiser. The two appraisers Appraisers then shall, together, select a third licensed appraiserappraiser or broker (such broker to have no less than ten (10) years of relevant experience relating to the rental of space comparable to the Premises in the applicable submarket in which the Project is located) (the cost of such third appraiser or broker shall be shared equally by Landlord and Tenant), who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers Appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser or broker shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible LANDLORD TENANT FORGE PARK INVESTORS LLC, SONTRA MEDICAL CORPORATION, a Delaware limited liability a Minnesota corporation company By: UBS Realty Investors, LLC By: /s/ Xxxx Xxxxx Its: Investment Advisor ------------------------------ Print Name: Xxxx Xxxxx ---------------------- Its: Chief Financial Officer ----------------------------- By: /s/ Xxxx Xxxxxxx ---------------------------- Its: Executive Director ---------------------------- By: ------------------------------ Print Name: ------------------------------ Its: ----------------------------- EXHIBIT A [GRAPHIC APPEARS HERE] EXHIBIT B FORGE PARK COVENANTS AND RESTRICTIONS The Premises are subject to the following restrictions hereby imposed for the cost exclusive benefit of the appraiser each appoints Landlord (referred to herein as "Grantors") and shall share equally in the cost owners of the third appraiserbenefited land hereinafter described and of such of those successors in title to any portions of the benefited land, if applicable.any, to whom the right to enforce these restrictions may hereafter be expressly granted of record:

Determination of Base Rent. The Base Rent for each Option shall be 95% of the fair market value rent determined as follows:and Parking Charges . (ia) Landlord and Tenant will have Without limiting any provision of Section 3.2.2 above, within thirty (30) days after following Txxxxx’s written request, which may be given no earlier than seventeen (17) months and no later than thirteen (13) months prior to the then-scheduled Expiration Date, Landlord receives the Extension Notice within which to agree on the fair market rental value shall provide Tenant in writing with a good faith written proposal of the Fair Market Rent for the Renewal Premises as and the Parking Spaces for the applicable Extension Term (“Landlord’s Initial Proposal”). Provided that Tenant subsequently gives valid notice of exercise of the commencement date applicable Extension Option, Landlord agrees that Landlord’s Market Rent Proposal given pursuant to Section 3.2.5(b) below shall not be higher than Landlord’s Initial Proposal. Tenant acknowledges that Landlord’s Determination of the Option PeriodFair Market Rent for the applicable Extension Term pursuant to Section 3.2.6(a), as defined in subsection (ii) below. If they agree on the Base , may be higher or lower than Landlord’s Initial Proposal and/or Landlord’s Market Rent within thirty (30) days, they will amend this Lease by stating the Base RentProposal. (iib) Not later than six (6) months prior to the commencement of the applicable Extension Term, provided Tenant has given valid notice of exercise of the Extension Option, Landlord shall deliver to Tenant a good faith written proposal of the Fair Market Rent for the Renewal Premises and for the Parking Spaces for the applicable Extension Term (“Landlord’s Market Rent Proposal”), provided that in no event shall Landlord’s Market Rent Proposal be higher than Landlord’s Initial Proposal given pursuant to Section 3.2.5(a) above. Within sixty (60) days after receipt of Landlord’s Market Rent Proposal, Tenant shall notify Landlord in writing that Tenant accepts Landlord’s Market Rent Proposal or disputes Landlord’s Market Rent Proposal. If Tenant does not give Landlord a timely notice in response to Landlord’s proposal, Landlord’s Market Rent Proposal shall be deemed accepted by Tenant and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% of the fair market rental value of the Premises as of the applicable Extension Notice as determined in accordance with subsection (iii) hereof. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Notice, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for comparable buildings located in the vicinity of the Project. (iii) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii) above, Landlord and Tenant shall each appoint one licensed real estate appraiser, and the two appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of the Premises. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiser, who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser Term shall be the then fair market rental value equal to ninety-five percent (95%) of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicableLandlord’s Market Rent Proposal.

Determination of Base Rent. The Base Rent for each the Option Period shall be 95% of the fair market value rent determined as follows: (i1) Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which to agree on the fair market rental value (as defined in subsection (2) below) of the Premises as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating the Base Rent. (ii2) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within such thirty (30) days, the Base Rent for the Option Period will be 95% the greater of the (i) the-fair market rental value of the Premises as of the Extension Notice commencement date of the Option Period as determined in accordance with subsection (iii3) hereof, and (ii) the Base Rent payable under this Lease immediately prior to such Option Period. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for comparable buildings located in the vicinity of the ProjectBuilding. (iii3) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii1) above, Landlord and Tenant shall each appoint one licensed real estate appraiserappraiser with at least ten (10) years experience with similar properties located in the Building’s submarket, and the two appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of the Premises. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiserappraiser with at least ten (10) years experience with similar properties located in the area of the Building, who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser shall be deemed the then fair market rental value of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicable. Date: Loan Application No. Massachusetts Mutual Life Insurance Company 0000 Xxxx Xxxxxx Xxxxx 0000 Xxxxxxxxxxx, Xxxxxxxxxxxxx, 00000 Attention: Mortgage Loan Administration Real Estate Finance Group Re: (Property name and location) To Massachusetts Mutual Life Insurance Company: The undersigned, , (“Tenant”) understands that Massachusetts Mutual Life Insurance Company (“MassMutual”) has made or will be making a mortgage loan (the “Loan”) on the Property described below. In connection with the Loan, MassMutual will be receiving an assignment of all leases with respect to the Property, including Tenant’s lease, and will be acting in reliance upon this letter. By signing below, Tenant certifies to and agrees with MassMutual as follows: 1. Tenant leases a portion of the [office building/shopping center/warehouse/other property type] located at [street address, city and state] and known generally as [suite number, floor number] (the “Property”). 2. The lease between Tenant and (“Landlord”) regarding Tenant’s premises (the “Premises”) is dated and is unamended except as follows: [dates of lease amendments]. The lease together with the amendments is referred to herein as the “Lease,” and is the complete statement of Landlord and Tenant regarding the Premises. 3. The Lease provides: A. Current monthly Fixed or Base rent: ; i. Base Year ; ii. Expense Stop Amount ; B. Percentage rent: ; C. Additional Rent: (i) Operating Expenses: ; (ii) Real Property Taxes: ; (iii) Other (list all): ; D. Rent Commencement Date: ; E. Termination Date (exclusive of renewal periods): ; F. Renewal or Extension Periods: ; G. Security Deposit: ; H. Number of Allocated Parking Spaces: ; I. Parking Fees or Rent Due: ; J. Option to Purchase Property: None 4. Tenant has accepted and is now in sole possession of the Premises. Any construction, build out, improvements, alterations or additions to the Premises or the Property required under the Lease have been completed in accordance with the Lease and Landlord has paid to Tenant all tenant improvement allowances and has paid all other tenant inducements other than as follows: . 5. Tenant has not subleased any part of the Premises or assigned the Lease. 6. As of this date, the Lease is in full force and effect and there is no violation of or default under the Lease on the part of Landlord or Tenant. There is no present offset of rent and Tenant has no knowledge of any circumstances which would give rise to any credit or set-off against the obligation for present or future rentals under the Lease. All free rent, if any, provided for in the Lease has been used and Tenant is not entitled to any free rent in the future. 7. As of the date hereof, there are no actions whether voluntary or otherwise, pending against Tenant under the bankruptcy or insolvency laws of the United States or any state thereof. 8. Tenant has no right to terminate the Lease except to the extent contained in the Lease, in connection with a casualty or condemnation and except, to the extent permitted by applicable law, in connection with an actual or constructive eviction of Tenant.

Determination of Base Rent. (i) The Base Rent for each the first year of the applicable Option Period shall be ninety-five percent (95% %) of the greater of (i) the Base Rent being paid by Tenant at the end of the then existing expiring term of this Lease; or (ii) the fair market value rent of the Premises as of the commencement date of the applicable Option Period, as determined in subsection (ii) and (iii) below. The Lease will be amended to state the Base Rent, as follows:determined in this Paragraph 51. (iii) Landlord and Tenant will have thirty twenty-one (3021) days after Landlord receives the Extension Notice within which to agree on the fair market rental value of the Premises (including annual increases, if any) as of the commencement date of the applicable Option Period, as defined in subsection (ii) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% of the fair market rental value of the Premises as of the Extension Notice as determined in accordance with subsection (iii) hereof. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for comparable buildings located in the vicinity of the Project.Premises; and (iii) Within thirty (30) days after If Landlord and Tenant have not agreed on the expiration fair market value of the thirty Premises within the twenty-one (3021) day period set forth in subparagraph (ii) above, then within fifteen (15) days after the expiration of such twenty-one (21) day period, Landlord and Tenant shall exchange their written opinions of the fair market value, including annual increases, if any (each a “Party’s Opinion of FMV” and collectively the “Parties’ Opinions of FMV”) and shall each appoint one licensed real estate appraiserbroker with at least ten (10) years experience in the Mountain View, California office market, and the two appraisers brokers so appointed shall jointly attempt to determine and agree upon the then fair market rental value which of the Premisestwo Parties’ Opinions of FMV most closely approximates their own opinions, based on documented evidence of comparable transactions in comparable buildings in the City of Mountain View. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then broker shall, together, select a third licensed appraiserdisinterested real estate broker, who shall make a the determination of the then fair market rental value, after reviewing the Parties’ Opinions of FMV and the reports of the first two appraisers brokers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by jointly-selected broker shall choose between the third appraiser Parties’ Opinions of FMV, and the one chosen shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicable.

Determination of Base Rent. The Base Rent for each Option the extension period described in SECTION 2.3 above (the "Extension Period") shall be 95% of the fair market value rent determined as follows: (i) Landlord and Tenant will The parties shall have thirty fifteen (3015) business days after Landlord receives the Extension Notice within which to agree on the Base Rent for the Extension Period which shall be based upon 100% of the then fair market rental value of the Premises, as defined in subparagraph (iii) below. If the parties agree on the Base Rent for the Extension Period within fifteen (15) days, they shall immediately execute an amendment to this Lease stating the Base Rent for the Extension Period. (ii) If the parties are unable to agree on the Base Rent for the Extension Period within fifteen (15) days, then, the Base Rent for the Extension Period shall be 100% of the then current fair market rental value of the Premises as determined in accordance with subparagraph (iv) below. (iii) The "the fair market rental value of the Premises" shall be defined to mean the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent within thirty (30) days, they will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% of the fair market rental value of the Premises as of the Extension Notice as determined in accordance with subsection (iii) hereof. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Notice, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, the annual rent increase required under SECTION 2.3, and the rent for comparable buildings space located in Bellevue, Washington. In no event shall the vicinity fair market monthly value of the ProjectPremises for the Extension Period be less than the monthly Base Rent last payable under the Lease. (iiiiv) Within thirty seven (307) days after the expiration of the thirty fifteen (3015) day period set forth in subparagraph (ii) above, Landlord each party, at its cost and Tenant by giving notice to the other party, shall each appoint one licensed a real estate appraiser with at least five (5) years' full time commercial appraisal experience in the area in which the Premises are located to appraise and set the then fair market rental value of the Premises for the Extension Period. If a party does not appoint an appraiser within ten (10) days after the other party has given notice of the name of its appraiser, the single appraiser appointed shall be the sole appraiser and shall set the then fair market rental value of the Premises. If the two (2) appraisers so are appointed by the parties as stated in this paragraph, they shall jointly meet promptly and attempt to determine and agree upon set the then fair market rental value of the Premises. If they are unable to agreeagree within thirty (30) days after the second appraiser has been appointed, then each they shall attempt to elect a third appraiser so appointed meeting the qualifications stated in this paragraph within ten (10) days after the last day of the two (2) appraisers Within thirty (30) days after the selection of the third appraiser, a majority of the appraisers shall set one value, and notify the other appraiser, then fair market value of the value set by him or her, concurrently with such appraiser’s receipt Premises. If a majority of the value appraisers are unable to set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiser, who shall make a determination of the then fair market rental value, after reviewing the reports value of the first two appraisers appointed Premises within the stipulated period of time, the three (3) appraisals shall be added together and the total divided by three (3); the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser resulting quotient shall be the then fair market rental value of the Premises. Landlord and Tenant If, however, the low appraisal and/or the high appraisal are/is more than ten (10) percent lower and/or higher than the middle appraisal, the low appraisal and/or the high appraisal shall be responsible disregarded. If only one appraisal is disregarded, the remaining two (2) appraisals shall be added together and their total divided by two (2); the resulting quotient shall be the then fair market rental value of the Premises. If both the low appraisal and the high appraisal are disregarded as stated in this paragraph, the middle appraisal shall be the then fair market rental value of the Premises. After the then fair market rental value of the Premises has been set, the appraisers shall immediately notify the parties and the Base Rent for the cost of the appraiser each appoints and Extension Period shall share equally in the cost of the third appraiser, if applicablebe such amount.

Determination of Base Rent. The Base Rent for each the Option Period, shall be 95% of the fair market value rent determined as follows: (i) Landlord and Tenant will have thirty (30) days after Landlord receives the Extension Notice within which to agree on the fair market rental value of the Premises as of the commencement date of the Option Period, as defined in subsection (ii) below. If they agree on the Base Rent such value within thirty (30) days, they such value shall be the Base Rent for the Option Period, and the parties will amend this Lease by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty (30) days, the Base Rent for the Option Period will be 95% the greater of the (i) the-fair market rental value of the Premises as of the Extension Notice commencement date of the Option Period as determined in accordance with subsection (iii) hereof, and (ii) the highest Base Rent set forth in the Basic Lease Information. As used in this Lease, the “fair market rental value of the Premises” means what a landlord under no compulsion to lease the Premises, and a tenant under no compulsion to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Noticecommencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design design, location and location amenities of the PremisesPremises and the Project, and the rent for comparable buildings located in the vicinity of the ProjectProject (including rent abatements and other concessions); provided, however, that neither the initial Tenant Improvements to the Premises, nor any Alterations installed in the Premises by or for Tenant, shall be taken into consideration. (iii) Within thirty (30) days after the expiration of the thirty (30) day period set forth in subparagraph (ii) above, Landlord and Tenant shall each appoint one licensed real estate appraiserappraiser or real estate broker (such broker to have no less than ten (10) years of relevant experience relating to the rental of space comparable to the Premises in the applicable submarket in which the Project is located) (collectively, the “Appraisers”) (Landlord and Tenant to each pay the cost of their own Appraiser), and the two appraisers Appraisers so appointed shall jointly attempt to determine and agree upon the then fair market rental value of the Premises. If they are unable to agree, then each appraiser Appraiser so appointed shall set one value, and notify the other appraiserAppraiser, of the value set by him or her, concurrently with such appraiserAppraiser’s receipt of the value set by the other appraiserAppraiser. The two appraisers Appraisers then shall, together, select a third licensed appraiserappraiser or broker (such broker to have no less than ten (10) years of relevant experience relating to the rental of space comparable to the Premises in the applicable submarket in which the Project is located) (the cost of such third appraiser or broker shall be shared equally by Landlord and Tenant), who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers Appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser or broker shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicable.

Determination of Base Rent. (a) The Base Rent payable by Tenant for each Option the Premises during the first Additional Extension Term shall be ninety-five percent (95% %) of the fair market value rent determined "Market Rate" (as follows: (idefined below) Landlord and Tenant will have thirty (30) days after Landlord receives for the Extension Notice within which to agree on the fair market rental value of the Premises Premises, valued as of the commencement date of such Additional Extension Term, determined in the Option Period, as defined in subsection (ii) below. If they agree on manner hereinafter provided; and the Base Rent within thirty (30) days, they will amend this Lease payable by stating the Base Rent. (ii) If Landlord and Tenant are unable to agree on the Base Rent for the Option Period within thirty Premises during the second Additional Extension Term shall be one hundred percent (30100%) days, of the Base Rent Market Rate for the Option Period will be 95% of the fair market rental value of the Premises Premises, valued as of the commencement of such Additional Extension Notice as Term, determined in accordance with subsection (iii) hereofthe manner hereinafter provided. As used in this Leaseherein, the “fair market rental value of term "Market Rate" shall mean the Premises” means what annual base rent that a landlord under no compulsion to lease the Premiseswilling tenant would pay, and that a tenant under no compulsion willing landlord would accept, at arm's length, for space comparable to lease the Premises, would determine as Base Rent (including initial monthly rent and rental increases) for the Option Period, as of the Extension Notice, taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, and the rent for Premises at other comparable office/R&D buildings located in the vicinity of the Project. Building (iii"Comparable Buildings"), based upon binding lease transactions for tenants in the Comparable Buildings that, where possible, commence or are to commence within six (6) Within thirty months prior to or within six (306) days months after the expiration commencement of the thirty applicable Additional Extension Term (30"Comparison Leases"). Comparison Leases shall include renewal and new non-renewal tenancies, but shall exclude subleases and leases of space subject to another tenant's expansion rights and renewals if there was a base rent floor applicable to the determination of base rent. Rental rates payable under Comparison Leases shall be adjusted to account for variations between the Lease and the Comparison Leases with respect to: (1) day period set forth in subparagraph the length of the Additional Extension Term compared to the lease term of the Comparison Leases; (ii2) aboverental structure, Landlord and Tenant shall each appoint one licensed real estate appraiserincluding, without limitation, rental rates per rentable square foot (including type, gross or net, and if gross, adjusting for base year or expense stop), additional rental, escalation provisions, all other payments and escalations; (3) the two appraisers so appointed shall jointly attempt size of the Premises compared to determine the size of the premises of the Comparison Leases; (4) location, floor levels and agree upon efficiencies of the then fair market floor(s) for which the determination is being made; (5) free rent, moving expenses and other cash payments, allowances or other monetary concessions affecting the rental rate; (6) the age and quality of construction of the Building (including compliance with applicable codes on the applicable floors); and (7) leasehold improvements and/or allowances, including the amounts thereof in renewal leases, and taking into account, in the case of renewal leases (including the Lease), the value of existing leasehold improvements to the Premises. If they are unable to agree, then each appraiser so appointed shall set one value, and notify the other appraiser, of the value set by him or her, concurrently with such appraiser’s receipt of the value set by the other appraiser. The two appraisers then shall, together, select a third licensed appraiser, who shall make a determination of the then fair market rental value, after reviewing the reports of the first two appraisers appointed by the parties, and after doing such independent research as he/she deems appropriate. The value determined by the third appraiser shall be the then fair market rental value of the Premises. Landlord and Tenant shall be responsible for the cost of the appraiser each appoints and shall share equally in the cost of the third appraiser, if applicablerenewal tenant.