Common use of Extension Option Clause in Contracts

Extension Option. Subtenant shall have the right (the “Extension Right”) to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.

Extension Option. Subtenant shall have a. Provided no Event of Default exists and Tenant has not assigned this Lease or subleased the right entire Premises to an entity other than as permitted by Section 12.02 at the time of such election, Tenant may renew this Lease for one (the “Extension Right”1) to extend the Term of this Sublease for a single additional period of three five (35) months years (the “Sublease Extension Term”) on the same terms and conditions provided in this Lease (except as this Sublease (other than Base Rent) set forth below), by giving Sublandlord delivering written notice of the exercise thereof to Landlord not later than nine (9) months before the expiration of the Initial Term. On or before the commencement date of the extended Term in question, Landlord and Tenant shall execute an amendment to this Lease extending the Term on the same terms provided in this Lease, except as follows: 1. The Base Rent payable for each month during each such extended Term shall be the prevailing fair market rental rate for tenants in the Building, at the commencement of such extended Term, for space of equivalent quality, size, utility, improvements installed at Landlord’s expense only and location as the Premises, with the length of the extended Term and Tenant’s obligations to pay additional rent under the Lease and that there will be no free rent, tenant improvement allowance or other concession during the extension terms under this Lease to be taken into account (the “Market Rate”); 2. Tenant shall have no further renewal options unless expressly granted by Landlord in writing; and 3. Landlord shall lease to Tenant the Premises in their then-current condition, and Landlord shall not provide to Tenant any allowances (e.g., moving allowance, construction allowance, and the like) or other tenant inducements unless otherwise agreed by Landlord and Tenant. b. Tenant’s rights under this Exhibit G shall terminate if (1) this Lease or Tenant’s right to possession of the Premises is terminated; (2) Tenant assigns any of its election interest in this Lease or sublets all of the Premises to an entity other than as permitted by Section 12.02, or (3) Tenant fails to timely exercise its option under this Exhibit G, time being of the Extension Right essence with respect to Tenant’s exercise thereof. c. If it becomes necessary to determine the Market Rate by appraisal, real estate appraiser(s), all of whom shall be Members of the Appraisal Institute and who have at least eight five (8) months 5) years experience appraising research and development space located in the vicinity of the Premises shall be appointed and shall act in accordance with the following procedures: 1 If the parties are unable to agree on the Market Rate by the 90th day prior to the Expiration Date expiration of the initial Initial Term, either party may demand an appraisal by giving written notice to the other party, which noticedemand to be effective must state the name, once givenaddress and qualifications of an appraiser selected by the party demanding an appraisal (the “Notifying Party”). Within ten (10) days following the Notifying Party’s appraisal demand, the other party (the “Non-Notifying Party”) shall either approve the appraiser selected by the Notifying Party or select a second properly qualified appraiser by giving written notice of the name, address and qualification of such appraiser to the Notifying Party. If the Non-Notifying Party fails to select an appraiser within the ten (10) day period, the appraiser selected by the Notifying Party shall be irrevocabledeemed selected by both parties and no other appraiser shall be selected. If Subtenant timely elects two appraisers are selected, they shall select a third appropriately qualified appraiser. If the two appraisers fail to exercise such right to the Sublease Extension Termselect a third qualified appraiser, the Sublease Extension Term third appraiser shall commence be appointed by the then presiding judge of the county where the Premises are located upon application by either party. 2 If only one appraiser is selected, that appraiser shall notify the parties in simple letter form of its determination of the Market Rate within fifteen (15) days following his selection, which appraisal shall be conclusively determinative and binding on the day immediately parties as the appraised Market Rate. If multiple appraisers are selected, the appraisers shall meet not later than ten (10) days following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion selection of the Subleased Premises last appraiser. At such meeting the appraisers shall be payable at a rate equal attempt to 103% determine the Market Rate as of the rate in effect with respect to such portion commencement date of the Subleased Premised on extended term by the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may agreement of at least two (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 2) of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Subleaseappraisers. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease If two (2) or more times, whether or not the defaults are cured, during the last year of the appraisers agree on the Market Rate at the initial Term meeting, such agreement shall be determinative and binding upon the parties hereto and the agreeing appraisers shall, in simple letter form executed by the agreeing appraisers, forthwith notify both Landlord and Tenant of this Subleasethe amount set by such agreement. If multiple appraisers are selected and two (2) appraisers are unable to agree on the Market Rate, all appraisers shall submit to Landlord and Tenant an independent appraisal of the Market Rate in simple letter form within twenty (20) days following appointment of the final appraiser. The parties shall then determine the Market Rate by averaging the appraisals; provided that any high or (iii) if Subtenant is not in occupancy of at least eighty low appraisal, differing from the middle appraisal by more than ten percent (8010%) of the entire Subleased Premises both at middle appraisal, shall be disregarded in calculating the time average. 3 If only one appraiser is selected, then each party shall pay one-half of the exercise fees and expenses of that appraiser. If three appraisers are selected, each party shall bear the fees and expenses of the Extension Right appraiser it selects and at the time one-half of the commencement date fees and expenses of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedthird appraiser.

Extension Option. Subtenant SECTION 30.1 Tenant shall have the right right, at its option (the “each, an "Extension Right”) Option"), to extend the initial Term of this Sublease Lease, for a single additional period of three the entire Premises (3as the same may have been increased), for one (1) months extension term (the “Sublease "Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable"). If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease The Extension Term shall commence on the day immediately following the initial Expiration Date (the "Extension Term Commencement Date") and shall expire on the day preceding the fifth (5th) anniversary of the Fixed Expiration Date (the "Extension Term Expiration Date"). During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises Tenant shall be payable at a rate equal have no right to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right Option unless all of the following conditions are satisfied on the date of the Extension Notice (ias defined below) during any period and on the Extension Term Commencement Date: (a) neither an Event of time that Subtenant is in Default nor a monetary default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not a notice has been sent) shall have occurred and be continuing under this Lease or under any other agreement between Landlord or an Affiliate of Landlord and Tenant or an Affiliate of Tenant; (b) the defaults are curedOriginal Tenant (or a permitted assignee, during the last year of the initial Term of this Subleasesublessor, successor or (iiitransferee pursuant to Section 13.9(b), but not any other assignee or successor tenant) if Subtenant is shall occupy not in occupancy of at least eighty less than eighty-five percent (8085%) of the entire Subleased Premises both at the time Useable Square Feet of the exercise Premises; and (c) there shall not have occurred any material adverse change in the financial condition of Tenant from the Extension Right and at condition described in the time of financial statements submitted by Tenant to Landlord in connection with this Lease; (d) Tenant's: on the commencement date of the Sublease Extension Term. The Extension Right shall terminate this Lease and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from on the date of the last prior exercise of an Extension Option; (e) no default (after notice if required and expiration of any applicable cure period) by Tenant exists under any loan, debt, bank or similar facility or agreement; and (f) proof satisfactory to Landlord of the foregoing shall have been delivered to Landlord together with the notice exercising such Extension Option. SECTION 30.2 No separate instrument of extension shall be required for Tenant to exercise its Extension Option. If Tenant elects to extend this Lease for the Extension Term, Tenant shall exercise such option by sending to Landlord written notice thereof (the "Extension Notice") not less than ten(10) months prior to the Expiration Date, and TIME SHALL BE OF THE ESSENCE with respect to the giving of the Extension Right to Notice. If Tenant shall send the date Extension Notice within the time and in the manner in this Lease provided, this Lease shall be deemed extended for the Extension Term upon the terms, covenants and conditions in this Lease contained, with the exception of the commencement of the Sublease Extension Term, whether or not such defaults are curedFixed Rent.

Extension Option. Subtenant Tenant shall have the right option to extend this Lease (the “Extension RightOption”) to extend the Term for one additional term of this Sublease for a single additional period of three five (35) months years (the “Sublease Extension TermPeriod”) on ), upon the same terms and conditions hereinafter set forth: (a) If the Extension Option is exercised, then the Base Rent per annum for such Extension Period (the “Option Rent”) shall be an amount equal to the Fair Market Rental Value (as defined hereinafter) for the Premises as of the commencement of the Extension Option for such Extension Period. (b) The Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this Sublease Section 51.1(b). (other than Base Renti) by giving Sublandlord written notice of its election If Tenant wishes to exercise the Extension Right at least eight Option, Tenant must, on or before the date occurring twelve (8) 12) months prior to before the Expiration Date expiration of the initial Lease Term (but not before the date that is fifteen (15) months before the expiration of the initial Lease Term), which noticeexercise the Extension Option by delivering written notice (the “Exercise Notice”) to Landlord. If Tenant timely and properly exercises its Extension Option, once given, the Lease Term shall be irrevocable. If Subtenant timely elects to exercise such right to extended for the Sublease Extension TermPeriod upon all of the terms and conditions set forth in the Lease, as amended, except that the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises Extension Period shall be payable at as provided in Section 51.1(a) and Tenant shall have no further options to extend the Lease Term. (ii) If Tenant fails to deliver a rate equal timely Exercise Notice, Tenant shall be considered to 103% of have elected not to exercise the rate in effect with respect to such portion of Extension Option. (c) It is understood and agreed that the Subleased Premised on the initial Expiration Date. The Extension Right Option hereby granted is personal to Subtenant Original Tenant and shall is not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, transferable except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned a Permitted Transferee in connection with a Corporate Permitted Assignment an assignment of Tenant’s entire interest in this Lease. In the event of any assignment of this Sublease. Notwithstanding Lease or subletting of all of the foregoingPremises for a period ending in the last one hundred eighty (180) days of the Term thereof (other than to a Permitted Transferee), Subtenant may not exercise the Extension Right Option shall automatically terminate and shall thereafter be null and void. (d) Tenant’s exercise of the Extension Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that (i) during any period an Event of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both Default by Tenant remains uncured at the time of the exercise delivery of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this SubleaseExercise Notice, or (ii) Subtenant has defaulted two (2) or more times during Tenant shall have reduced the period from the date size of the exercise Premises below one (1) full floor of the Extension Right Building by agreement with Landlord or pursuant to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedan express right in this Lease.

Extension Option. Subtenant Upon and subject to the following terms and conditions, Tenant shall have the right (the “Extension Right”) to extend the Term term of this Sublease Lease for two consecutive periods of five (5) years each provided that (i) Tenant itself occupies at least 50% of the Premises, and (ii) it shall be a single additional condition to the extension for the second such period that Tenant shall have timely and properly extended the term of three this Lease for the first such period, and (3iii) months at the time of its exercise of any such extension and at the commencement of such extension period Tenant shall not be in default under this Lease beyond the expiration of applicable notice and cure periods, and (the “Sublease Extension Term”iv) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written Tenant shall give notice of its election to exercise the Extension Right such extension at least eight twelve (8) 12) months prior to the Expiration Date then expiration of the initial Termterm of this Lease. Provided that the Tenant has timely and properly complied with all the foregoing conditions, which noticethen, once givenwithout the necessity of any further action, the term of this Lease shall be irrevocable. If Subtenant timely elects extended for such five-year extension period on all the terms and conditions hereof except that there shall be no further rights of extension after Tenant extends for the second five-year period and for and with respect to exercise each such right extension period annual Fixed Rent shall be equal to the Sublease Extension Term, greater of (i) the Sublease Extension Term shall commence on the day annual Fixed Rent immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate in effect prior to such extension or (ii) an amount an equal to 10387.5% of the rate in effect with respect to such portion then Fair Market Rental Value of the Subleased Premised Premises. "Fair Market Rental Value" shall be determined based on the initial Expiration Dateuse of the Premises as first-class professional space utilizing properties of a similar character in comparable first-class office buildings within the City of Boston. The Extension Right is personal At least sixty (60) days prior to Subtenant the last day upon which the Tenant may give notice exercising such option Tenant may request that Landlord designate the annual Fixed Rent payable in respect of the extension period and Landlord shall designate such rent payable during the extended term in question within thirty days thereafter but Landlord shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may required to make such designation more than seventeen (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease17) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but months prior to the commencement date of the Sublease Extension Term, extended term in question. If Tenant disagrees with Landlord's designation then Tenant shall have the right in its notice exercising such extension to make a request of Landlord for a broker determination (ithe "Broker Determination") Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise Fair Market Rental Value for such extended term which Broker Determination shall be made in the manner set forth in Exhibit D. If Tenant fails timely to request the Broker Determination then the term of the Extension Right Lease shall be extended for the applicable extended term and the Fair Market Rent Value for the Premises for such extended term shall be equal to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedthat designated by Landlord.

Extension Option. Subtenant Tenant shall have the right option to extend this Lease (the “Extension RightOption”) to extend the Term for one additional term of this Sublease for a single additional period of three five (35) months years (the “Sublease Extension TermPeriod”) on ), upon the same terms and conditions hereinafter set forth: (a) If the Extension Option is exercised, then the Base Rent per annum for such Extension Period (the “Option Rent”) shall be an amount equal to the Fair Market Rental Value (as defined hereinafter) for the Premises as of the commencement of the Extension Option for such Extension Period; provided, however, that the Option Rent shall in no event be less than the Base Rent scheduled to be paid during the year immediately prior to the commencement of the Extension Period. (b) The Extension Option must be exercised by Tenant, if at all. only at the time and in the manner provided in this Sublease Section 51.1(b). (other than Base Renti) by giving Sublandlord written notice of its election If Tenant wishes to exercise the Extension Right at least eight Option, Tenant must, on or before the date occurring twelve (8) 12) months prior to before the Expiration Date expiration of the initial Lease Term (but not before the date that is fifteen (15) months before the expiration of the Initial Lease Term), which noticeexercise the Extension Option by delivering written notice (the “Exercise Notice”) to Landlord. If Tenant timely and properly exercises its Extension Option, once given, the Lease Term shall be irrevocable. If Subtenant timely elects to exercise such right to extended for the Sublease Extension TermPeriod upon all of the terms and conditions set forth in the Lease, as amended, except that the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises Extension Period shall be payable at as provided in Section 51.1(a) and Tenant shall have no further options to extend the Lease Term. (ii) If Tenant fails to deliver a rate equal timely Exercise Notice, Tenant shall be considered to 103% of have elected not to exercise the rate in effect with respect to such portion of Extension Option. (c) It is understood and agreed that the Subleased Premised on the initial Expiration Date. The Extension Right Option hereby granted is personal to Subtenant Tenant and shall is not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, transferable except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned a Permitted Transferee in connection with an assignment of Tenant’s entire interest in this Lease. In the event of any assignment or subletting of the Premises or any part thereof (other than to a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoingTransferee), Subtenant may not exercise the Extension Right Option shall automatically terminate and shall thereafter be null and void. (d) Tenant’s exercise of the Extension Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that (i) during any period an Event of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both Default by Tenant remains uncured at the time of delivery of the exercise Exercise Notice or at the commencement of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this SubleasePeriod, or (ii) Subtenant has defaulted two (2) or more times during Tenant shall have reduced the period from the date size of the exercise Premises below the size of the Extension Right initial Premises by agreement with Landlord or pursuant to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedan express right in this Lease.

Extension Option. Subtenant shall have Subject to the terms and conditions of this Section 31.1, Landlord hereby grants to Tenant the right (the “Extension Right”) to extend the original Term for two (2) periods of this Sublease for a single additional period of three five (35) years each (each an “Extension Period”). If Tenant desires to exercise an extension option, Tenant shall notify Landlord on or before the date which is twelve (12) months (prior to the “Sublease expiration of the original Term or first Extension Term”) on the same terms and conditions Period, as this Sublease (other than Base Rent) by giving Sublandlord written notice applicable. If Tenant fails to timely notify Landlord of its election to exercise extend this Lease, Tenant will be deemed to have waived its right to extend the Extension Right at least eight (8) months prior term of this Lease, time being of the essence with respect to the Expiration Date exercise of any such extension option. If Tenant exercises the extension option, all of the initial Termterms and conditions of this Lease will apply to each Extension Period, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to except that (i) the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Basic Rent for each portion year of the Subleased Premises shall applicable Extension Period will be payable at a rate equal determined pursuant to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant Section 31.2, and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been the Base Period for the applicable Extension Period will be the calendar year in default under which the commencement of such Extension Period occurs. In connection with any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year extension of the initial Term Term, Landlord will not be obligated to do any work to the Premises and will not be obligated to contribute to the cost of this Sublease, or (iii) if Subtenant any work done to the Premises by Tenant. Tenant’s right to exercise any extension option is not in occupancy expressly subject to the satisfaction of at least eighty percent (80%) all of the entire Subleased Premises following conditions on both at the time of the exercise of the Extension Right date Tenant exercises such extension option and at the time of the commencement date of the Sublease applicable Extension Term. The Extension Right shall terminate and Period: (i) Tenant must not be in default of no further force any monetary obligation or effect even after Subtenant’s due and timely exercise any material non-monetary obligation under this Lease; (ii) Tenant must be in occupancy of the entire Premises; and (iii) Tenant must not have sublet any part of the Premises. If all of the foregoing conditions are not satisfied on both the date Tenant exercises the applicable Extension Right, if after such exercise, but prior to Option and the commencement date of such Extension Period, any notice exercising the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedextension option will be automatically null and void.

Extension Option. Subtenant Provided that this Lease is in full force and effect, the Tenant shall have the right (the “Extension Right”) be entitled to extend the Term of this Sublease Lease for a single one (1) additional period of three term (3) months (the hereinafter referred to as “Sublease Extension Term”) of five (5) years, commencing on the first day next succeeding the last day of the last day of the initial Lease Term, upon the same terms and conditions and provisions as are provided for in this Sublease Lease, except that (other than Base Renti) the Basic Monthly Rent payable during the Extension Term shall be the prevailing market rate, subject to escalation, as determined by giving Sublandlord Landlord, (ii) Landlord has no obligation for any tenant improvements or tenant allowances, and (iii) there shall be no further extension; provided, however, if Tenant is in Default hereunder at any time from Tenant’s delivery of the Extension Notice (hereinafter defined) to the commencement of such Extension Term, at Landlord’s option, such Extension Term shall be null and void. Tenant shall provide Landlord with written notice (“Extension Notice”) of its election intent to exercise the Extension Right at least eight extension option not less than nine (8) 9) months prior to the Expiration Date expiration of the last day of the initial Lease Term; upon Tenant’s failure to so provide the Extension Notice, which noticetime being of the essence, once givenTenant shall have no further right to extend the Lease. Upon receipt of Tenant’s Extension Notice, Landlord shall be irrevocableadvise Tenant of Landlord’s determination of the prevailing market rate within ten (10) days of such receipt (except if Robert Sandler is on vacation, then within five (5) days of Robert Sandler returning from vacation). Upon receipt of Landlord’s determixxxxxx, xx Xxxant disagrees with Landlord’s prevailing markex xxxx, Xxxxxx may negotiate with Landlord for a period of twenty (20) days. If Subtenant timely elects Tenant and Landlord fail to exercise such agree on the prevailing market rate, Tenant shall have the right to the Sublease withdraw its Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal Notice by notice in writing or electronically to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but Landlord delivered prior to the commencement date expiration of such twenty (20)-day period, in which case Tenant shall have no further right to extend the Sublease Lease. Reference to the word “Term” hereunder shall mean and include the initially stated term, as well as any extensions or renewals thereof, including any exercised (but not rescinded) Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.

Extension Option. Subtenant The Borrower shall have the right one (the “Extension Right”1) option to extend the Term Initial Maturity Date to June 30, 2019, if each and all of this Sublease for a single additional period the following conditions precedent shall have been fulfilled or complied with (unless waived by the Required Lenders): (a) The Borrower shall request the extension by written notice to the Administrative Agent by no later than February 1, 2019; (b) On or before the Initial Maturity Date, the Borrower shall have paid to each Lender an extension fee in cash equal to 3.00% of three (3) months (the “Sublease Extension Term”) amount of such Lender’s New Money Loans then outstanding on the same Initial Maturity Date (such fee shall be fully earned upon the exercise by the Borrower of the extension option under this Section 2.10 and once paid shall not be refundable for any reason whatsoever); (c) The Borrower shall have provided to the Lenders or their counsel a term sheet setting forth the material terms of a sale (which may include a sale or merger of Novelion and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice one or more of its election Subsidiaries (but including the Borrower), or any other transaction having a similar effect or result) of the Borrower or its assets that, in the reasonable opinion of the Borrower, may be acceptable to exercise the Extension Right at least eight Borrower and its board of directors; and (8) months d) Since the Closing Date there shall not have been any event or circumstance, either individually or in the aggregate, that has had or would reasonably be expected to have a Material Adverse Effect except for (i) matters set forth in any public filings of Novelion prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Closing Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not matters disclosed on the defaults are cured, during disclosure schedules to the last year Loan Documents as of the initial Term of this SubleaseClosing Date, or (iii) if Subtenant is not such events disclosed in occupancy of at least eighty percent writing to the Lenders or its Financial Advisor prior to the Closing Date and (80%iv) of transactions expressly permitted by the entire Subleased Premises both at Loan Documents. (e) At the time of the exercise effectiveness of the Extension Right extension, the representations and at the time warranties of the commencement Borrower and each other Loan Party contained in Article V (other than Section 5.05) or any other Loan Document shall be true and correct in all material respects on and as of such date of the Sublease Extension Term. The Extension Right shall terminate (before and be of no further force or after giving effect even after Subtenant’s due and timely exercise of the Extension Right, if after to such exercise, but prior extension); provided that to the commencement date extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of the Sublease Extension Termsuch earlier date; provided further that any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct (iafter giving effect to any qualification therein) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not in all respects on such defaults are curedrespective dates.

Extension Option. Subtenant Tenant shall have the right option to extend the Term for one (1) additional five (5) year extension term (the “Extension RightTerm”) by notice given to Landlord at least nine (9) months before the Term Expiration Date. Tenant’s election shall be exercised, and Annual Fixed Rent for the Extension Term determined, as set forth below. If Tenant fails timely to exercise its option for the Extension Term, Tenant shall have no further extension rights hereunder. Tenant’s option so to extend the Term shall be void, at Landlord’s election, if Tenant is in default (subject to any applicable notice and cure periods set forth in this Lease) at the time Tenant elects to extend the Term or at the time the Term would expire but for such extension. The extension of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior Term shall be applicable to the Expiration Date entire Premises and Tenant shall have no right to extend the Term for only a portion of the initial Term, which notice, once given, shall be irrevocablePremises. If Subtenant timely elects to exercise such right to During the Sublease Extension Term, if any, all provisions of this Lease shall apply except that Tenant shall have no further option to extend the Sublease Term after the Extension Term shall commence on the day immediately following the initial Expiration DateTerm. During the Sublease Extension Term, Base Tenant shall pay Annual Fixed Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty ninety-five percent (8095%) of the entire Subleased then prevailing market rate for a five (5) year lease of office space in the greater Boston, Massachusetts “Metro-North” area comparable to the Premises both at in terms of location within a building, finish, age, building quality and amenities for a tenant of equal size and financial strength as Tenant, under terms and conditions substantially the time same as those of this Lease as though then available for single occupancy for the Permitted Uses (or any higher and better use then being made by Tenant) in “as-is” condition or such better condition in which Tenant is required to maintain the Premises and considering all relevant factors (the parties intending and agreeing that uncommon or unusual features of other leases in the marketplace will not be considered) (the “Fair Market Rent”). Landlord shall notify Tenant of its estimate of the Fair Market Rent within ten (10) days after Tenant exercises the extension option. Tenant shall have the option to reject by written notice Landlord’s estimate, or to withdraw its exercise of the Extension Right extension option, in any case within fourteen (14) days following delivery of Landlord’s estimate. Failure to respond within such period shall be deemed to constitute acceptance of Landlord’s estimate. In the event Tenant rejects Landlord’s estimate then the Fair Market Rent shall be arbitrated in accordance with the following procedure. In the event Landlord fails to notify Tenant of its estimate as provided above, the parties shall determine Fair Market Rent by arbitration as set forth below. Each of Landlord and Tenant, within twenty (20) days after notice by Tenant disputing Landlord’s estimate of the Fair Market Rent, shall (i) submit to the other in a sealed envelope its final estimate of the Fair Market Rent (“Estimates”) and (ii) appoint an MAI appraiser with at least ten (10) years experience as an appraiser of office buildings in the Greater Boston “Metro North” area, including first class suburban office buildings, and shall give notice of such appointment to the other party. If either Landlord or Tenant shall fail timely to appoint an appraiser, then the appraiser appointed by the other party shall be the sole appraiser for the purposes hereof. The two appraisers shall, within five (5) Business Days after appointment of the second appraiser, appoint a third appraiser who shall be similarly qualified. If the two appraisers are unable to agree timely on the selection of the third appraiser, then either appraiser on behalf of both may request such appointment from the President of the local chapter of the Appraisal Institute (or its successor organization, or if no successor exists, the most similar organization reasonably selected by Landlord). The appraisers shall be charged to reach a majority written decision in accordance with the standards for the Fair Market Rent as provided in this Section 2.4.1, within twenty (20) days after the third appraiser is appointed, by selecting either of the final Estimates of the Fair Market Rent provided by Landlord and Tenant at the time commencement of the commencement date hearing. The appraisers shall have no authority or jurisdiction to make any other determination of such amount. The cost of the Sublease third appraiser shall be borne equally by the parties and otherwise the parties shall bear their own costs. If Landlord should delay in giving the notice which begins the valuation procedures of this Section 2.4.1, or if the process should otherwise be delayed for any reason, then such procedures shall nevertheless remain in effect and be applicable when and as invoked with respect to Annual Fixed Rent payable during the Extension Term; but until such procedures are completed, Tenant shall pay on account of Annual Fixed Rent at the rate established for Annual Fixed Rent for the last twelve (12) months of the Term (and upon Fair Market Rent being established, Tenant shall pay the same within ten (10) days of such determination, retroactively to the beginning of the Extension Term). The parties shall adjust for over or under payments within twenty (20) days after the decision of the appraisers is announced. Promptly after the Annual Fixed Rent is determined for the Extension Right Term, Landlord and Tenant shall terminate enter into an amendment of this Lease confirming the extension of the Term and the new rate for Annual Fixed Rent. Tenant’s rights under this Section 2.4.1 are personal to Tenant and shall not apply to any Transferee of Tenant (other than a Transferee under a Permitted Transfer). If at any time during the Term Tenant has Transferred more than 4,000 rentable square feet of the Premises (not including Permitted Transfers), then Tenant’s rights under this Section 2.4.1 shall be null and void and of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedeffect.

Extension Option. Subtenant Tenant shall have the right option to extend this Lease (the “Extension RightOption”) to extend the Term for one additional term of this Sublease for a single additional period of three five (35) months years (the “Sublease Extension TermPeriod”) on ), upon the same terms and conditions hereinafter set forth: (a) If the Extension Option is exercised, then the Base Rent per annum for such Extension Period (the “Option Rent”) shall be an amount equal to the Fair Market Rental Value (as defined hereinafter) for the Premises as of the commencement of the Extension Option for such Extension Period. (b) The Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this Sublease Section 51.1(b). (other than Base Renti) by giving Sublandlord written notice of its election If Tenant wishes to exercise the Extension Right at least eight Option, Tenant must, on or before the date occurring nine (8) 9) months prior to before the Expiration Date expiration of the initial Lease Term (but not before the date that is twelve (12) months before the expiration of the initial Lease Term), which noticeexercise the Extension Option by delivering written notice (the “Exercise Notice”) to Landlord. If Tenant timely and properly exercises its Extension Option, once given, the Lease Term shall be irrevocable. If Subtenant timely elects to exercise such right to extended for the Sublease Extension TermPeriod upon all of the terms and conditions set forth in the Lease, as amended, except that the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises Extension Period shall be payable at as provided in Section 51.1(a) and Tenant shall have no further options to extend the Lease Term. (ii) If Tenant fails to deliver a rate equal timely Exercise Notice, Tenant shall be considered to 103% of have elected not to exercise the rate in effect with respect to such portion of Extension Option. (c) It is understood and agreed that the Subleased Premised on the initial Expiration Date. The Extension Right Option hereby granted is personal to Subtenant Tenant and shall is not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, transferable except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned a Permitted Transferee in connection with a Corporate Permitted Assignment an assignment of Tenant’s entire interest in this Lease. In the event of any assignment of this Sublease. Notwithstanding Lease or subletting of all of the foregoingPremises or more than fifty percent (50%) thereof (other than to a Permitted Transferee), Subtenant may not exercise the Extension Right Option shall automatically terminate and shall thereafter be null and void. (d) Tenant’s exercise of the Extension Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that (i) during any period an Event of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both Default by Tenant remains uncured at the time of delivery of the exercise Exercise Notice or at the commencement of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this SubleasePeriod, or (ii) Subtenant has defaulted two (2) or more times during Tenant shall have reduced the period from the date size of the exercise Premises below the size of the Extension Right initial Premises by agreement with Landlord or pursuant to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedan express right in this Lease.

Extension Option. Subtenant Tenant shall have the right option to extend this Lease (the “Extension RightOption”) to extend the Term of this Sublease for a single one additional period term of three (3) months years (the “Sublease Extension TermPeriod”) on ), upon the same terms and conditions hereinafter set forth: (a) If the Extension Option is exercised, then the Base Rent per annum for such Extension Period (the “Option Rent”) shall be an amount equal to the Fair Market Rental Value (as defined hereinafter) for the Premises as of the commencement of the Extension Option for such Extension Period. (b) The Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this Sublease Section 50.1(b). (other than Base Renti) by giving Sublandlord written notice of its election If Tenant wishes to exercise the Extension Right at least eight Option, Tenant must, on or before the date occurring nine (8) 9) months prior to before the Expiration Date expiration of the initial Lease Term (but not before the date that is twelve (12) months before the expiration of the Initial Lease Term), which noticeexercise the Extension Option by delivering written notice (the “Exercise Notice”) to Landlord. If Tenant timely and properly exercises its Extension Option, once given, the Lease Term shall be irrevocable. If Subtenant timely elects to exercise such right to extended for the Sublease Extension TermPeriod upon all of the terms and conditions set forth in the Lease, as amended, except that the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises Extension Period shall be payable at as provided in Section 50.l(a) and Tenant shall have no further options to extend the Lease Term. (ii) If Tenant fails to deliver a rate equal timely Exercise Notice, Tenant shall be considered to 103% of have elected not to exercise the rate in effect with respect to such portion of Extension Option. (c) It is understood and agreed that the Subleased Premised on the initial Expiration Date. The Extension Right Option hereby granted is personal to Subtenant Tenant and shall is not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, transferable except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate any Permitted Assignment Transfer. In the event of this Sublease. Notwithstanding any assignment or subletting of the foregoingPremises or any part thereof, Subtenant may not exercise except in connection with any Permitted Transfer, the Extension Right Option shall automatically terminate and shall thereafter be null and void. (d) Tenant’s exercise of the Extension Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that (i) during any period an Event of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both Default by Tenant remains uncured at the time of delivery of the exercise Exercise Notice or at the commencement of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this SubleasePeriod, or (ii) Subtenant has defaulted two (2) or more times during Tenant shall have reduced the period from the date size of the exercise Premises below the size of the Extension Right initial Premises by agreement with Landlord or pursuant to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedan express right in this Lease.

Extension Option. Subtenant Tenant shall have the right (the “Extension Right”) to extend the Term of this Sublease Lease, one (1) time (an “Extension Option”), for a single additional five (5) year period of three (3) months (the “Sublease Extension TermOption Period”) on the same terms and conditions as this Sublease if Tenant (other than Base Renti) by giving Sublandlord gives Landlord written notice of its such election to exercise (the Extension Right at least eight (8) “Option Notice”) not later than twelve( 12) months prior to before the Expiration Date expiration of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding Lease (the foregoing, Subtenant may “Option Exercise Date”); (ii) is not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, Lease on the date of giving the Option Notice; and (iiiii) if Subtenant has been is not in default under of any provision of this Sublease Lease on the date of the expiration of the original or then current Term of this Lease. The foregoing conditions are for the sole benefit of Landlord, and Landlord, alone, shall have the right in its sole and absolute discretion to insist on strict observance with the foregoing conditions or to waive any of the foregoing conditions. All of the terms and conditions of this Lease shall apply during the extension term (other than the further right to extend the Term, and any obligation to construction Tenant Improvement provided in this Lease, which shall be inapplicable). The Base Rent for the extension term shall equal the greater of (i) the Base Rent payable by Tenant as of the last month of the Term prior to the commencement of the Extension Option Period, and (ii) one hundred percent (100%) of the fair market rental value as of the Expiration Date for the occupancy of the Premises for the permitted use under this Lease, determined using the “market comparison approach” described below (“Market Rent”). The determination of Market Rent shall be made as follows: (a) At any time prior to the Option Exercise Date (and whether or not Tenant has prior thereto exercised its right to extend the Term of this Lease), the parties shall make themselves available to meet at a mutually agreeable time and place to present such evidence as either party desires in a good faith attempt to arrive at a mutually acceptable Market Rent. If the parties are unable to so agree on a mutually acceptable Market Rent on or before the Option Exercise Date (the “Arbitration Date”), and Tenant elects (and is otherwise entitled) to exercise its right to extend the Term of this Lease as hereinabove provided, the determination of Market Rent shall be arbitrated as follows: (i) Within ten (10) days after the Arbitration Date, each party, at its own cost and by giving notice to the other party, shall appoint a California licensed real estate broker with at least ten (10) years’ full-time commercial office leasing experience in the Oakland office leasing market, to appraise and determine Market Rent. If, in the time provided, only one (1) party shall give notice of appointment of an appraiser, the single appraiser appointed shall determine the Market Rent. If two (2) or more timesbrokers are appointed by the parties, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date brokers shall independently, and without consultation, prepare a written determination of the exercise Market Rent within ten (10) days. Each broker shall seal its respective determination after completion. After both determinations are completed, the resulting estimates of Market Rent shall be opened simultaneously and compared. If, in the time provided, only one (1) broker shall submit a written determination of Market Rent, the Market Rent shall be the Market Rent determined by said single broker. (ii) If the values of the brokers differ, and the parties do not otherwise then agree as to the determination of Market Rent, the two (2) brokers shall designate a single appraiser, who shall be a licensed real estate appraiser and a member of the American Institute of Real Estate Appraisers or the Society of Real Estate Appraisers, with at least ten (10) years’ experience in appraising fair market rental values in commercial office buildings in the Oakland market. If the two (2) brokers have not agreed on the appraiser after ten (10) days, either Landlord or Tenant, by giving ten (10) days’ notice to the other party, may apply to the then Presiding Judge of the Superior Court of Oakland for the selection of a single appraiser who meets the qualifications set forth in this subsection above. The appraiser, however selected, shall be a person who has not previously acted in any capacity for either party. The appraiser shall make an appraisal of the Market Rent within thirty (30) days after selection and without consultation with the first two (2) brokers, and shall select the Market Rent of one of the two (2) brokers that the appraiser determines is closest, on a dollar basis, to the Market Rent determined by the appraiser. The appraiser shall have no right to determine, modify’ or impose Market Rent other than as provided above. Each party may submit written material to the appraiser, with a copy to the other party, on the issue of Market Rent. (b) If the determination of the Market Rent is delayed beyond the commencement of the Extension Right Option Period, Tenant shall pay Base Rent based on Landlord’s good faith reasonable estimate of Market Rent until the determination of Market Rent hereunder. Following the determination of the Market Rent, if Market Rent is determined to be other than as designated by Landlord, there shall be adjustment made to the date Base Rent payment then due for the difference between the amount of Base Rent Tenant has paid to Landlord since the commencement of the Extension Option Period and the amount that Tenant would have paid if the Base Rent as adjusted pursuant to this subsection had been in effect as of the commencement of the Sublease Extension TermOption Period. (c) Each party’ shall pay the fees and expenses of its own appraiser, whether and if an appraiser is selected or necessary, the party whose fair market rent determinant is not chosen shall pay one hundred percent (100%) of the fees and expenses of the appraiser. (d) The appraisers shall determine the Market Rent using the “market comparison approach,” with the relevant market being that for renewal tenants occupying similar office space in the Old Oakland office market (and immediately surrounding office building properties) as of the commencement of the Extension Option Period, taking into consideration location, building condition and the value of the improvements made by Landlord or which would be owned by Landlord at the expiration of the Lease to that of the comparison space. Market Rent shall also reflect the then prevailing rent structure, inducements and concessions for comparable office lease renewals, so that if, for example, at the time Market Rent is being determined the prevailing rent structure for comparable space and for comparable lease terms includes periodic rent adjustments, Market Rent shall reflect such defaults are curedrent structure The brokers and/or the appraiser shall determine the Market Rent in accordance with the terms of this Lease (including the terms of this Rider). (e) The appraisers shall have no power to modify the provisions of this Lease and this Rider, and their sole function shall be to determine the Market Rent in accordance with this Rider. (f) The foregoing Extension Option is personal to the named Tenant under this Lease and any Permitted Transferee and shall be null and void and of no further effect effective upon any assignment or subletting of the Premises other than pursuant to a Permitted Transfer.

Extension Option. Subtenant So long as this Lease is in full force and effect and Tenant is not in default beyond any applicable notice and cure period in the performance of any of the covenants or terms and conditions of this Lease at the time of notification to Landlord or at the time of commencement of the Extension Period, as that term is hereinafter defined, Tenant shall have the right option (the “"Extension Right”Option") to extend the Term for the entire Premises for one (1) additional period of five (5) years (the "Extension Period"), which Extension Period shall commence upon the expiration of the initial Term upon the same terms and conditions of this Lease, except that the Base Rent during the Extension Period shall be at an annual rate equal to ninety five percent (95%) of the then current fair market value rate for lease renewals and extensions comparable to this Lease for space comparable to the Premises in the Building, taking into account such factors as tenant improvement allowances, rent concessions and rental escalations (the "FMR"), subject to the following terms and conditions: Tenant shall provide Landlord with written notice of its desire to extend the Term of this Sublease for a single additional period of three Lease nine (39) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date expiration of the initial Term. In the event Tenant timely exercises this Extension Option, this Lease shall be deemed extended and the FMR shall be determined as set forth below. In the event that Landlord does not receive Tenant's written notice nine (9) months prior to the expiration of the initial Term, which notice, once given, then such Extension Option shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant null and shall not be assignable without Sublandlord’s void and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due effect, this Lease shall expire on the Expiration Date (as that term is defined in Article I), and timely exercise of the Extension Rightif requested by Landlord, if after Tenant shall execute an instrument in form and substance acceptable to Landlord confirming such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedfacts.

Extension Option. Subtenant shall have Subject to the terms and conditions of this Section 31.1, Landlord hereby grants to Tenant the right to extend the original Term for one (1) period of five (5) years (the “Extension RightPeriod”) ). If Tenant desires to extend exercise the Term of this Sublease for a single additional period of three extension option, Tenant shall notify Landlord on or before the date which is twelve (312) months (prior to the “Sublease Extension expiration of the original Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice . If Tenant fails to timely notify Landlord of its election to exercise extend this Lease, Tenant will be deemed to have waived its right to extend the Extension Right at least eight (8) months prior to the Expiration Date term of this Lease, time being of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect essence with respect to the exercise of such portion extension option. If Tenant exercises the extension option, all of the Subleased Premised on terms and conditions of this Lease will apply to the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionPeriod, except that it may (the Basic Rent for the Extension Period will equal an amount determined pursuant to Section 31.2. In connection with any extension of the Term, Landlord will not be obligated to do any work to the Premises and will not be obligated to contribute to the cost of any work done to the Premises by Tenant. Tenant’s right to exercise the extension option is expressly subject to obtaining the consent satisfaction of Prime Lessor to the extent required under Section 22 all of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding following conditions on both the foregoing, Subtenant may not exercise date Tenant exercises the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right extension option and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and Period: (i) Tenant must not be in default of no further force any monetary obligation or effect even after Subtenant’s due and timely exercise any material non-monetary obligation under this Lease; (ii) Tenant must be in occupancy of the entire Premises; and (iii) Tenant must not have sublet any part of the Premises. If all of the foregoing conditions are not satisfied on both the date Tenant exercises the Extension Right, if after such exercise, but prior to Option and the commencement date of the Sublease Extension TermPeriod, (i) Subtenant fails to timely cure then any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during notice exercising the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedextension option will be automatically null and void.

Extension Option. Subtenant Tenant shall have the right and option to extend the Lease for one (1) consecutive period of five (5) years (the “Extension Right”) to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Renewal Term”) on under the same terms and conditions as this Sublease stated in the Lease (an “Extension Option”), with the exceptions that (a) no further extension options shall exist, and (b) monthly rental for such extension term shall be based on the then prevailing market rental rate as determined by Landlord in good faith based on then recent lease extensions within the Building and surrounding buildings, and taking into consideration Tenant’s use and financial strength and other relevant factors, but in no event shall be less than Base Rentthe monthly rental in effect for the last month of the Term immediately prior to the extension (“Market Rental Notice”). Tenant may reject the Extension Option granted herein within ten (10) business days following delivery to Tenant of Landlord’s determination of the prevailing market rental (“Rate Notice”). The Extension Option shall be exercisable by giving Sublandlord Tenant, if at all, only by timely delivery to Landlord of written notice of election at least six (6) months prior to the expiration of the then current Expiration Date, but no earlier than twelve (12) months prior to the expiration of the then current Expiration Date. The option herein granted shall be deemed to be personal to Tenant, and if Tenant subleases any portion of the Premises or otherwise assigns or transfers any interest thereof to another party (except in the event of a Permitted Transfer), such option shall lapse. In the event that Tenant is in default of any term or condition at the time of its election exercise notice beyond any applicable notice and grace period, then there shall be no extension or renewal of the Lease as provided herein. As they apply to Tenant’s right to extend the term of the Lease, the parties acknowledge and agree that the terms “extend,” “extension,” “renew,” and/or “renewal” shall be deemed the same. If Tenant desires to exercise the Extension Right at least eight (8) months prior Option, but objects to the Expiration Date Market Rental Rate determined by Landlord, then Tenant must object to the same within said ten (10) business day period. No later than five (5) business days thereafter, Landlord and Tenant shall meet in an effort to negotiate, in good faith, the Market Rental Rate applicable to the Premises. If Landlord and Tenant have not agreed upon the Market Rental Rate applicable to the Premises within five (5) business days after meeting, then Landlord and Tenant shall each appoint a broker not later than forty-five (45) days following Landlord’s delivery of the initial TermRate Notice. If Landlord’s broker and Tenant’s broker have failed to agree upon the Market Rental Rate within sixty (60) days following delivery of the Rate Notice, which noticethe two appointed brokers shall appoint a third broker (within five (5) business days following the expiration of said sixty (60) day period), once given, and the Market Rental Rate shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion arithmetic average of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Subleasethree (3) determinations which are the closest in amount, and the third determination shall be disregarded. If either Landlord or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of Tenant fails to appoint a broker within the entire Subleased Premises both at prescribed time period, the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right failing party shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior pay to the commencement date of other party as liquidated damages $100.00 per day for each day following the Sublease Extension Term, (i) Subtenant deadline that such party fails to timely cure any default by Subtenant under this Subleaseappoint a broker, or (ii) Subtenant has defaulted not to exceed $500.00. If the two (2) or more times during appointed brokers fail to agree upon a third (3rd) broker, then the period from parties shall have the date local office of the exercise American Arbitration Association appoint the third (3rd) broker and the parties shall share equally in the cost of such arbitration. Each party shall bear the costs of its own broker, and the parties shall share equally the cost of the Extension Right to third broker, if applicable. Each broker shall have at least ten (10) years’ experience in the date leasing of similar commercial buildings in the commencement of submarket in which the Sublease Extension Term, whether or not such defaults are curedBuilding is located and shall be a licensed real estate broker.

Extension Option. Subtenant Tenant shall have the right (the “Extension Right”) option to extend the Term of this Sublease the Lease for a single one (1) additional period of three five (35) months years (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) ), by giving Sublandlord written notice of its election given to exercise the Extension Right Landlord at least eight twelve (8) 12) months prior to before the Expiration Date scheduled expiration of the initial Term and not earlier than eighteen (18) months before the scheduled expiration of the initial Term, which notice, once given, on the terms set forth below (the “Extension Option”). Tenant’s notice exercising the Extension Option must be unconditional and irrevocable in order to be effective. Failure to timely deliver Tenant’s notice exercising the Extension Option shall constitute Tenant’s waiver of the Extension Option. Tenant’s lease of the Leased Premises during the Extension Term shall be irrevocableon all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Net Rent during the Extension Term shall be the Fair Market Net Rent as determined hereunder. Tenant shall have no option to extend the Term beyond the end of the Extension Term. Any dispute over Fair Market Net Rent shall be resolved in accordance with Article 7. All references in this Lease to “Term” shall mean the initial Term as extended by any Extension Term. For any part of the Extension Term during which the Net Rent is in dispute hereunder, Tenant shall make payment on account of Net Rent at the rate estimated by Landlord, and the parties shall adjust for any overpayments or underpayments upon the issuance of the arbitrators’ decision. The failure by the parties to complete the process contemplated under this Section 9.01 prior to commencement of the Extension Term shall not affect the continuation of the Term or the parties’ obligation to make any adjustments for any overpayments or underpayments for the Net Rent due for the Extension Term promptly after the determination thereof is made. If Subtenant timely elects to Tenant shall exercise such right to the Sublease Extension Option in accordance with this Section 9.01, the provisions of this Section shall be self-operative, but upon request by either party after determination of the Net Rent for the Extension Term, the Sublease parties shall execute an agreement specifying the Net Rent for the Extension Term shall commence on and acknowledging the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion extension of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this SubleaseTerm. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this SubleaseSection to the contrary, Tenant’s option to extend the Term shall be void, at Landlord’s election, if (iii) if Subtenant has been Tenant is in default under hereunder, after any provision of this Sublease two (2) or more timesapplicable notice and cure periods have expired, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of Tenant elects to extend the exercise of the Extension Right and Term or at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after Term would expire but for such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Subleaseextension, or (ii) Subtenant any Transfer under Section 4.06 has defaulted two (2occurred on or before either such time, other than a Permitted Transfer or sublease(s) or more times during the period from the date covering less than half of the exercise of Leased Premises in the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedaggregate.

Extension Option. Subtenant Provided that Tenant has not assigned this Lease or sublet any or all of the Premises (it being intended that all rights pursuant to this provision are and shall be personal to the original Tenant under this Lease and shall not be transferable or exercisable for the benefit of any Transferee), and provided Tenant is not in default under this Lease at the time of exercise or at any other time thereafter until the beginning of any such extension of the Term, Tenant shall have the right option (the “"Extension Right”Option") to extend the Term of this Sublease for a single one additional consecutive period of three five (35) months years (the “Sublease "Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) Period"), by giving Sublandlord written notice to Landlord of its election to the exercise the of any such Extension Right Option at least eight twelve (8) 12) months prior to the Expiration Date expiration of the initial Term, which notice, once given, . The exercise of any Extension Option by Tenant shall be irrevocableirrevocable and shall cover the entire Premises then leased by Tenant pursuant to this Lease. If Subtenant timely elects to exercise Upon such exercise, Landlord shall have the right to the Sublease Extension Termreview and approve, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective Landlord's sole discretion, except that it may (subject to obtaining Tenant's financial condition and creditworthiness at such time. If Landlord approves Tenant's financial condition and creditworthiness, Landlord shall so notify Tenant, and the consent of Prime Lessor to the extent required under Section 22 Term of the Prime Lease) Lease shall be assigned in connection with a Corporate Permitted Assignment extended for the applicable Extension Period without the execution of this Sublease. Notwithstanding any further instrument by the foregoingparties; provided that Landlord and Tenant shall, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Subleaseif requested by either party, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of execute and acknowledge and instrument confirming the exercise of the Extension Right and at Option. Any Extension Option shall terminate if not exercised precisely in the time manner provided herein. Any extension of the commencement date Term shall be upon all the terms and conditions set forth in this Lease and all Exhibits thereto, except that:(i) Tenant shall have no further option to extend the Term of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension RightLease, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or other than as specifically set forth herein; (ii) Subtenant has defaulted two Landlord shall not be obligated to contribute funds toward the cost of any remodeling, renovation, alteration or improvement work in the Premises; and (2iii) or more times during the period from the date Base Rent for any such Extension Period shall be 100% of the exercise of then "Fair Market Base Rental" (as defined below) for the Extension Right to Premises for the date of the commencement of the Sublease Extension Termspace and term involved, whether or not such defaults are curedwhich shall be determined as set forth below.

Extension Option. Subtenant shall have the right (the “Extension Right”) Subject to Subsections B and C below, Tenant may at its option extend the Term of this Sublease Lease for a single additional the entire Premises for one (1) period of three (3) months years (the “Sublease Extension Renewal Term”) on upon the same terms contained in this Lease, excluding the provisions of Appendix C of the Lease and conditions except for the amount of Base Rent payable during the Renewal Term. Tenant shall have no additional extension option. A. The Base Rent during the Renewal Term shall be the then prevailing market rate for a comparable term commencing on the first day of the Renewal Term for tenants of comparable size and creditworthiness for comparable space in the Building and other first class office buildings in the vicinity of the Building as this Sublease reasonably determined by Landlord. B. To exercise its option, Tenant must deliver an initial non-binding notice to Landlord not less than twelve (other than Base Rent12) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date proposed commencement of the initial Renewal Term. At some point between thirteen (13) and eleven (11) months prior to the proposed commencement of the Renewal Term, which notice, once given, Landlord shall be irrevocable. If Subtenant timely elects to exercise such right to calculate and inform Tenant of the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises Premises. Such calculation shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant final and shall not be assignable without Sublandlordrecalculated at the actual commencement of the Renewal Term if any. Tenant shall give Landlord final binding notice of intent to exercise its option to extend within fifteen (15) days after receiving Landlord’s and Prime Lessorcalculation of Base Rent. If Tenant fails to give either its initial non-binding notice or its final binding notice timely, Tenant will be deemed to have waived its option to extend. C. Tenant’s consent in their respective sole discretion, except that it may (option to extend this Lease is subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right conditions that: (i) during any period of time on the date that Subtenant Tenant delivers its final binding notice exercising its option to extend, Tenant is not in default under this Lease after the expiration of any provision of this Subleaseapplicable notice and cure periods, and (ii) if Subtenant has been Tenant shall not have assigned this Lease, or sublet any portion of the Premises under a sublease which is in default under effect at any provision of this Sublease two (2) or more times, whether or not the defaults are cured, time during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but final 12 months prior to the commencement date of the Sublease Extension Renewal Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.

Extension Option. Subtenant Tenant shall have the right (the “Extension Right”) option to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent ---------------- for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last additional five (5) year of the initial Term of this Sublease, or extension terms (iiieach an "Extension Term") if Subtenant is not in occupancy of by notice given to Landlord at least eighty percent twelve (80%12) of months (but no more than eighteen (18) months) before the entire Subleased Premises both Term Expiration Date. Tenant's election shall be exercised, and Annual Fixed Rent for each Extension Term determined, as set forth below. If Tenant fails timely to exercise its option for the first Extension Term or timely withdraws its exercise as provided below, Tenant shall have no further extension rights hereunder. Tenant's option so to extend the Term shall be void, at Landlord's election, if Tenant is in default (continuing beyond any applicable notice and cure period) at the time of Tenant elects to extend the exercise of the Extension Right and Term or at the time the Term would expire but for such extension. Any extension of the commencement date Term shall be applicable to the entire Premises. During each Extension Term, if any, all provisions of this Lease shall apply except that Tenant shall have no further option to extend the Sublease Term after the second Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease During each Extension Term, Tenant shall pay Annual Fixed Rent equal to the greater of (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, the rent payable for the then-expiring Term or (ii) Subtenant has defaulted two (2) or more times during the period from then prevailing market rate for a five year lease of office space in the date greater Boston, Massachusetts "Metro-West" area comparable to the Premises in terms of location within a building, finish, age, building quality and amenities for a tenant of equal size and financial strength as Tenant, and on the terms and conditions of this Lease. In order to exercise its extension option, Tenant shall give unconditional, written notice of such exercise to Landlord within the time frame stated above, time being of the essence. Landlord shall notify Tenant of Landlord's estimate of the prevailing market rate within thirty (30) days after Tenant's exercise of the Extension Right extension option. Tenant shall have the option, which shall be exercised by written notice within thirty (30) days after receipt of Landlord's estimate irrevocably and unconditionally to accept or reject by written notice Landlord's estimate, or to withdraw its exercise of the extension option. In the event Tenant rejects Landlord's estimate then the prevailing market rate shall be arbitrated in accordance with the following procedure. Each of Landlord and Tenant, within twenty (20) days after notice by Tenant disputing Landlord's estimate of the prevailing market rate, shall appoint as an arbitrator an MAI appraiser with at least ten years experience as an appraiser of Boston area office buildings, including first class suburban office buildings, and shall give notice of such appointment to the date other party. If either Landlord or Tenant shall fail timely to appoint an arbitrator, the other may apply to the Boston Office of the commencement American Arbitration Association ("AAA") for appointment of such an arbitrator if the arbitrator has not been appointed within five business days after notice of such failure has been given to the delinquent party. The two arbitrators shall, within five (5) business days after appointment of the Sublease second arbitrator, appoint a third arbitrator who shall be similarly qualified. If the two arbitrators are unable to agree timely on the selection of the third arbitrator, then both arbitrators together may request such appointment from the Boston office of the AAA. The arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the AAA insofar as such rules are not inconsistent with the provisions of this Lease (in which case the provisions of this Lease shall govern), and the arbitrators shall be charged to reach a majority decision in accordance with the standards provided in this Lease. The prevailing market rent rate shall be in accordance with the arbitrators' decision. The cost of the arbitration (exclusive of each party's witness and attorneys fees, which shall be paid by such party) shall be borne equally by the parties. If the AAA shall cease to provide arbitration for commercial disputes in Boston, the second or third arbitrator, as the case may be, shall be appointed by any successor organization providing substantially the same services, and in the absence of such an organization, by a court of competent jurisdiction under the arbitration act of The Commonwealth of Massachusetts. For any portion of an Extension Term during which the prevailing market rent is in dispute hereunder, Tenant shall make payment on account of Rent at the rate payable for the preceding lease year and the parties shall adjust for over or under payments within twenty days after the decision of the arbitrators is announced. Promptly after the prevailing market rent is determined for any Extension Term, whether or not such defaults are curedLandlord and Tenant shall enter into an amendment of this Lease confirming the extension of the Term and the new Rent rate.

Extension Option. Subtenant Tenant shall have the right two (the “Extension Right”2) options to extend the Term for additional consecutive periods of this Sublease for a single additional period of three five (35) months Lease Years (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Termeach, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Subleasean "Extension"). Notwithstanding the foregoing, Subtenant may not exercise however, at Landlord's election, Tenant's option to extend the Extension Right Lease Term shall be declared null and void and Tenant shall have no right to extend the Lease if (ia) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year as of the initial Term date immediately preceding the commencement of this Subleasesuch Extension, or (iii) if Subtenant Tenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Leased Premises both then demised under the Lease for the conduct of Tenant’s business for the Permitted Use, or Tenant does not intend to continue to occupy the Leased Premises but intends to assign the Lease or sublet the Leased Premises in whole or in part, or (b) on the date Tenant exercises the option or at any time thereafter through the time of the exercise of the Extension Right and at the time of date immediately preceding the commencement date of such Extension, Tenant is in default of any of its obligations under the Sublease Lease. Each Extension option will be exercisable by written notice given to landlord at least one hundred twenty (120) days prior to the last day of the then current Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after Upon such exercise, but prior the Term of the Lease and the Termination Date shall be extended for the period specified above upon the same terms, conditions, covenants, and agreements as are contained in the Lease without the necessity for the execution of any further instrument unless Landlord so requests; provided, the Leased Premises shall be taken in their "as-is" condition during such Extension and Landlord shall have no obligation to make or pay for any improvements to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times Leased Premises during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedExtension.

Extension Option. Subtenant shall have Subject to the terms and conditions of this Section 31.1, Landlord hereby grants to Tenant the right to extend the original Term for one (1) period of five (5) years (the “Extension RightPeriod”) ). If Tenant desires to extend exercise the Term of this Sublease for a single additional period of three extension option, Tenant shall notify Landlord on or before the date which is nine (39) months (prior to the “Sublease Extension expiration of the original Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice . If Tenant fails to timely notify Landlord of its election to exercise extend this Lease, Tenant will be deemed to have waived its right to extend the Extension Right at least eight (8) months prior to the Expiration Date term of this Lease, time being of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect essence with respect to the exercise of such portion extension option. If Tenant exercises the extension option, all of the Subleased Premised on terms and conditions of this Lease will apply to the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionPeriod, except that it may (subject the Basic Rent for the Extension Period will an amount determined pursuant to obtaining Section 31.2. In connection with any extension of the consent of Prime Lessor Term, Landlord will not be obligated to do any work to the extent required under Section 22 Premises and will not be obligated to contribute to the cost of any work done to the Premises by Tenant. Tenant shall not have the right to exercise the extension option if on the date Tenant exercises the extension option and the commencement date of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right Period: (i) during any period of time that Subtenant Tenant is in default default, beyond applicable notice and cure periods, of any monetary obligation or any material non-monetary obligation under any provision of this Sublease, Lease; (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not Tenant must be in occupancy of at least eighty percent (80%) 75% of the entire Subleased Premises both at the time Premises; and (iii) Tenant must not have sublet more than 25% of the exercise Premises. If all of the foregoing conditions are not satisfied on both the date Tenant exercises the Extension Right Option and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate Period, then any notice exercising the extension option will be automatically null and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedvoid.

Extension Option. Subtenant Tenant shall have the right option to extend the Term for two (the 2) additional five-(5)-year extension terms (each an “Extension RightTerm”) by notice (an “Extension Notice”) given to Landlord at least nine (9) months before the then applicable Term Expiration Date. Tenant’s election shall be exercised, and the Annual Fixed Rent for the applicable Extension Term shall be determined, as set forth below. If Tenant fails timely to exercise its option for any Extension Term, Tenant shall have no further extension rights hereunder. EAST\66392481.7 Tenant’s option so to extend the Term shall be void, at Landlord’s election, if Tenant is in monetary or material non-monetary default (after any applicable notice and cure periods set forth in this Lease have expired) at the time Tenant elects to extend the Term or at the time the Term would expire but for such extension. The extension of the Term shall be applicable to the entire Premises and Tenant shall have no right to extend the Term for only a portion of the Premises except that if Tenant then leases any expansion space, Tenant may elect either to (i) extend the Term for the entire original Premises (i.e. all of Suite 500 consisting of 00,000 xxxxxx xxxx xx Xxxxxxxx Xxxxx Xxxx) and not any expansion space, but only if Tenant (or a Permitted Transferee) is then leasing the entire original Premises or (ii) extend the Term for the entire Premises (i.e., including any expansion space), such election to be specified in the applicable Extension Notice. For the avoidance of doubt, if Tenant shall have sublet or assigned the Lease with respect to any portion of the original Premises (other than Permitted Transfers), Tenant shall not have the right to extend the Term of this Sublease the Lease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other less than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date all of the initial TermPremises including any expansion space. Except as set forth herein, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to during the Sublease applicable Extension Term, if any, all provisions of this Lease shall apply except that Tenant shall have no further option to extend the Sublease Extension Term shall commence on after the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion last of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more timesaforesaid Extension Terms. During the applicable Extension Term, whether or not Tenant shall pay Annual Fixed Rent for the defaults are cured, during Premises at the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty rate equal to ninety-five percent (8095%) of the entire Subleased then prevailing market annual fixed rent rate for a five-(5)-year lease of office space in the Greater Boston, Massachusetts “Metro-West” area comparable to the Premises both at in terms of location within a building, finish, age, building quality and amenities for a tenant of equal size and financial strength as Tenant, under terms and conditions substantially the time same as those of this Lease as though then available for single occupancy for the Permitted Uses (or any higher and better use then being made by Tenant) in “as-is” condition or such better condition in which Tenant is required to maintain the Premises taking into consideration concessions then being offered by landlords in the marketplace for space of comparable size, quality and location (the “Fair Market Rent Rate”). Landlord shall notify Tenant of its estimate of the Fair Market Rent Rate (determined in accordance with the foregoing paragraph) within ten (10) days after Tenant exercises the applicable extension option. Tenant shall have the option to accept or reject by written notice Landlord’s estimate of the Fair Market Rent Rate, or to withdraw its exercise of the Extension Right extension option, in any case within fourteen (14) days following delivery of Landlord’s estimate of the Fair Market Rent Rate. Failure to respond within such period shall be deemed to constitute acceptance of Landlord’s estimate of the Fair Market Rent Rate. In the event Tenant rejects Landlord’s estimate of the Fair Market Rent Rate then the Fair Market Rent Rate shall be arbitrated in accordance with the following procedure. In the event Landlord fails to notify Tenant of Landlord’s estimate of the Fair Market Rent Rate as provided above, the parties shall determine Fair Market Rent Rate by arbitration as set forth below. Each of Landlord and Tenant, within twenty (20) days after notice by Tenant disputing Landlord’s estimate of the Fair Market Rent Rate under this Section 2.4.1 or Section 2.1.2(b)(ii) or disputing Landlord’s estimate of the ROFO Market Rent Rate under Section 2.1.4, as applicable, shall (i) submit to the other in a sealed envelope its final estimate of the Fair Market Rent Rate (or ROFO Market Rent Rate, as applicable) (“Estimates”) and (ii) appoint an MAI appraiser with at EAST\66392481.7 least ten (10) years' experience as an appraiser of office buildings in the Greater Boston area, including first class suburban office buildings, and shall give notice of such appointment to the other party. If either Landlord or Tenant shall fail timely to appoint an appraiser, then the appraiser appointed by the other party shall be the sole appraiser for the purposes hereof. The two appraisers shall, within five (5) Business Days after appointment of the second appraiser, appoint a third appraiser who shall be similarly qualified. If the two appraisers are unable to agree timely on the selection of the third appraiser, then either appraiser on behalf of both may request such appointment from the President of the local chapter of the Appraisal Institute (or its successor organization, or if no successor exists, the most similar organization reasonably selected by Landlord). The appraisers shall be charged to reach a majority written decision in accordance with the standards for the Fair Market Rent Rate as provided in this Section 2.4.1 (or the standards for the ROFO Market Rent Rate as provided in Section 2.4.1, as applicable), within twenty (20) days after the third appraiser is appointed, by selecting either of the final Estimates of the Fair Market Rent Rate (or ROFO Market Rent Rate, as applicable) provided by Landlord and Tenant at the time commencement of the commencement date hearing. The appraisers shall have no authority or jurisdiction to make any other determination of such amount. The cost of the Sublease third appraiser shall be borne equally by the parties (the parties whose Estimate is not selected as Fair Market Rent Rate (or ROFO Market Rent Rate, as applicable) shall bear the costs of the third appraiser) and otherwise the parties shall bear their own costs. If Landlord should delay in giving the notice which begins the valuation procedures of this Section 2.4.1, or if the process should otherwise be delayed for any reason, then such procedures shall nevertheless remain in effect and be applicable when and as invoked with respect to Annual Fixed Rent Rate payable during the Extension Term or for Expansion Area B or the Contiguous Offered Space, as the case may be; but until such procedures are completed, Tenant shall pay on account of Annual Fixed Rent Rate at the rate established for Annual Fixed Rent for the last twelve (12) months of the Term (and upon Fair Market Rent Rate (or ROFO Market Rent Rate, as applicable) being established, Tenant shall pay the same within ten (10) Business Days after such determination, retroactively to the beginning of the Extension Term or the beginning of the term of the lease of Expansion Area B or the Contiguous Offered Space, as applicable). The parties shall adjust for over payments or under payments within twenty (20) days after the decision of the appraisers is announced. Promptly after the Annual Fixed Rent is determined for each Extension Term, Landlord and Tenant shall enter into an amendment of this Lease confirming the extension of the Term and the new rate for Annual Fixed Rent. The Extension Right Tenant’s right to extend the Term under this Section 2.4.1 are personal to Tenant and shall terminate not apply to any Transferee of Tenant (other than to a Transferee under a Permitted Transfer). If at any time during the Term Tenant has Transferred more than twenty-five percent (25%) of the rentable square feet of the Premises (not including Permitted Transfers and not including a Permitted Occupancy by any Permitted Occupant), then Tenant’s rights under this Section 2.4.1 shall be null and void and of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedeffect.

Extension Option. Subtenant Provided the original Tenant named herein (or an Affiliate pursuant to a Permitted Transfer) is itself occupying not less than sixty percent (60%) of the entire Premises at the time of giving its notice to exercise its option and at the commencement of the Extension Term (as defined herein), Tenant shall have the right and option to extend the Term for two (2) additional periods of five (5) years (each an “Extension Term”). The right and option to so extend the term shall be personal to the Tenant executing this Lease (or an Affiliate pursuant to a Permitted Transfer) and such right and option may not be assigned or transferred to any other party or entity. The first Extension Term is to commence immediately upon expiration of the initial Term (the “Extension RightOriginal Term”) and the second Extension Term is to commence immediately upon expiration of the first Extension Term, provided that both instances Tenant shall give Landlord notice of Tenant’s exercise of such option by no later than nine (9) months prior to the then scheduled expiration of the Original Term (or first Extension Term, as applicable) (except as otherwise provided in Section D below with respect to a simultaneous exercise of a Right of First Refusal), and provided further that no Default, or event which with the giving of notice or the passage of time, or both, would constitute a Default, unless the same is cured within the applicable cure period which exists at the time of giving such notice or at the commencement of either Extension Term. If a Default, or event which with the giving of notice or the passage of time, or both, would constitute a Default, exists at the time of giving such notice or at the time of commencement of an Extension Term, Tenant’s exercise of such option shall, at the option of Landlord, be null and void and of no further force and effect. Prior to the exercise by Tenant of any such option, the expression “Term” shall mean the Original Term. Except as expressly otherwise provided in the following paragraph, all the terms, covenants, conditions, provisions and agreements in the Lease contained herein shall be applicable to the Extension Term, except that following the second Extension Term there shall be no further extension terms. If Tenant shall give notice of its exercise of said option to extend in the manner and within the time period provided aforesaid, the Term (or first Extension Term, as applicable) shall be extended upon the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to give timely notice of the exercise of such option as aforesaid, Tenant shall have no right to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date Lease, time being of the initial Term, which notice, once given, shall be irrevocableessence of the foregoing provisions. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease The Annual Base Rent payable during each Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate an amount equal to 103100% of the rate in effect with respect to such portion of Fair Market Rent for the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time as of the commencement date of the Sublease applicable Extension Term. The Fair Market Rent shall be determined in accordance with the provisions set forth below. If for any reason the Annual Base Rent payable during an Extension Right shall terminate and be Term has not been determined as of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during Tenant shall pay the period from Annual Base Rent payable for the date of the exercise of the Extension Right to the date of year immediately preceding the commencement of such Extension Term until the Sublease Annual Base Rent for the Extension TermTerm is determined, whether or not such defaults are curedat which time, an appropriate adjustment, if any, shall be made.

Extension Option. Subtenant shall have the right Tenant is given one (the “Extension Right”1) option to extend the Term ---------------- initial term of the Lease, subject to all the provisions contained in the Lease, as amended and restated by this Sublease Amendment, except for monthly rent, for a single additional period of five (5) years ("Extended Term"). In order to exercise an option to extend, Tenant shall give notice of exercise of the option ("Option Notice") to Landlord at least three (3) months but not more than nine (9) months before the “Sublease Extension Term”) on expiration of the same terms and conditions as this Sublease (other term. The monthly rent during the Extended Term shall be equal to the fair market rental for the Leased Premises, which in no event shall be less than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months rent payable immediately prior to the Expiration Date Extended Term. The parties shall have thirty (30) days after Landlord receives the Option Notice in which to agree on monthly rent during the Extended Term. If the parties agree on the monthly rent for the Extended Term during that period, they shall immediately execute an amendment to the Lease stating the monthly rent. If the parties are unable to agree on the monthly rent for the Extended Term within the thirty (30) day period set forth above, then within ten (10) days after the expiration of that period each party, at its cost and by giving notice to the other party, shall appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in appraising properties similar to the Leased Premises in the area in which the Leased Premises are located to appraise and set the monthly rent for the Extended Term. Further, all of the initial appraisers selected through the process described above shall be certified as required by Virginia law as in effect at the time. 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 monthly rent for the Extended Term. If the two appraisers are appointed by the parties as stated in this Paragraph, which noticethey shall meet promptly and attempt to set the monthly rent for the Extended Term. If they are unable to agree within thirty (30) days after the second appraiser has been appointed, once giventhey shall attempt to select a third appraiser meeting the qualifications stated in this Paragraph within ten (10) days after the last day the two appraisers are given to set the monthly rent. If they are unable to agree on the third appraiser, either of the parties to the Lease by giving ten (10) days' notice to the other party can file a petition with the American Arbitration Association solely for the purpose of selecting a third appraiser who meets the qualifications stated in this Paragraph. Each party shall bear half the cost of the American Arbitration Association appointing the third appraiser and of paying the third appraiser's fee. The third appraiser, however selected, shall be irrevocablea person who has not previously acted in any capacity for either party. If Subtenant timely elects to exercise such right to Within thirty (30) days after the Sublease Extension selection of the third appraiser, a majority of the appraisers shall set the monthly rent for the Extended Term. After the monthly rent for the Extended Term has been set, the Sublease Extension Term appraisers shall commence on immediately notify the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedparties.

Extension Option. Subtenant Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and the Tenant or any entity which succeeds to Tenant’s rights hereunder pursuant to a Permitted Transfer is, as of the date of exercise and as of the commencement date of each Extension Term, actually occupying at least seventy-five percent (75%) of the Premises for its business purposes, the Tenant shall have the right to extend the Term hereof for one (1) additional period of five (5) years on the following terms and conditions (the “Extension Right”Option): (a) The Tenant shall have the right to extend the Term of this Sublease hereof for a single additional one (1) period of three five (35) months years (the “Sublease Extension Term”) on the same terms and conditions as set forth in this Sublease Section 2.6(a) and (other than Base Rent) b). ‘‘Such right to extend the Term shall be exercised by the giving Sublandlord written of notice of its election by Tenant to exercise the Extension Right Landlord at least eight nine (8) 9) months prior to the Expiration Date expiration of the initial TermInitial Term (the “Extension Notice Deadline Date”). Upon the giving of such notice on or before the Extension Notice Deadline Date, which notice, once given, this Lease and the Term hereof shall be irrevocableextended for an additional term of five (5) years, without the necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the Extension Term to be determined as set forth below. Time shall be of the essence with respect to the Tenant’s giving notice to extend the Term on or before the Extension Notice Deadline Date. (b) The Extension Term shall be upon all the terms, conditions and provisions of this Lease except the Annual Fixed Rent during first Lease Year of the Extension Term shall be the then Extension Fair Rental Value of the Premises for the Extension Term to be determined under Section 2.6(c) below with respect to which the Extension Fair Rental Value is to be established (the “Then Applicable Annual Fixed Rental Rate”). If Subtenant timely elects to exercise such right the Tenant makes a written request to the Sublease Landlord for a proposal for the Extension Fair Rental Value for the Extension Term, the Sublease Landlord shall make such a written proposal to the Tenant within thirty (30) days after receipt of the Tenant’s request therefor, but in no event shall the Landlord be required to deliver such a proposal sooner than twelve (12) months prior to the date as of which such proposal is to become effective. Alternatively, the Landlord may, at its election, propose an Extension Term Fair Rental Value to the Tenant without any request having been made. The determination of the Extension Fair Rental Value shall commence on include a determination as to whether an Annual Fixed Rent Escalator Factor should be applicable to the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion and, if so, the amount thereof. (c) For purposes of this Section 2.6, the Extension Fair Rental Value of the Subleased Premises shall mean the then current fair market annual rent for leases of other space similarly improved, taking into account all relevant factors, including but not limited to the condition to which such premises have been improved, the economic terms and conditions specified in this Lease that will be payable at a rate equal applicable thereto, for comparable laboratory and office space located in the commercial markets that surround the MIT campus (East Cambridge, Xxxxxxx Square, and Cambridgeport). The Landlord and the Tenant shall endeavor in good faith to 103% agree upon the Extension Fair Rental Value of the rate in effect with respect to such portion Premises within thirty (30) days after the Tenant has exercised its option for the Extension Term. If the Extension Fair Rental Value of the Subleased Premised on Premises is not agreed upon by the initial Expiration DateLandlord and the Tenant within this time frame, each of the Landlord and the Tenant shall retain a real estate professional with at least ten (10) years continuous experience in the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who shall, within thirty (30) days of his or her selection, prepare a written report summarizing his or her conclusion as to the Extension Fair Rental Value. The Extension Right Landlord and the Tenant shall simultaneously exchange such reports; provided, however, if either party has not obtained such a report within said thirty (30) day period then the determination set forth in the other party’s report shall be final and binding upon the parties. If both parties receive reports within such time and the lower determination is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty within ten percent (8010%) of the entire Subleased Premises both at higher determination, then the time average of these determinations shall be deemed to be the Extension Fair Rental Value for the Premises. If these determinations differ by more than ten percent (10%), then the Landlord and the Tenant shall mutually select a person with the qualifications stated above (the “Final Professional”) to resolve the dispute as to the Extension Fair Rental Value for the Premises. If the Landlord and the Tenant cannot agree upon the designation of the exercise Final Professional within thirty (30) days of the exchange of the first valuation reports, either party may apply to the American Arbitration Association, the Greater Boston Real Estate Board, or any successor thereto, for the designation of a Final Professional. Within ten (10) days of the selection of the Final Professional, the Landlord and the Tenant shall each submit to the Final Professional a copy of their respective real estate professional’s determination of the Extension Right and at Fair Rental Value for the time of the commencement date of the Sublease Extension TermPremises. The Extension Right Final Professional shall terminate and be of no further force not perform his or effect even her own valuation, but rather shall, within thirty (30) days after Subtenant’s due and timely exercise such submissions, select the submission which is closest to the determination of the Extension RightFair Rental Value for the Premises which the Final Professional would have made acting alone. The Final Professional shall give notice of his or her selection to the Landlord and the Tenant and such decision shall be final and binding upon the Landlord and the Tenant. Each party shall pay the fees and expenses of its real estate professional and counsel, if after such exerciseany, but in connection with any proceeding under this paragraph, and one-half of the fees and expenses of the Final Professional. In the event that the commencement of the Extension Term occurs prior to a final determination of the Extension Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rent at Annual Fixed Rental Rate for the last day of the Term prior to the commencement date of such extension. If the Sublease Annual Fixed Rent for the Extension TermTerm is determined to be greater than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, then the Tenant shall pay to the Landlord the amount of such underpayment within ten (i10) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise days of the Extension Right Rent Determination Date, and if the Annual Fixed Rent for the Extension Term is determined to be less than the Annual Fixed Rent paid with respect to the date Premises prior to the Extension Rent Determination Date, then the Landlord shall credit the amount of such overpayment against the commencement monthly installments of the Sublease Extension Term, whether or not such defaults are curedAnnual Fixed Rent thereafter coming due.

Extension Option. Subtenant Tenant shall have the right option to extend this Lease as to the entire premises (the “Extension RightOption”) to extend the Term for one additional term of this Sublease for a single additional period of three five (35) months years (the “Sublease Extension TermPeriod”) on after the same New Expiration Date (as defined in the Second Amendment to this Lease), upon the terms and conditions as this Sublease hereinafter set forth: (other than Base Renta) by giving Sublandlord written notice of its election to exercise If the Extension Right at least eight Option is exercised, then the Base Rent per annum for such Extension Period (8) months prior the “Option Rent”) shall be an amount equal to the Expiration Date of Fair Market Rental Value (as defined hereinafter) for the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date as of the commencement of the Sublease Extension Option for such Extension Period; provided, however, that the Option Rent shall in no event be less than the Base Rent scheduled to be paid during the year immediately prior to the commencement of the Extension Period. (b) The Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this subsection 51.1(b). (i) If Tenant wishes to exercise the Extension Option, Tenant must, on or before the date occurring nine (9) months before the New Expiration Date (but not before the date that is twelve (12) months before the New Expiration Date), exercise the Extension Option by delivering written notice (the “Exercise Notice”) to Landlord. If Tenant timely and properly exercises its Extension Option, the Lease Term shall be extended for the Extension Period upon all of the terms and conditions set forth in the Lease, as amended, except that the Base Rent for the Extension Period shall be as provided in Subparagraph 51.1(a) and Tenant shall have no further options to extend the Lease Term. (ii) If Tenant fails to deliver a timely Exercise Notice, whether or Tenant shall be considered to have elected not such defaults are curedto exercise the Extension Option.”

Extension Option. Subtenant Provided the original Tenant named herein or a tenant pursuant to a Permitted Transfer is itself occupying the entire Premises at the time of giving its notice to exercise its option (the “Extension Notice”) and at the commencement of the Extension Term (as defined herein), Tenant shall have the right and option to extend the Term for one (1) additional period of five (5) years (“Extension Term”). The right and option to so extend the term shall be personal to the Tenant executing this Lease or a tenant pursuant to a Permitted Transfer and such right and option may not be assigned or transferred to any other party or entity. The Extension Term is to commence immediately upon expiration of the initial Term (the “Original Term”), provided that Tenant shall give Landlord notice of Tenant’s exercise of such option by no later than twelve (12) months and, except as provided in Exhibit E Section 2 below, no earlier than fifteen (15) months prior to the then scheduled expiration of the Original Term, and provided further that no Default exists at the time of giving the Extension Right”) Notice or at the commencement of the Extension Term. If a Default, or event which with the giving of notice or the passage of time, or both, would constitute a Default, exists at the time of giving the Extension Notice or at the time of commencement of the Extension Term, Tenant’s exercise of such option shall, at the option of Landlord, be null and void and of no further force and effect. Prior to the exercise by Tenant of any such option, the expression “Term” shall mean the Original Term. Except as expressly otherwise provided in the following paragraph, all the terms, covenants, conditions, provisions and agreements in the Lease contained herein shall be applicable to the Extension Term, except that there shall be no further extension terms. If Tenant shall give the Extension Notice in the manner and within the time period provided aforesaid, the Term shall be extended upon the giving of the Extension Notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to timely give the Extension Notice as aforesaid, Tenant shall have no right to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date Lease, time being of the initial Term, which notice, once given, shall be irrevocableessence of the foregoing provisions. If Subtenant timely elects to exercise such right to The Base Rent payable during the Sublease Extension Term, the Sublease Extension Term shall commence on be an amount equal to the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Fair Market Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time as of the commencement date of the Sublease Extension Term. The Extension Right Fair Market Rent shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of determined in accordance with the provisions set forth below. If for any reason the Base Rent payable during the Extension Right, if after such exercise, but prior to Term has not been determined as of the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during Tenant shall pay the period from Base Rent payable for the date of the exercise of the Extension Right to the date of year immediately preceding the commencement of the Sublease Extension TermTerm until the Base Rent for the Extension Term is determined, whether or not such defaults are curedat which time, an appropriate adjustment, if any, shall be made.

Extension Option. Subtenant Tenant shall have the right option (the each, an “Extension RightOption”) to extend the Term of this Sublease Lease for a single two (2) additional period periods of three five (35) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Termyears each, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence commencing on the day immediately following the initial originally scheduled Expiration Date or the last day of the First Extension Term, as the case may be, and expiring on the fifth (5th) anniversary of the originally scheduled Expiration Date or of the First Extension Term, as the case may be, with such Extension Option to be exercised by Tenant delivering to Landlord written notice thereof not less than twelve (12) months and not more than fifteen (15) months prior to the originally scheduled Expiration Date. During Tenant’s right to exercise its Extension Option is conditioned upon (a) no Default of Tenant having occurred on or before the Sublease date of exercise or the date the Extension TermTerm is to commence, Base Rent for each and (b) this Lease being in full force and effect. If Tenant exercises an Extension Option, then the portion of the Subleased Premises Term including and preceding the originally scheduled Expiration Date shall be payable at a rate equal referred to 103% of as the rate in effect with respect to such “Initial Term,” and the portion of the Subleased Premised on Term after the initial originally scheduled Expiration Date. Date shall be referred to as an “Extension Term.” The Extension Right is personal to Subtenant Term shall be upon all the same terms, covenants and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionconditions as the Initial Term, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is as to Basic Rent, which shall be determined as set forth in default under any provision of this SubleaseExhibit F, (ii) if Subtenant has been that Tenant shall have no further extension rights unless otherwise expressly provided herein or hereafter agreed to in default under any provision of this Sublease two (2) or more timeswriting by Landlord, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is Tenant shall not in occupancy be entitled to any period of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of “free rent” for the Extension Right Term unless otherwise negotiated pursuant to Exhibit F, (iv) there shall be no landlord contribution for tenant improvements in connection with such Extension Term unless otherwise negotiated pursuant to Exhibit F, and at the time of the commencement date of the Sublease Extension Term. The Extension Right (v) Landlord shall terminate and be of under no further force obligation to perform any improvements or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior related work to the commencement date of Premises unless otherwise agreed to as between the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedparties.

Extension Option. Subtenant shall have (a) The Landlord hereby grants to the right (the “Extension Right”) Tenant an option to extend the Term of this Sublease Lease ("Extension Option") for a single additional one (1) consecutive period of three five (35) months (years commencing immediately after the “Sublease Extension Term”) expiration of the Term on the same terms terms, covenants and conditions contained in this Lease, except as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to provided herein. Tenant shall exercise the Extension Right at least eight (8) months prior to the Expiration Date Option on or before January 1, 2004, time being of the initial Termessence. (b) Tenant may only exercise its Extension Option, which noticeand an exercise thereof shall only be effective, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the Tenant's exercise of the Extension Right and at the time of on the commencement date of the Sublease extension period: (i) the Lease is in full force and effect; (ii) there is no Default by Tenant under any terms, covenants or conditions of the Lease and no event has occurred which, with the passage of time or the giving of notice or both would constitute a Default; and (iii) Tenant has not assigned the Lease or subleased the Premises. If the Extension Term. The Option is not exercised by January 1, 2004, the Extension Right Option shall terminate thereupon expire and be of no further force or effect even after Subtenant’s due and timely exercise effect. (c) Such Extension Option can only be exercised in respect of the entire Premises and Tenant shall have no right to exercise the Extension RightOption as to less than the entire Premises. (d) The Annual Base Rent payable during the extension option period with respect to the Premises shall be equal to the then "current market rental rate" (hereinafter defined) for Base Rent per square foot of rentable area, if after such exercise, but prior to for lease terms of five (5) year duration commencing on or about the commencement date of the Sublease Extension Termextension option period, multiplied by the rentable area of the Premises. For purposes of this Paragraph R-4, the "current market rental rate" shall be the then prevailing rental rate as determined in good faith by Landlord, for improved space in the Building or the Development comparable to the Premises in area, location and degree of improvements (to the extent that quoted rental rates in the Building or the Development vary with regard to area, location and degree of improvements). In addition to the Annual Base Rent, additional rent at the "current market rental rate" shall be payable during the extension option period, which prevailing rental rate shall include (i) Subtenant fails the prevailing provisions for periodic escalation adjustments to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.Annual Base Rent; and

Extension Option. Subtenant (a) On each of the first anniversary of the Closing Date and the second anniversary of the Closing Date, the Revolving Termination Date may be extended (each, an “Extension”) in the manner set forth in this Section 2.15 for a period of one year from the Revolving Termination Date then in effect (the “Existing Termination Date”). If the Borrower wishes to request an Extension, the Borrower shall give written notice thereof to the Administrative Agent not less than 30 days nor more than 90 days prior to the applicable anniversary of the Closing Date, whereupon the Administrative Agent shall promptly notify each of the Revolving Lenders of such request. If any Revolving Lender shall not have responded affirmatively within 30 days of such notice, such Revolving Lender shall be deemed to have declined the Borrower’s request to extend the Revolving Termination Date with respect to its Revolving Commitment, and only the Revolving Termination Date with respect to the Revolving Commitments of those Revolving Lenders (the “Extending Revolving Lenders”) which have responded affirmatively to such request shall be extended. The Revolving Lenders shall have the right to respond affirmatively to or decline any Extension in their sole and absolute discretion. (b) Any Extension pursuant to this Section 2.15 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such Extension, all representations and warranties contained in Article 6 shall be true and correct in all material respects on and as of the effective date of such Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; (ii) at the time of such Extension, no Default or Event of Default shall exist or would result from such Extension; (iii) the sum of the Revolving Committed Amounts of the Extending Revolving Lenders with respect to such Extension represent at least a majority of the then applicable Aggregate Revolving Committed Amount; and (iv) receipt by the Administrative Agent of counterparts of an extension agreement in form and substance reasonably satisfactory to the Administrative Agent (the “Extension RightAgreement”) to extend ), duly completed and signed by the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension TermBorrower, the Sublease Extension Term shall commence on Administrative Agent and the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedExtending Revolving Lenders.

Extension Option. Subtenant (A) Provided that as of the date of the notice specified below, Tenant is not in default and has not previously been in default of its obligations under this Lease beyond any applicable grace period, Tenant shall have the right to extend the original term of this Lease for one additional period of five (5) years, to begin immediately upon the day after the Expiration Date (the “Extension RightExtended Term”) to extend ). All of the Term terms, covenants and provisions of this Sublease Lease shall apply to such Extended Term except that the Annual Fixed Rent Rate payable during the Extended Term shall be the then-current fair market rental rate for a single additional period of three (3) months comparable space in comparable buildings in Burlington (the “Sublease Extension Fair Market Rate) as of the commencement of the Extended Term”) on , but in no event less than the same terms Annual Fixed Rent Rate in effect for the immediately preceding Lease Year. The determination of Fair Market Rate shall take into account and conditions as this Sublease (other than Base Rent) give effect to the length of term, the as-is condition of the premises, with no deductions for TI allowances or rent concessions. If Tenant shall elect to exercise the aforesaid option, it shall do so by giving Sublandlord Landlord written notice of its election intention to exercise do so not later than one (1) year prior to the Extension Right at least eight Expiration Date. If Tenant gives such notice, the extension of this Lease shall be automatically effected without the execution of any additional documents. The Original Term and the Extended Term are hereinafter collectively called the “term”. (8) B) Not later than 11 months prior to the Expiration Date Date, Landlord shall notify Tenant of Landlord’s determination of the initial TermFair Market Rate for the Extended Term (or any expansion term, as applicable). Within 15 days after Landlord gives Tenant Landlord’s proposal for Fair Market Rate, Tenant shall notify Landlord whether Tenant accepts or disputes such rate. If Tenant disagrees with Landlord’s designation, Landlord and Tenant shall commence negotiations to agree upon the Fair Market Rate. If Landlord and Tenant are unable to reach agreement on the Fair Market Rate within thirty (30) days after the date on which noticeLandlord first gave Tenant Landlord’s proposal for the Fair Market Rate, once given, then the Fair Market Rate shall be irrevocabledetermined as provided below. (C) If Landlord and Tenant are unable to agree on the Fair Market Rate within said thirty (30) day period, then within five (5) days thereafter, Landlord and Tenant shall each simultaneously submit to the other in a sealed envelope its good faith estimate of the Fair Market Rate. If Subtenant timely elects to exercise the higher of such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant estimates is not in occupancy of at least eighty more than one hundred five percent (80105%) of the entire Subleased Premises both at other estimate, then the time Fair Market Rate shall be the average of the exercise two estimates. If the matter is not resolved by the exchange of estimates, then Fair Market Rate shall be determined by an independent arbitrator as set forth below. (D) Within seven (7) days after the Extension Right exchange of estimates, the parties shall select, as an arbitrator, a mutually acceptable commercial real estate broker or appraiser licensed in the Commonwealth of Massachusetts specializing in the field of commercial office leasing in the suburban Boston area, having no less than ten (10) years’ experience (an “Approved Arbitrator”). If the parties cannot agree on such person, then within a second period of seven (7) days, each shall select one Approved Arbitrator and at the time two appointed Arbitrators shall, within five (5) days, select a third Approved Arbitrator who shall be the final decision-maker (the “Final Arbitrator”). If one party shall fail to timely make such appointment, then the person chosen by the other party shall be the sole arbitrator. Once the Final Arbitrator has been selected as provided for above, then, as soon thereafter as practicable, but in any case within fourteen (14) days after his or her appointment, the arbitrator shall determine the Fair Market Rate by selecting either the Landlord’s estimate of Fair Market Rate or the commencement date Tenant’s estimate of Fair Market Rate. Such arbitrator must choose the Sublease Extension proposed Fair Market Rate that he/she determines is closest to the actual market rental rate for the Premises. There shall be no discovery or similar proceedings. The arbitrator’s decision as to which estimate shall be the Fair Market Rate for the Extended Term (or with respect to any expansion space, as applicable) shall be rendered in writing to both Landlord and Tenant and shall be final and binding upon them and shall be the Annual Fixed Rent Rate for the Extended Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise costs of the Extension RightFinal Arbitrator will be equally divided between Landlord and Tenant. Any fees of any counsel engaged by Landlord or Tenant, if after however, shall be borne by the party that retained such exercisecounsel. (E) Once the Fair Market Rate has been determined, but prior the parties shall promptly execute an amendment to this Lease setting forth the commencement date Fixed Rent for the Premises during the Extended Term. For any part of the Sublease Extension TermExtended Term during which the Fixed Rent Rate is in dispute, (i) Subtenant fails or has not yet been finally determined, Tenant shall make payments to timely cure any default by Subtenant Landlord on account of Fixed Rent at the rate per square foot of Rentable Floor Area of the Premises last paid under this Sublease, Lease. The parties shall adjust for any overpayments or (ii) Subtenant has defaulted two (2) or more times during the period from the date underpayments upon final determination of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedrent.

Extension Option. Subtenant Tenant shall have two (2) renewal options for the right (the “Extension Right”) to extend the Term of this Sublease Demised Premises for a single additional period of three equal to five (35) months (the “Sublease Extension Term”) years per option period, and otherwise on the same terms and conditions as this Sublease specified in Section 35 of the Lease. A Renewal Term shall commence only if (other than Base Renti) by giving Sublandlord written notice of its election to exercise the Extension Right Tenant shall have notified Landlord in writing at least eight nine (8) 9) months prior to the Expiration Date expiration of the then existing Term, and (ii) immediately prior to the expiration of the Term, this Lease shall be in full force and effect and no Event of Default shall have occurred and be continuing. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the renewal option. The Renewal Term shall be subject to all of the agreements, terms, covenants and conditions hereof binding upon Tenant and Landlord, except that the Basic Annual Rent shall be at the then fair market rent, escalating annually at the then market escalation rate, and the other economic terms of the Lease, including with respect operating expense reimbursements for repairs, replacements and related expenditures, shall be updated to market terms (collectively, “Market Economic Terms”). Without limitation, Market Economic Terms shall include any then current market concessions being granted in similar transaction, including without limitation abated rent, leasing commissions and tenant improvement allowances. Upon the commencement of the Renewal Term, (x) the Renewal Term shall be added to and become part of the Term (but shall not be considered part of the initial Term), which notice(y) any reference to "this Lease", once givento the "Term", the "term of this Lease" or any similar expression shall be irrevocable. If Subtenant timely elects deemed to exercise such right to include the Sublease Extension Renewal Term, and (z) the Sublease Extension Term Expiration Date shall commence on become the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion expiration of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Renewal Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.

Extension Option. Subtenant So long as this Lease is still in full force and effect, and the named Tenant as set forth in Section 1.1 (or any successor by merger, or any Affiliate) shall actually occupy the entire Premises, Tenant shall have the right (the “Extension Right”) to extend the Term term of this Sublease Lease for a single two (2) additional period periods (the "EXTENDED TERM(S)") of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocableyears each. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Each Extended Term shall commence on the day immediately following succeeding the initial Expiration Date. During expiration of the Sublease Extension Original Term or the preceding Extended Term, Base as the case may be, and shall end on the day immediately preceding the third anniversary of the commencement of such Extended Term. All of the terms, covenants and provisions of this Lease applicable immediately prior to the expiration of the then current Term (i.e., Original Term or Extended Term, as applicable) shall apply to each such Extended Term except that (i) the Annual Fixed Rent for each portion such Extended Term shall be the greater of (a) the Annual Fixed Rent in effect on the day preceding the commencement of such Extended Term without giving effect to any abatements, set-offs or concessions then in effect or (b) the fair market rental value of the Subleased Premises for the [applicable] Extended Term as determined by Landlord in its sole discretion; and (ii) Tenant shall be payable at a rate equal have no further right to 103% extend the term of this Lease beyond the Extended Terms hereinabove provided. If Tenant shall elect to exercise any of the rate in effect aforesaid options, it shall do so by giving Landlord notice of its election not later than six months, nor sooner than twelve months prior to the expiration of the then current Term of this Lease (Original Term or Extended Term, as applicable). If Tenant fails to give any such notice to Landlord, the term of this Lease shall automatically terminate no later than the end of the Original Term, and Tenant shall have no further option to extend the term of this Lease, it being agreed that time is of the essence with respect to the giving of any such portion of notice. If Tenant shall extend the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor term hereof pursuant to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment provisions of this Sublease. Notwithstanding Section 2.4, such extension shall be automatically effected without the foregoingexecution of any additional documents, Subtenant may not exercise but Tenant shall, at Landlord's request, execute an agreement confirming the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not Annual Fixed Rent for the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension applicable Extended Term. The Extension Right Landlord shall terminate and be give Tenant notice of no further force its determination of fair market rental value for the [applicable] Extended Term not later than the later to occur of thirty (30) days after request for such determination by Tenant or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but seven months prior to the commencement date of the Sublease Extension [applicable] Extended Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.

Extension Option. Subtenant Tenant shall have the right (the “Extension Right”) to extend the Term term of this Sublease Lease for a single one additional period of three five (35) months years, to begin immediately upon the expiration of the original term of this Lease (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date "extended term"), provided that each of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right conditions has been satisfied: (i) during any period As of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date Notice (defined below) and as of the commencement of the Sublease extended term, Tenant shall not be in default and shall not have previously been in default of its obligations under this Lease beyond any applicable grace period; (ii) Tenant shall have had a net income for the 12-month period immediately preceding the date of the Extension TermNotice and for the 12-month period immediately preceding the commencement of the extended term, whether or in the alternative, Tenant shall have sufficient income or financial resources to meet Tenant's obligations under this Lease during the extended term; and (iii) simultaneously with the delivery of the Extension Notice and also at the commencement of the extended term, Tenant shall have delivered to Landlord an audited statement, prepared by Tenant's accountant using generally accepted accxxxxxxg principles either (x) evidencing such net income during each of the periods specified above, or (y) demonstrating to Landlord's reasonable satisfaction that Tenant has sufficient income or financial resources to meet Tenant's obligations under this Lease during the extended term. All of the terms, covenants and provisions of this Lease shall apply to such extended term except that the Annual Fixed Rent Rate for such extension period shall be the market rate for comparable buildings in the Burlington area at the commencement of such extended term, as designated by Landlord. If Tenant shall elect to exercise the aforesaid option, it shall do so by giving Landlord written notice (the "Extension Notice") of its intention to do so not later than one (1) year prior to the expiration of the original term of this Lease. If Tenant gives such defaults notice and satisfies the conditions specified above, the extension of this Lease shall be automatically effected without the execution of any additional documents. The original term and the extended term are curedhereinafter collectively called the "term". If Tenant properly exercises the aforesaid option, then not later than eleven (11) months prior to the expiration of the original term of this Lease Landlord shall give written notice to Tenant of Landlord's designation of the market rate. Within fifteen (15) days following Landlord's notice, Tenant shall either propose its designation of txx market rate by giving notice thereof to Landlord or shall accept Landlord's designation. Failure on the part of Tenant to give such notice of its designation shall bind Tenant to Landlord's designation. If Tenant proposes its designation of the market rate, then Landlord and Tenant shall attempt to agree upon a market rate. If the parties have been unable to reach agreement within thirty (30) days following Tenant's designation, then the market rate may be submitted to arbitration by either party as follows: market rate shall he determined by impartial arbitrators, one to be chosen by the Landlord, one to be chosen by Tenant, and a third to be selected, if necessary, as belox xxxxided. The unanimous written decision of the two first chosen, without selection and participation of a third arbitrator, or otherwise, the written decision of a majority of three arbitrators chosen and selected as aforesaid, shall be conclusive and binding upon Landlord and Tenant. Landlord and Tenant shall each notify the other of its chosen arbitrator within ten (10) days following the call for arbitration and, unless such two arbitrators shall have reached a unanimous decision within thirty (30) days after their designation, they shall so notify the then President of the Boston Bar Association and request him to select an impartial third arbitrator, who shall be another office building owner, a real estate counsellor or a broker dealing with like types of properties, to determine market rate as herein defined. Such third arbitrator and the first two chosen shall hear the parties and their evidence and render their decision within thirty (30) days following the conclusion of such hearing and notify Landlord and Tenant thereof. Landlord and Tenant shall share equally the expense of the third arbitrator (if any). If the dispute between the parties as to a market rate has not been resolved before the commencement of Tenant's obligation to pay Fixed Rent based upon such market rate, then Tenant shall pay Fixed Rent under the Lease based upon the market rate designated by Landlord until either the agreement of the parties as to the market rate, or the decision of the arbitrators, as the case may be, at which time Tenant shall pay any underpayment of Fixed Rent to Landlord, or Landlord shall refund any overpayment of Fixed Rent to Tenant. In any event, the Annual Fixed Rent Rate for the extended term shall not be less than the Annual Fixed Rent Rate in effect immediately prior to such extended term.

Extension Option. Subtenant shall Provided that Tenant is not then in default (beyond the expiration of any applicable notice and/or cure period) under this Lease when a Renewal Notice is sent to Landlord or when the Option Period commences, Tenant will have the right (the “Extension Right”) option to renew and extend the Lease Term of this Sublease for a single one (1) additional period of three sixty (360) months (the “Sublease Extension TermOption Period”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord ). Tenant must give Landlord written notice of its election to exercise the Extension Right at least eight its option to renew (8) a “Renewal Notice”) no less than twelve (12) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Lease Expiration Date. During Should Tenant fail to give Landlord a Renewal Notice as set forth herein, the Sublease Extension TermLease terms shall expire on the Lease Expiration Date, Base Rent for each portion unless sooner terminated as provided herein. All of the Subleased Premises shall be payable at a rate equal to 103% terms, covenants and conditions of this Lease will remain the rate in effect with respect to such portion of same during the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionOption Period, except that it may the Base Rent initially payable during the Option Period will be adjusted to equal the then current market rate for comparable projects located within a four-mile radius of the Project determined in the manner set forth below (the “Market Rate”) and subject to obtaining further increase as provided in Section 2.4 below. As used herein, “Market Rate” shall mean the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of applicable Base Rent at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date which tenants as of the commencement of the Sublease Extension TermOption Period, whether or are entering into leases for non-sublease space which is not encumbered by expansion rights and which is comparable in size and location to the Premises in new and renewal transactions, for a term comparable to the Option Period, which comparable space is located in the Project and in other buildings comparable to the Project in the Laguna Hills office market (“Comparable Buildings”), taking into consideration: (i) the value of the existing improvements in the Premises to Tenant, as compared to the value of the existing improvements in such defaults are curedcomparable space, with such value to be based upon the age, quality and layout of the improvements and the extent to which the same could be utilized by Tenant, (ii) the creditworthiness of Tenant as of the date of Tenant’s delivery of the Renewal Notice, (iii) the Project’s design relative to the Comparable Buildings, and (iv) the scope, quality and character of the Amenities in their then-existing condition relative to the amenities, if any, in the Comparable Buildings; provided that in no event hereunder will Market Rate be less than the Base Rent immediately in effect prior to the Option Period.

Extension Option. Subtenant (a) Tenant shall have the right (the “Extension Right”) option to extend the Initial Term of this Sublease Lease for a single additional period four (4) successive periods of three (3) months years each (any such period being herein referred to as an “Extension Period”), on all of the “Sublease Extension Term”) on the same terms and conditions contained in this Lease, provided that Landlord shall not be obligated to undertake any leasehold improvements to the Premises, the Rent for any such Extension Period shall be calculated as set forth in this Sublease Section 2.3, such Extension Period may be adjusted by Landlord to less than three (other than Base Rent3) years to coincide with the term of any ground lease governing the Property, and there shall be no additional extension options beyond the fourth (4th ) Extension Period, the parties agreeing that the maximum Term of this Lease, including the extensions, shall be approximately fourteen (14) years. Tenant shall exercise its extension option by giving Sublandlord Landlord written notice of its election to exercise do so, on or before the Extension Right at least eight date that is one hundred twenty (8) months 120) days prior to the Expiration Date expiration of the initial Term; provided, which noticehowever, once giventhat if Tenant fails to give timely notice to Landlord of Tenant’s exercise of an extension option, Tenant shall be irrevocabledeemed to have waived its rights under this Section 2.3 to extend the Term. The word “Term” as used in this Lease shall include the Initial Term and the Extension Periods where the context so requires. (b) The Rent during the Extension Period shall be equal to Landlord’s then-current rental obligations to Palm Beach County Board of County Commissioners (the “County”) pursuant to the Ground Lease attached as Exhibit D, and shall be adjusted to include Tenant’s proportionate share of Landlord’s Operating Expenses, (the “Extension Rent”). Landlord shall give Tenant notice of the amount of the Extension Rent promptly after Tenant notifies Landlord of its election to exercise its extension option. If Subtenant timely elects Tenant does not notify Landlord within such twenty (20) day period of Tenant’s disagreement with Landlord’s determination of the Extension Rent, Tenant shall be deemed to exercise such have waived its right to do so and the Sublease Extension TermRent as determined by Landlord shall be conclusive and binding. (c) Notwithstanding any contrary provision of this Section 2.3 or any other provision of this Lease, the Sublease Extension Term Tenant’s rights to extend this Lease under this Section 2.3 shall commence be void and of no effect unless on the day immediately following date Tenant notifies Landlord that it is exercising its extension option and on the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion date of commencement of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right Period (i) during any period of time that Subtenant this Lease is in default under any provision of this Subleasefull force and effect, (ii) if Subtenant has been Tenant is not in default of any of its obligations under this Lease beyond any provision of this Sublease two (2) or more timesapplicable cure periods, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty Tenant has neither assigned this Lease nor sublet more than fifty percent (8050%) of the entire Subleased Premises both Premises, and (iv) Tenant is occupying at the time least fifty percent (50%) of the exercise Premises; provided, however, that Landlord reserves the right to waive the provisions of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedsubsection 2.3(c).

Extension Option. Subtenant shall have the right Section 32.01 (the “Extension Right”a) to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except Provided that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right Option (herein defined): (i) this Lease shall not have been terminated and MONGODB, INC. or its permitted Successor Entity is then Tenant under this Lease; (ii) Tenant shall not be in monetary default or material non-monetary default under this Lease beyond any applicable notice, grace and cure periods; and (iii) Tenant and/or its Affiliates are in occupancy of at least one (1) full floor of the then Premises (for the purposes of this occupancy requirement, any portions of the Premises in which Tenant is then performing any Tenant’s Changes and any portions of the Premises not occupied by Tenant due to a Casualty shall both be deemed occupied by Tenant and such occupancy requirement is hereinafter referred to as the, “Occupancy Requirement”), Tenant shall have the option (the “Extension Option”) to unconditionally extend the Term, for one five (5) year period, commencing on the day after the Expiration Date and ending on the fifth (5th) anniversary of the Expiration Date (the “Extended Term”). Tenant may exercise its Extension Option for all and not a portion of the Premises then leased by Tenant in the Building. Tenant shall exercise the Extension Option by written notice to Landlord given no later than the date which is fifteen (15) months prior to the Expiration Date (TIME BEING OF THE ESSENCE as to such date) and once Tenant exercises the Extension Option, tenant may not thereafter revoke such exercise. If any of the conditions set forth in clauses (i) through (iii) above are not fulfilled at the time of applicable time, the commencement date of the Sublease Extension Term. The Extension Right Option shall terminate be void and be of no further force or effect even and Tenant shall have no further Extension Option. Landlord shall, within ten (10) business days after SubtenantLandlord’s due and timely exercise receipt of the notice from Tenant exercising the Extension RightOption give Tenant a notice specifying the reasons, if after such exercise, but prior to the commencement date any of the Sublease Extension Term, conditions set forth in clauses (i) Subtenant fails to timely cure any default by Subtenant under this Subleasethrough (iii) above are not fulfilled at the applicable time, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the Landlord is rejecting Tenant’s exercise of the such Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedOption.

Extension Option. Subtenant shall have Subject to the terms and conditions of this Section 31.1, Landlord hereby grants to Tenant the right to extend the original Term for one (1) period of five (5) years (the “Extension RightPeriod”) ). If Tenant desires to extend exercise the Term of this Sublease for a single additional period of three extension option, Tenant shall notify Landlord on or before the date which is twelve (312) months (prior to the “Sublease Extension expiration of the original Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice . If Tenant fails to timely notify Landlord of its election to exercise extend this Lease, Tenant will be deemed to have waived its right to extend the Extension Right at least eight (8) months prior to the Expiration Date term of this Lease, time being of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect essence with respect to the exercise of such portion extension option. If Tenant exercises the extension option, all of the Subleased Premised on terms and conditions of this Lease will apply to the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionPeriod, except that it may (the Basic Rent for the Extension Period will equal an amount determined pursuant to Section 31.2 and the Base Period for the Extension Period shall be reset to the calendar year in which the Extension Period commences. In connection with any extension of the Term, Landlord will not be obligated to do any work to the Premises and will not be obligated to contribute to the cost of any work done to the Premises by Tenant. Tenant’s right to exercise the extension option is expressly subject to obtaining the consent satisfaction of Prime Lessor to the extent required under Section 22 all of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding following conditions on both the foregoing, Subtenant may not exercise date Tenant exercises the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right extension option and at the time of the commencement date of the Sublease Extension Term. The Extension Right Period: (i) an Event of Default shall terminate and not exist under this Lease; (ii) Tenant must be of no further force or effect even after Subtenant’s due and timely exercise in occupancy of the entire Premises; and (iii) Tenant must not have sublet any part of the Premises other than as permitted by Section 16.7 hereof. If all of the foregoing conditions are not satisfied on both the date Tenant exercises the Extension Right, if after such exercise, but prior to Option and the commencement date of the Sublease Extension TermPeriod, then unless Landlord elects in writing (in its sole discretion) to waive any of such conditions, any notice exercising the extension option will be automatically null and void. Any waiver of the condition set forth in clause (i) Subtenant fails to timely cure any default by Subtenant under this Subleaseabove shall not constitute a waiver of such default, or (ii) Subtenant has defaulted two (2) or more times during the period from the date but simply a waiver of the such condition in connection with Tenant’s exercise of its extension option for the applicable Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedPeriod.

Extension Option. Subtenant Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and that Tenant is, as of the date of exercise of its rights under this Section 2.6, in occupancy of at least seventy-five percent (75%) of the Premises for its own business purposes, the Tenant shall have the right (the “Extension Right”) to extend the Term hereof for two (2) consecutive periods of this Sublease for a single additional period of three five (35) months years (the first such period being the “Sublease First Extension Term,” the second such period being the “Second Extension Term” and, together with the First Extension Term, the “Full Extension Term”) on the same following terms and conditions as this Sublease conditions: (other than Base Renta) Such right to extend the Term shall be exercised by the giving Sublandlord written of notice of its election by Tenant to exercise the Extension Right Landlord at least eight nine (8) 9) months prior to the Expiration Date expiration of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Initial Term or First Extension Term, as applicable (the Sublease “Extension Notice Deadline Date”). Upon the giving of such notice on or before the Extension Notice Deadline Date, this Lease and the Term hereof shall be extended for an additional term, as specified above, without the necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the applicable Extension Term to be determined as set forth below; provided, however, that failure of the parties to execute such a document shall not invalidate the exercise of the extension option. Time shall be of the essence with respect to the Tenant’s giving notice to extend the Term on or before the Extension Notice Deadline Date. In no event may the Tenant extend the Term under this Section 2.6 for more than ten (10) years after the expiration of the Initial Term, unless Landlord and Tenant shall mutually agree to such an extension. (b) The First Extension Term and the Second Extension Term shall commence on be upon all the day immediately following terms, conditions and provisions of this Lease, except the initial Expiration Date. During Annual Fixed Rent during each such Extension Term shall be the Sublease then Extension Rental Value of the Premises for such Extension Term, Base Rent for each portion to be determined under this Section 2.6. (c) For purposes of the Subleased First Extension Term and Second Extension Term described in this Section 2.6, the Extension Fair Rental Value of the Premises shall mean the then current fair market annual rent for leases of other space in the Xxxxxxx Square/East Cambridge and Cambridgeport submarkets of a comparable nature and quality similarly improved, taking into account the condition to which such premises have been improved (excluding Removable Alterations) and the economic terms and conditions specified in this Lease that will be payable at a rate equal applicable thereto. The Landlord and Tenant shall endeavor to 103% agree upon the Extension Fair Rental Value of the rate in effect with respect to such portion Premises within thirty (30) days after the Tenant has exercised an option for an Extension Term. If the Extension Fair Rental Value of the Subleased Premised on Premises is not agreed upon by the initial Expiration DateLandlord and the Tenant within this time frame, each of the Landlord and the Tenant shall retain a real estate professional with at least ten (10) years continuous experience in the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who shall, within thirty (30) days of his or her selection, prepare a written report summarizing his or her conclusion as to the Extension Fair Rental Value. The Landlord and the Tenant shall simultaneously exchange such reports; provided, however, if either party has not obtained such a report within forty-five (45) days after the last day of the thirty (30) day period referred to above in this Section 2.6, then the determination set forth in the other party’s report shall be final and binding upon the parties. If both parties receive reports within such time and the lower determination is within ten percent (10%) of the higher determination, then the average of these determinations shall be deemed to be the Extension Right is personal Fair Rental Value for the Premises. If these determinations differ by more than ten percent (10%), then the Landlord and the Tenant shall mutually select a person with the qualifications stated above (the “Final Professional”) to Subtenant resolve the dispute as to the Extension Fair Rental Value for the Premises. If the Landlord and the Tenant cannot agree upon the designation of the Final Professional within ten (10) days of the exchange of the first valuation reports, either party may apply to the American Arbitration Association, the Greater Boston Real Estate Board, or any successor thereto, for the designation of a Final Professional. Within ten (10) days of the selection of the Final Professional, the Landlord and the Tenant shall each submit to the Final Professional a copy of their respective real estate professional’s determination of the Extension Fair Rental Value for the Premises. The Final Professional shall then, within thirty (30) days of his or her selection, prepare a written report summarizing his or her conclusion as to the Extension Fair Rental Value (the “Final Professional’s Valuation”), which shall be a selection of either Landlord’s or Tenant’s determination and shall not be assignable without Sublandlorda separate valuation. The Final Professional shall give notice of the Final Professional’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor Valuation to the extent required under Section 22 Landlord and the Tenant and such decision shall be final and binding upon the Landlord and the Tenant. In the event that the commencement of either of the Prime Lease) be assigned in connection with First Extension Term or Second Extension Term occurs prior to a Corporate Permitted Assignment final determination of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rental at the greater of (i) during any period of time that Subtenant is the rate specified by the Landlord in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the its proposed Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, Fair Rental Value or (ii) Subtenant has defaulted two the then applicable Fixed Rental Rate (2) or more times during such greater amount being referred to as the “Interim Rent”). If the Annual Fixed Rent as finally determined for such Extension Term is determined to be greater than the Interim Rent, then the Tenant shall pay to the Landlord the amount of the underpayment for the period from the date end of the exercise Initial Term of this Lease until the Extension Rent Determination Date within thirty (30) days of the Extension Right Rent Determination Date. If the Annual Fixed Rent as finally determined for the Extension Term is determined to be less than the date Interim Rent, then the Landlord shall credit the amount of such overpayment against the commencement monthly installments of Annual Fixed Rent coming due after the Sublease Extension Term, whether or not such defaults are curedRent Determination Date.

Extension Option. Subtenant A. Subject to the existing rights of existing tenants of the Building, Tenant shall have the right (the “Extension Right”) to extend the Term of this Sublease Lease for a single two (2) additional years, such right of Tenant to be conditioned upon this Lease at the time of election being in full force and effect and Tenant not then being in default under this Lease beyond any applicable notice and cure period, such extension period to commence upon the expiration of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as original Term of this Sublease (other than Base Rent) Lease. B. Tenant's right of extension shall be exercised, if at all, by giving Sublandlord written notice of its election to exercise the Extension Right Landlord given at least eight twelve (8) 12) months prior to the Expiration Date expiration of the initial Termoriginal Term of this Lease. If a notice is given in compliance with the provisions hereof, which noticethis Lease shall, once thereupon, be extended, subject to the terms of this paragraph, without the need for any further instrument to be executed (but either party shall execute such a confirmatory instrument upon the request of the other); and if no such notice is given, Tenant's right of extension shall be irrevocablenull and void. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion All of the Subleased Premises terms, conditions and provisions of this Lease shall be payable at a rate equal applicable to 103% any extension of the rate in effect with respect to such portion Term hereof, as if the termination date of the Subleased Premised on extension period were the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretiondate originally set forth herein for the expiration of the Term, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period the exercised right of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right extension shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise effect, so that there shall be no further right of the Extension Rightextension with respect thereto, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times the Base Rent during the extension period from shall be the date of "Fair Market Rent" (as hereinafter defined) and (iii) the exercise of Base Year shall be the Extension Right to calendar year in which the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedextension Term begins.

Extension Option. Subtenant Tenant shall have the right option (the “Extension RightOption”) to extend the Term of this Sublease Lease for a single an additional period of three five (35) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Termyears, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence commencing on the day immediately following the initial originally scheduled Expiration Date and expiring on the fifth (5th) anniversary of the originally scheduled Expiration Date, with such Extension Option to be exercised by Tenant delivering to Landlord written notice thereof not less than twelve (12) months and not more than fifteen (15) months prior to the originally scheduled Expiration Date. During Tenant’s right to exercise its Extension Option is conditioned upon (a) no Default of Tenant existing on or before the Sublease date of exercise or the date the Extension TermTerm is to commence, Base Rent for each (b) this Lease being in full force and effect, and (c) the Tenant as originally named in this Lease and/or a Permitted Transferee having continuously occupied the entire Premises from the Term Commencement Date through the date of its exercise of such Extension Option and through the date on which the Extension Term is to commence. If Tenant exercises its Extension Option, then the portion of the Subleased Premises Term including and preceding the originally scheduled Expiration Date shall be payable at a rate equal referred to 103% of as the rate in effect with respect to such “Initial Term,” and the portion of the Subleased Premised on Term after the initial originally scheduled Expiration Date. Date shall he referred to as the “Extension Term.” The Extension Right is personal to Subtenant Term shall be upon all the same terms, covenants and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionconditions as the Initial Term, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is as to Basic Rent, which shall be determined as set forth in default under any provision of this SubleaseSection 1.1, (ii) if Subtenant has been that Tenant shall have no further extension rights unless otherwise expressly provided herein or hereafter agreed to in default under any provision of this Sublease two (2) or more timeswriting by Landlord, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or and (iii) if Subtenant is not Tenant shall be required to provide security as described in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedARTICLE 18.

Extension Option. Subtenant Provided that Lessee has not assigned this Lease or sublet any or all of the Premises (it being intended that all rights pursuant to this paragraph are and shall be personal to the original Lessee under this Lease and only while the original Lessee is in full possession of the Premises and, if requested by Lessor, with Lessee certifying that Lessee has no intention of thereafter assigning or subletting, and that all rights pursuant to this provision shall not be transferable or exercisable for the benefit of any Transferee), and provided Lessee is not in default under this Lease at the time of exercise or at any time thereafter until the beginning of any such extension of the Term, Lessee shall have the right option (the “"Extension Right”Option") to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) additional consecutive periods of five (5) years (each an "Extension Period"), by giving written notice to Lessor of the exercise of any such Extension Option at least twelve (12) months, but not more than fifteen (15) months, prior to the expiration of the initial Term or more timesthe first Extension Period (as the case may be). The exercise of the Extension Option by Lessee shall be irrevocable and shall cover the entire Premises leased by Lessee pursuant to this Lease. Upon such exercise, whether the term of the Lease shall automatically be extended for an Extension Period without the execution of any further instrument by the parties; provided that Lessor and Lessee shall, if requested by either party, execute and acknowledge an instrument confirming the exercise of the Extension Option. The Extension Option shall terminate if not exercised precisely in the manner provided herein. The extension of the Term shall be upon all the terms and conditions set forth in this Lease and all Exhibits thereto, except that: (i) Lessee shall have no further option to extend the Term of the Lease, other than as specifically set forth herein; (ii) Lessor shall not be obligated to contribute funds toward the cost of any remodeling, renovation, alteration or not improvement work in the defaults are cured, Premises; (iii) the Base Rent for the first Extension Period shall be the then monthly Base Rent in effect during the last year of the initial Term Initial Term, subject to annual adjustment pursuant to Paragraph 4.3 of this SubleaseLease; and (iv) the Base Rent for the second Extension, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) exercised, shall be the then prevailing fair market rental value of the entire Subleased Premises both at the time Premises. The term of this Lease, whether consisting of the exercise Initial Term alone or the Initial Term as extended by one or both of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of Periods (if the Extension RightOption is exercised), if after such exercise, but prior is referred to in this Lease as the commencement date of the Sublease Extension "Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured."

Extension Option. Subtenant Provided that Unwired Planet has not assigned this Lease or sublet any or all of the Premises other than to an Affiliate (it being intended that all rights pursuant to this provision are and shall be personal to the original Tenant under this Lease and its Affiliates and shall not be transferable or exercisable for the benefit of any Transferee), and provided Tenant is not in default under this Lease beyond any applicable notice and cure periods at the time of exercise or at any time thereafter until the beginning of any such extension of the Term, Tenant shall have the right option (the “Extension Right”"EXTENSION OPTION") to extend the Term of this Sublease for a single one additional consecutive period of three five (35) months years (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) "EXTENSION PERIOD"), by giving Sublandlord written notice to Landlord of its election to the exercise the of any such Extension Right Option at least eight twelve (8) months 12) months, but not more than eighteen (18) months, prior to the Expiration Date expiration of the initial Term, which notice, once given, . `Me exercise of any Extension Option by Tenant shall be irrevocableirrevocable and shall cover the entire Premises leased by Tenant pursuant to this Lease. If Subtenant timely elects to exercise Upon such right to the Sublease Extension Termexercise, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion term of the Subleased Premises Lease shall automatically be payable at a rate equal to 103% extended for the applicable Extension Period without the execution of any further instrument by the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant parties; provided that Landlord and shall not be assignable without Sublandlord’s Tenant shall, if requested by either party, execute and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of acknowledge an instrument confirming the exercise of the Extension Right and at Option. Any Extension Option shall terminate if not exercised precisely in the time manner provided herein. Any extension of the commencement date of Term shall be upon all the Sublease Extension Term. The Extension Right shall terminate terms and be of no further force or effect even after Subtenant’s due conditions set forth in this Lease and timely exercise of the Extension Rightall Exhibits thereto, if after such exercise, but prior to the commencement date of the Sublease Extension Term, except that: (i) Subtenant fails Tenant shall have no further option to timely cure any default by Subtenant under this Subleaseextend the Term of the Lease, or other than as specifically set forth herein; (ii) Subtenant has defaulted two Landlord shall not be obligated to contribute funds toward the cost of any remodeling, renovation, alteration or improvement work in the Premises; and (2iii) or more times during Base Rent for any such Extension Period shall be the period from then Fair Market Base Rental (as defined below) for the date of Premises for the exercise of the Extension Right to the date of the commencement of the Sublease Extension Termspace and term involved, whether or not such defaults are curedwhich shall be determined as set forth below.

Extension Option. Subtenant Provided no Event of Default has occurred and is continuing, and provided that Tenant has not assigned the Lease or sublet more than 8,000 rentable square feet of the Premises, Tenant shall have the right (the “Extension Right”) option to extend the term of this Lease for one (1) additional period of five (5) years by giving the Landlord written notice of Tenant's election to extend the term of the Lease no more than nine (9) months but at least six (6) months prior to the expiration of the Term of this Sublease Lease. Upon the giving of such notice, and upon mutual execution within thirty (30) days of such notice a written amendment to this Lease specifying the terms of such extension, this Lease shall be considered as extended for a single additional period of three (3) months (the “Sublease Extension Term”) on such option term upon the same terms terms, conditions and conditions covenants as are contained in this Sublease (other than Lease except that there shall be no additional extension options; and except that the parties shall renegotiate the cost for and the number of parking spaces under Section 1.03(O), and except that Tenant shall not have the Right of Offer to Lease provided in Paragraph 2 of this Addendum and except that the Base Rent) Rent shall be calculated by giving Sublandlord written notice multiplying the number of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date rentable square feet of the initial TermPremises by the then fair market base rental value of the Premises then being asked by Landlord for other office space within the Building, which notice, once given, and except that the base year for the calculation of Excess Expenses during the extended term shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, year in which the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion primary term of the Subleased Premises shall be payable at a rate equal to 103% Lease expires. The "then-fair market base rental value of the rate in effect with respect Premises" means what a landlord under no compulsion to such portion of Lease the Subleased Premised on Premises and a tenant under no compulsion to lease the Premises would determine as rents (including initial Expiration Date. The Extension Right is personal to Subtenant monthly rent and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionrental increases) for the option period, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date as of the commencement of the Sublease Extension Termoption period, whether or not such defaults are cured.taking into consideration the uses permitted under this Lease, the quality, size, design and location of the Premises, the credit-worthiness of the Tenant and the rent for comparable buildings located in the areas of the Premises, any concessions given by Landlord, and any other factor reasonably related to the determination of rental values

Extension Option. Subtenant Upon satisfaction of the Extension Conditions, Borrower shall have the right option to extend the Initial Maturity Date of the Loan for two (2) successive terms of one year each (each such option, an “Extension Option” and each successive term, an “Extended Term”). During each Extended Term and except for any time when the Default Rate is applicable pursuant to the terms of this Agreement, the Loan (including any amounts added to principal under the Loan Documents) shall bear interest at the Interest Rate. In connection with (and as a condition to) the exercise by Borrower of an Extension Option, Borrower must satisfy each of the following (collectively, the “Extension Conditions”): (i) Borrower shall provide Administrative Agent with written notice (the “Extension RightNotice”) to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election intent to exercise the such Extension Right at least eight Option not later than sixty (8) months 60) days and not earlier than ninety (90) days, prior to the Expiration Date of the initial Termthen-applicable Maturity Date, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, TIME BEING OF THE ESSENCE; (ii) if Subtenant has been in default under any provision No Event of this Sublease two (2) Default or more times, whether or not the defaults are cured, during the last year Potential Event of the initial Term Default shall exist as of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise applicable Extension Notice and on the first day of the applicable Extended Term; (iii) Borrower shall pay Administrative Agent (for the benefit of Lender) the applicable Extension Right Fee prior to the first day of the applicable Extended Term, which Extension Fee shall be earned by Lender as of the date of the commencement applicable Extension Notice; provided, however, if Borrower does not fully satisfy the Extension Conditions, no Extension Fee shall be payable, although Borrower shall remain liable for the payment of the Sublease Extension Term, whether or not such defaults are curedcosts set forth in clause (xii) below; (iv) Intentionally omitted; and (v) Borrower shall pay all reasonable out-of-pocket costs and expenses incurred by Administrative Agent and Lender in connection with Borrower exercising its rights under this Section 2.4(b).

Extension Option. Subtenant Tenant shall have the right option to extend this Lease (the “First Extension RightOption”) to extend the Term for one additional term of this Sublease for a single additional period of three five (35) months years (the “Sublease First Extension TermPeriod”) on ), upon the same terms and conditions as this Sublease hereinafter set forth: (other than Base a) If the First Extension Option is exercised, then the Rent per annum for such First Extension Period (the “First Option Rent”) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, Fair Market Rental Value (as defined hereinafter) for the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date as of the commencement of the Sublease First Extension Option for such First Extension Period. (b) The First Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this subsection 51.1(b). (i) If Tenant wishes to exercise the First Extension Option, Tenant shall deliver written notice (the “First Interest Notice”) to Landlord no less than twelve (12) months before the expiration of the initial Lease Term. (ii) After receipt of Tenant’s First Interest Notice, Landlord shall deliver notice (the “First Option Rent Notice”) to Tenant no less than ten (10) months before the expiration of the initial Lease Term, stating the First Option Rent, based on Landlord’s determination of the Fair Market Rental Value of the Premises as of the commencement of the First Extension Period. (iii) If Tenant wishes to exercise the First Extension Option, Tenant must, on or before the date occurring nine (9) months before the expiration of the initial Lease Term, exercise the First Extension Option by delivering written notice (the “First Exercise Notice”) to Landlord. If Tenant timely and properly exercises its First Extension Option, the Lease Term shall be extended for the First Extension Period upon all of the terms and conditions set forth in the Lease, as amended, except that the rent for the First Extension Period shall be as provided in subsection 51.1(a), Tenant shall be entitled to a refurbishment allowance in the amount of $15.00 for each rentable square foot of area in the Premises, which shall be disbursed in the same manner as the Tenant Improvement Allowance, and Tenant shall have no further options to extend the Lease Term except for the Second Extension Option. (iv) If Tenant wishes to contest the First Option Rent stated in the First Option Rent Notice, Tenant must provide, with the First Exercise Notice, written notice to Landlord that Tenant objects to the stated First Option Rent. If Tenant provides such written objection, the parties shall follow the procedure described in Section 51.4, and the First Option Rent shall be determined as set forth in that section. (v) If Tenant fails to deliver a timely First Interest Notice or First Exercise Notice, Tenant shall be considered to have elected not to exercise the First Extension Option. (c) It is understood and agreed that the First Extension Option hereby granted is personal to Tenant and is not transferable, except to an assignee of Tenant’s entire interest in the Lease consented to by Landlord pursuant to Article 18 or as to which Landlord’s consent is not required pursuant to Article 18. (d) Tenant’s exercise of the First Extension Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that an Event of Default by Tenant remains uncured at the time of delivery of the First Interest Notice or the First Exercise Notice or at the commencement of the First Extension Period. If Tenant so requests in connection with its exercise of this option, Landlord will confirm whether or not such defaults are curedthere exists an uncured Event of Default at the times provided in this subparagraph.

Extension Option. Subtenant shall have Notwithstanding anything to the right contrary set forth in the Lease, Landlord hereby grants to Tenant one (1) option (the “Extension Right”"Option") to extend the Term of this Sublease the Lease for a single additional period of three (3) months years (the “Sublease Extension "Option Term”) on the same terms and conditions as this Sublease (other than Base Rent) "). The Option must be exercised, if at all, by giving Sublandlord written notice of its election (the "Option Notice") delivered by the Tenant to exercise the Extension Right at least eight Landlord not earlier than Twelve (8) 12) months nor later than NINE (9) months prior to the Expiration Date end of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension TermFurther, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and Option shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretiondeemed to be properly exercised if, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 as of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment date of this Sublease. Notwithstanding the foregoingOption Notice, Subtenant may not exercise the Extension Right Tenant (i) during any period of time that Subtenant is in default under any provision of the lease beyond applicable grace or cure periods as set forth in this SubleaseLease, or (ii) if Subtenant has been in default assigned or sublet all or any portion of the Lease or Tenants interest therein to any party to which a sublet or assignment is not permitted under any provision the term of this Sublease two (2) or more timesLease. Provided Tenant has properly and timely exercised the Option, whether or not the defaults are cured, during the last year of the initial Term shall be extended by the Option Term, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect, except that the Rent shall be modified as set forth below. (a) The Rent payable for the Option Term shall be the "fair-market" rental rate. For the purposes of this SubleaseParagraph only, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) "fair-market" rental rate shall mean the projected prevailing gross rental rate as of the entire Subleased Premises both at the time first day of the exercise Option Term, charged to renewal tenants, for similar rentable space situated in similar buildings located in the North Andover area. Included with the Option Notice, Tenant shall provide Landlord with its estimate of "fair-market" rental rate. Within Sixty (60) days of receipt of the Extension Right Option Notice, Landlord shall provide notice to Tenant, in writing Landlord's estimate of "fair-market" rental rate. Said notification of the annual rent may include a provision for escalation of rent during the renewal term. Tenant shall have FIFTEEN (15) days ("Tenant's Review Period") after receipt of the Landlord's written notice of the "fair-market" rental rate within which to accept such "fair-market" rental rate in writing. In the event Tenant objects to the "fair-market" rental rate submitted by Landlord, Landlord and at Tenant shall attempt in good faith to agree upon such "fair-market" rental rate, using good-faith efforts. If Landlord and Tenant fail to reach agreement on such "fair-market" rental rate within THIRTY (30) days following Tenant's Review Period (the time "Outside Agreement Date"), then each party's determination shall be submitted to appraisal in accordance with the following: (i) Landlord and Tenant shall each appoint one (1) independent appraiser who shall by profession be a real estate broker active over the previous five (5) year period ending on the date of such appointment in the leasing of commercial properties in the North Andover area. The determination of the appraiser shall be limited solely to the issue of whether Landlord's or Tenant's submitted "fair-market" rental rate for the Premises is closest to the actual fair-market rental rate for the Premises as determined by the appraisers, taking into account the requirements set forth above. Such decision shall be based upon the projected prevailing fair-market rental rate as of the commencement date of the Sublease Extension Option Term. The Extension Right Each such appraiser shall terminate and be of no further force or effect even appointed within FIFTEEN (15) days after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or Outside Agreement Date. (ii) Subtenant has defaulted The two (2) or more times during the period from appraisers so appointed shall within FIFTEEN (15) days after the date of the exercise appointment of the Extension Right last appointed appraiser agree upon and appoint a third appraiser who shall be qualified under the same criteria set forth above for the initial two (2) appraisers. (iii) The three (3) appraisers shall, within THIRTY (30) days after the appointment of the third appraiser, reach a decision as to whether the parties shall use Landlord's or Tenant's submitted "fair-market" rental rate, and shall notify Landlord and Tenant in writing thereof. (iv) The decision of a majority of the three (3) appraisers shall be binding upon Landlord and Tenant. If either Landlord or Tenant fails to appoint an appraiser within the time period specified herein above, the appraiser appointed by one of them shall reach a decision based upon the same procedure set forth above (i.e., by selecting either Landlord's or Tenant's submitted "fair-market" rental rate), and shall notify Landlord and Tenant thereof and such appraiser's decision shall be binding upon Landlord and Tenant. (v) If the two (2) appraisers fail to agree upon and appoint a third appraiser, both appraisers shall be dismissed and the matter to be decided shall be submitted to arbitration under the provisions of the American Arbitration Association based upon the same procedures set forth above (i.e., by selecting either Landlord's or Tenant's submitted "fair-market" rental rate). (vi) The costs of appraisal hereunder, and arbitration if necessary, shall be paid by Landlord and Tenant equally. (b) In no event shall any rent during the Option Term fall below the Rent in effect for the month immediately preceding the expiration of the initial Term of the Lease. (c) Landxxxx xxx Tenaxx xxxeby agree to execute an amendment to the date Lease promptly after Tenaxx'x xxercise of the commencement Option in order to incorporate the extension of the Sublease Extension Term, whether or not such defaults are curedinitial Term and the lease terms thereof into the Lease.

Extension Option. Subtenant Tenant shall have the right option to extend this Lease (the “"Extension Right”Option") to extend the Term for one additional term of this Sublease for a single additional period of three five (35) months years (the “Sublease "Extension Term”) on Period"), upon the same terms and conditions hereinafter set forth: (a) If the Extension Option is exercised, then the Base Rent per annum for such Extension Period (the "Option Rent") shall be an amount equal to the Fair Market Rental Value (as defined hereinafter) for the Premises as of the commencement of the Extension Option for such Extension Period. (b) The Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this Sublease Section 51.1(b). (other than Base Renti) by giving Sublandlord written notice of its election If Tenant wishes to exercise the Extension Right at least eight (8) months prior to the Expiration Date Option, Tenant must, on or before March 31, 2023 of the initial Lease Term (but not before January 1, 2023 of the initial Lease Term), which noticeexercise the Extension Option by delivering written notice (the "Exercise Notice") to Landlord. If Tenant timely and properly exercises its Extension Option, once given, the Lease Term shall be irrevocable. If Subtenant timely elects to exercise such right to extended for the Sublease Extension TermPeriod upon all of the terms and conditions set forth in the Lease, as amended, except that the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises Extension Period shall be payable at as provided in Section 51.1(a) and Tenant shall have no further options to extend the Lease Term. (ii) If Tenant fails to deliver a rate equal timely Exercise Notice, Tenant shall be considered to 103% of have elected not to exercise the rate in effect with respect to such portion of Extension Option. (c) It is understood and agreed that the Subleased Premised on the initial Expiration Date. The Extension Right Option hereby granted is personal to Subtenant Tenant and shall is not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, transferable except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned a Permitted Transferee in connection with an assignment of Tenant's entire interest in this Lease. In the event of any assignment or subletting of the Premises or any part thereof (other than to a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoingTransferee), Subtenant may not exercise the Extension Right Option shall automatically terminate and shall thereafter be null and void. (d) Tenant's exercise of the Extension Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that (i) during any period an Event of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both Default by Tenant remains uncured at the time of delivery of the exercise Exercise Notice or at the commencement of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this SubleasePeriod, or (ii) Subtenant has defaulted two (2) or more times during Tenant shall have reduced the period from the date size of the exercise Premises below the size of the Extension Right initial Premises by agreement with Landlord or pursuant to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedan express right in this Lease.

Extension Option. Subtenant (a) Landlord grants to Tenant one (1) option to renew the Term of the Lease applicable to the 10th Floor for a period of one (1) year after the expiration of the First Extension Period (the "Second Extension Period"), subject to the terms of Section 6 hereof. Tenant's privilege to exercise this option is expressly conditioned upon Tenant not being in default at the time the option is exercised and not being in default between the time the option is exercised and the commencement of the Second Extension Period. (b) Provided Tenant is not in default, and subject to Section 6 hereof, Tenant shall have the right (the “Extension Right”) to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the option upon tendering written notice (the "Extension Right at least eight Notice") to Landlord no earlier than nine (8) 9) months nor later than six (6) months prior to the Expiration Date expiration of the initial TermFirst Extension Period. All terms and conditions of this Lease shall continue during the Second Extension Period, which noticeprovided that during the Second Extension Period, once given, the Base Rent shall be irrevocable. the greater of the following: (a) the Base Rent payable in the last full month immediately preceding Landlord's receipt of the Extension Notice (the "Rent Determination Date") or (b) the Fair Market Rent as of the Rent Determination Date. (c) As used in this Lease, Fair Market Rent shall be deemed to mean the base amount of rental that would typically be paid by a tenant under a base-year lease for premises of a similar type, design, and quality in the same or similar quality geographic area in which the Premises are situated under market leasing conditions existing at that time and taking into account the presence, if any, of other escalation provisions provided in this Lease, with the exception of the effect of the calendar year 1995 base year. (d) If Subtenant timely elects to exercise such right to Landlord and Tenant cannot agree on the Sublease Extension TermFair Market Rent within fifteen (15) days after the Rent Determination Date, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of payable during the Subleased Premises Extension Period shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right conclusively determined as follows: (i) during any period Within ten (10) days after the expiration of the fifteen (15) day period, each party, at its cost and by giving notice to the other party, shall appoint a real estate appraiser with at least five (5) years' full-time that Subtenant is commercial appraisal experience in default under any provision of the downtown San Francisco area, to appraise and determine the then Fair Market Rent as described in this Sublease, Section. (ii) if Subtenant has been If one party does not appoint an appraiser within the time period in default under any provision of this Sublease 7(d)(i) above, the appraiser appointed by the other party shall be the sole appraiser and shall determine the Fair Market Rent. (iii) If neither party appoints an appraiser within the time period set forth in 7(d)(i), the Base Rent during the Extension Period shall be the Base Rent payable in the last full month immediately preceding the Rent Determination Date. (iv) If the two (2) or more timesappraisers are so appointed by the parties, whether or not they shall meet promptly and attempt to appraise and determine the defaults Fair Market Rent. If they are curedunable to agree within ten (10) days after the second appraiser has been appointed, during they shall attempt to select a third appraiser who meets the qualifications stated in 7(d)(i) within ten (10) days after the last year day the two appraisers are given to determine the Fair Market Rent. If they are unable to agree on a third appraiser, either of the initial Term parties to this Lease, by giving ten (10) days' notice to the other party, can apply to the presiding judge of this Sublease, or the Superior Court for the county in which the Premises are located for the selection of a third appraiser who meets the qualifications stated in 7(d)(i). Each of the parties shall bear one-half (iii) if Subtenant is not in occupancy of at least eighty percent (80%1/2) of the entire Subleased Premises both at cost of appointing the time third appraiser and of the exercise third appraiser's fees. The third appraiser, however selected, shall be a person who has not previously acted in any capacity for either party. (v) Within ten (10) days after the selection of the Extension Right and at the time third appraiser, a majority of the commencement date appraisers shall appraise and determine the Fair Market Rent. If a majority of the Sublease Extension Termappraisers are unable to so set the Fair Market Rent within the required period of time, the appraisals of the three appraisers shall be added together and their total divided by three. The Extension Right resulting quotient shall terminate be the Fair Market Rent. (vi) If, however, the low appraisal or the high appraisal are more than ten percent (10%) lower or higher than the middle appraisal, the low appraisal or the high appraisal shall be disregarded. If only one appraisal is disregarded, the remaining two appraisals shall be added together and their total divided by two. The resulting quotient shall be of no further force or effect even after Subtenant’s due and timely exercise of the Extension RightFair Market Rent. If two appraisals are disregarded, if after such exercise, but prior to the commencement date of remaining appraisal shall be the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedFair Market Rent.

Extension Option. Subtenant shall have the right (the “Extension Right”) Landlord hereby grants to Tenant an option to extend the Lease Term for two (2) periods of this Sublease for a single additional period of three five (35) months years each (the “Sublease each an "Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Period"). The first Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term Period shall commence on the day immediately following the initial Lease Term ("First Extension Commencement Date") and shall expire on the day preceding the 5th anniversary of the First Extension Commencement Date ("First Extension Expiration Date"), unless sooner terminated in accordance with the terms and provisions of the Lease. During The second Extension Period shall commence on the Sublease day following the First Extension Expiration Date ("Second Extension Commencement Date") and shall expire on the day preceding the 5th anniversary of the Second Extension Commencement Date, unless sooner terminated in accordance with the terms and provisions of the Lease. Each of the Extension Periods shall be upon the same terms, covenants, and conditions as set forth in the Lease with respect to the initial Lease Term, except that Base Rent payable during each of the Extension Periods shall be equal to the Fair Market Rental Rate (as defined below) for lease terms commencing on or about the applicable Extension Commencement Date, as reasonably determined by Landlord. Notwithstanding anything contained herein to the contrary, in no event shall (i) the annual rate of Base Rent for the first Extension Period be less than the annual rate of Base Rent under the Lease immediately prior to the First Extension Commencement Date or (ii) the annual rate of Base Rent for the second Extension Period be less than the annual rate of Base Rent under the Lease immediately prior to the Second Extension Commencement Date. Tenant shall be required to pay Tenant's Pro Rata Share of Basic Costs and Taxes during each portion Extension Period, if Tenant has elected to extend the Lease Term. If Tenant desires to exercise either option to extend, Tenant shall deliver a written notice (the "Extension Period Rental Rate Request") to Landlord requesting that Landlord advise Tenant in writing of Landlord's determination of the Subleased Premises shall be payable at a rate equal to 103% of Fair Market Rental Rate for the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Dateapplicable Extension Period. The Extension Right is personal to Subtenant and Period Rental Rate Request shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may delivered by Tenant no earlier than twelve (subject to obtaining the consent of Prime Lessor 12) months prior to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year expiration of the initial Lease Term of this Subleaseor the first Extension Period, or as the case may be, and no later than six (iii6) if Subtenant is not in occupancy of at least eighty percent (80%) months prior to the end of the entire Subleased Premises both initial Lease Term or the first Extension Period, as the case may be, time being of the essence. Landlord shall, in response to such request by Tenant, notify Tenant in writing of the rental rate for the applicable Extension Period (the "Extension Period Rental Rate"), no later than five (5) months prior to the expiration of the initial Lease Term on the First Extension Period, as the case may be. If Tenant desires to extend the Lease Term for the applicable Extension Period, at the applicable Extension Period Rental Rate, Tenant shall deliver written notice ("Extension Notice") to Landlord to such effect no later than six (6) months prior to the expiration of the initial Lease Term or the first Extension Period, as the case may be, time being of the essence. If not so exercised, Tenant's option to extend shall thereupon automatically expire. Once Tenant delivers the Extension Notice to the Landlord, as provided above, Tenant's election to extend the Lease Term shall be irrevocable by Tenant. Unless Landlord, in its sole and absolute discretion, otherwise agrees in writing, Tenant may only exercise its option to extend and an exercise thereof shall only be effective, if at the time of the Tenant's exercise of the option and on the applicable Extension Right Commencement Date, the Lease is in full force and at effect and no uncured default by Tenant under the time Lease shall then exist, and, inasmuch as the option is intended only for the original Tenant named in the Lease, Tenant has not assigned the Lease or sublet any portion of the commencement date Premises. Upon the valid exercise by Tenant of the Sublease Extension Term. The Extension Right an option to extend, Landlord and Tenant shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior promptly enter into a written supplement to the commencement date of Lease confirming the Sublease Extension Termterms, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right conditions and provisions applicable to the date applicable Extension Period, as determined in accordance with the provisions of the commencement of the Sublease Extension Term, whether or not such defaults are curedthis Section.

Extension Option. Subtenant So long as this Lease is still in full force and effect, and subject to the Conditions (as hereinafter defined), which Landlord may waive, in its discretion, at any time, but only by notice to Tenant, Tenant shall have the right to extend the term of this Lease for two (2) additional periods (the “Extension RightExtended Term(s)”) of five (5) years each commencing on the day succeeding the expiration of the Original Term or the preceding Extended Term, as the case may be, and ending on the day immediately preceding the fifth (5th) anniversary of the commencement of such Extended Term. All of the terms, covenants and provisions of this Lease applicable immediately prior to the expiration of the then current term (i.e. Original Term or Extended Term, as applicable) shall apply to each Extended Term except that (i) the Annual Fixed Rent for each Extended Term shall be the Market Rate (as hereinafter defined) for the Premises determined as of the commencement of such Extended Term, as designated by Landlord by notice to Tenant (“Landlord ‘s Notice” ), but subject to Tenant’s right to dispute as hereinafter provided; and (ii) Tenant shall have no further right to extend the Term term of this Sublease for a single additional period of three Lease beyond the Extended Terms hereinabove provided. If Tenant shall so request by notice to Landlord not earlier than fourteen (314) months (the “Sublease Extension Term”and not later than twelve (12)) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date expiration of the initial then current term of this Lease (Original Term or Extended Term, which noticeas applicable), once given, Landlord shall be irrevocablegive Tenant its Landlord Notice within fifteen (15) Business Days of such request. If Subtenant timely elects Tenant shall elect to exercise such right either of the aforesaid options, it shall do so by giving Landlord notice (an “Election Notice”) of its election not later than nine (9) months prior to the Sublease Extension expiration of the then current term of this Lease (Original Term or Extended Term, as applicable). If Tenant fails to give any such Election Notice to Landlord or the Sublease Extension Term Conditions are neither satisfied nor waived by Landlord, the term of this Lease shall commence on automatically terminate no later than the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion end of the Subleased Premises term then in effect, and Tenant shall be payable at a rate equal have no further option to 103% extend the term of this Lease, it being agreed that time is of the rate in effect essence with respect to the giving of any such portion Election Notice. If Tenant shall extend the term hereof pursuant to the provisions of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and this Section 2.4, such extension shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 satisfaction of the Prime LeaseConditions, unless waived by Landlord) be assigned in connection with a Corporate Permitted Assignment automatically effected without the execution of this Sublease. Notwithstanding any additional documents, but Tenant shall, at Landlord’s request, execute an agreement confirming the foregoing, Subtenant may not exercise Annual Fixed Rent for the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension applicable Extended Term. The Extension Right shall terminate and be “Conditions” are that, as of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise applicable Election Notice there shall exist no Default of Tenant and the Extension Right to named Tenant as set forth in Section 1.1 (or any successor by Merger, or any Affiliate as defined in Subsection 6.2.1) shall actually occupy the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedentire Premises.

Extension Option. Subtenant Provided that (a) The 3DO Company has not assigned this Lease other than to an Affiliate (it being intended that all rights pursuant to this provision are and shall be personal to the original Tenant under this Lease and its Affiliates and shall not be transferable or exercisable for the benefit of any Transferee other than an Affiliate), (b) The 3DO Company or its Affiliate is in actual occupancy of at least fifty-one percent (51%) of the total square feet of rentable area in the Buildings, and (c) Tenant is not in default beyond any applicable notice and cure period under this Lease at the time of exercise or at any time thereafter until the beginning of any such extension of the Term, Tenant shall have the right option (the “Extension Right”"EXTENSION OPTION") to extend the Term for two (2) additional consecutive periods of this Sublease for a single additional period of three five (35) months years (the “Sublease Extension Term”each an "EXTENSION PERIOD") on the same terms and conditions as this Sublease (other than Base Rent) with respect to one or both Buildings, by giving Sublandlord written notice to Landlord of the exercise of any such Extension Option at least twelve (12) months, but not more than eighteen (18) months, prior to the expiration of the initial Term or the prior Extension Period, as the case may be. The exercise of any Extension Option by Tenant shall be irrevocable and shall cover either one or both Buildings, as designated by The 3DO Company or its election Affiliate in its notice exercising such Extension Option; provided, however, if in Tenant's notice exercising any Extension Option Tenant fails to designate whether the Extension Option is for one or both Buildings, Tenant shall be conclusively deemed to have elected to exercise the Extension Right at least eight (8) months prior to Option on both Buildings. Upon such exercise, the Expiration Date term of the initial TermLease shall automatically be extended for the applicable Extension Period without the execution of any further instrument by the parties; provided that Landlord and Tenant shall, which noticeif requested by either party, once given, shall be irrevocable. If Subtenant timely elects to execute and acknowledge an instrument confirming the exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this SubleaseOption. Notwithstanding the foregoing, Subtenant may not if Tenant elects to exercise the Extension Right Option on only one Building, then Landlord and Tenant shall execute a Lease amendment to change Tenant's Share, and to apportion evenly the obligations and rights of Landlord and Tenant, based upon Tenant leasing only one Building. Any Extension Option shall terminate if not exercised precisely in the manner provided herein. Any extension of the Term shall be upon all the terms and conditions set forth in this Lease and all Exhibits thereto, except that: (i) during any period Tenant shall have no further option to extend the Term of time that Subtenant is in default under any provision of this Subleasethe Lease, other than as specifically set forth herein; (ii) if Subtenant has been Landlord shall not be obligated to contribute funds toward the cost of any remodeling, renovation, alteration or improvement work in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or Premises; and (iii) if Subtenant is not in occupancy of at least eighty percent Base Rent for any such Extension Period shall be the then Fair Market Base Rental (80%as defined below) of for the entire Subleased Premises both at for the time of the exercise of the Extension Right space and at the time of the commencement date of the Sublease Extension Term. The Extension Right term involved, which shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cureddetermined as set forth below.

Extension Option. Subtenant Tenant shall have the right (the “Extension Right”) and option to extend the Term of this Sublease Lease for a single two (2) additional period extension terms of three five (35) months years each. Each such option must be exercised, if at all, by giving Landlord prior written notice, at least one year in advance (the “Sublease Extension TermExercise Deadline”) on of the expiration date of the then current lease Term, of Tenant’s election to extend the lease Term; it being agreed that time is of the essence and that this option is personal to Tenant and is non-transferable to any assignee or sub lessee (regardless of whether any such assignment or sublease was made with or without Landlord’s consent) or other party. Except as follows, and subject to the following conditions, each extension Term shall be under the same terms and conditions as provided in the Lease: (a) Tenant’s extension option shall be void at Landlord’s option if there exists any event of default by Tenant under this Sublease Lease beyond any applicable notice and cure period at the time Tenant exercises an extension option or as of the commencement date of an extension term; (other than Base b) there shall be no further options to extend the term beyond the second extension term; (c) Tenant shall accept the Premises in their “as is” condition, without any obligation on the part of Landlord to provide any tenant improvements or tenant improvement allowance; and (d) The Minimum Annual Rent for the extension term will be the “Market Rent) ” for the Premises as determined and defined pursuant to the provisions of this Section. The Market Rent shall be determined as follows: Within 10 business days after Landlord receives timely notice from Tenant exercising Tenant’s extension option, Landlord will give notice to Tenant of its determination of the Market Rent of the Premises, and Landlord’s determination will constitute the Market Rent unless Tenant objects by giving Sublandlord Landlord written notice of its election objection within 10 business days after Tenant’s receipt of Landlord’s determination. If Tenant so objects, and the parties are unable to agree upon the Market Rent within 30 days after the Tenant’s objection, then by written notice to Landlord within 2 business days thereafter Tenant may request arbitration of the Market Rent under this paragraph. If Tenant does not timely give such notice requesting arbitration, Tenant’s exercise of the Extension Right extension option will be deemed rescinded, and Tenant’s extension option shall be null and void. If arbitration is timely requested by Tenant, the Market Rent will be determined by appraisal within 90 days after Tenant’s request by a board of appraisers consisting of three reputable real estate professionals experienced in the leasing of commercial office/industrial space (each an “Expert”). One Expert will be appointed by Tenant, and the second Expert will be appointed by Landlord. Landlord and Tenant will each appoint their respective Experts within 30 days following Tenant’s arbitration request. The third Expert will be appointed by the first two Experts. If the first two Experts are unable to agree on a third Expert within 10 business days after the appointment of the second Expert, or if either party refuses or neglects to appoint an Expert as herein provided, then the third Expert or the second Expert, whose appointment was not made as provided above, may be appointed by any judge of the Hennepin County District Court. Any Expert appointed by a judge of the Hennepin County District Court shall be a reputable real estate appraiser experienced in appraising the rental value of commercial office space, and shall be a member of the American Institute of Real Estate Appraisers with the designation of “MAI.” The Experts shall be instructed to reach their respective determinations within 45 days of the appointment of the third Expert. If determinations of at least eight (8) months prior to the Expiration Date two of the initial TermExperts are identical in amount, which notice, once given, shall that amount will be irrevocabledetermined to be the Market Rent. If Subtenant timely elects to exercise such right to the Sublease Extension Term, determinations of all three Experts are (i) if neither Sum A nor Sum B differs from the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103middle appraised value by more than 10% of the rate in effect with respect to such portion middle appraised value, then the Market Rent will be the average of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Subleasethree appraisals, (ii) if Subtenant has been in default under any provision of this Sublease two either Sum A or Sum B (2but not both) or differs from the middle appraised value by more times, whether or not the defaults are cured, during the last year than 10% of the initial Term middle appraised value, then the Market Rent will be the average of this Subleasethe middle appraised value and the appraised value closer in amount to the middle appraised value, or and (iii) if Subtenant is not in occupancy of at least eighty percent (80%) both Sum A and Sum B differ from the middle appraised value by more than 10% of the entire Subleased Premises both at middle appraised value, then the time Market Rent will be equal to the middle appraised value. Written notice of the exercise Market Rent as duly determined in accordance with this Section shall be promptly given to Landlord and Tenant and will be binding and conclusive on them. Each party will bear its own expenses in connection with the board proceeding (including the Expert appointed by it), and the fees of the Extension Right and third Expert will be borne equally. If, for any reason, the Market Rent has not been determined at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate extension term, then the Market Rent will be the amount set forth in Landlord’s determination, and be of no further force or effect even after Subtenant’s due and timely exercise if the determination of the Extension RightExperts as provided above indicates that a lesser or greater amount should have been paid than that which was actually paid, if after such exercise, but prior a proper adjustment will be made in a payment from Landlord to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this SubleaseTenant, or (ii) Subtenant has defaulted two (2) or more times during Tenant to Landlord, as the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedcase may be.

Extension Option. Subtenant Landlord and Tenant agree that, (i) so long as there then exists no default either at the time of exercise or at the first day of the Extension Term (as hereinafter defined), (ii) this Lease is in full force and effect, and (iii) Tenant is in occupancy of the entire Premises, Tenant shall have the right and option to extend the initial Term hereof for one additional five (5) year periods (the “Extension RightTerm”) upon written notice to Landlord given not less than nine (9) months prior and not more than twelve (12) months prior to the expiration of the applicable Expiration Date. The parties agree that if Tenant fails to exercise its option to extend the initial term strictly within the time period set forth in this Section, then Tenant’s right to extend the initial Term of this Sublease for a single additional period of three (3) months (shall automatically lapse and Tenant shall have no right to extend the “Sublease Term. In the event that Tenant shall exercise the option granted hereunder, the Extension Term”) on Term shall be upon the same terms and conditions as are in effect under this Sublease (other than Lease immediately preceding the commencement of such option period except that the Annual Base Rent) by giving Sublandlord written notice of its election to exercise Rent due from the Extension Right at least eight (8) months prior to Tenant for the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease applicable Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal increased to 103100% of the rate in effect with respect Fair Market Rent as provided hereinbelow. Tenant shall have no further rights or options whatsoever to extend the term beyond the expiration of such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The initial and the Extension Right shall terminate and be of Term are hereinafter sometimes collectively referred to as the “term” or “Term.” If Tenant exercises the right to extend the Term as herein provided, then no further force or effect even after Subtenant’s due and timely exercise later than 180 days prior to the first day of the Extension RightTerm, Landlord shall notify Tenant in writing of Landlord’s determination of Fair Market Rent for the Premises for the Extension Term (“Landlord’s Rental Notice”). If Tenant does not object to Landlord’s determination of such Fair Market Rent by written notice to Landlord within ten (10) days after the date of Landlord’s Rental Notice, then Tenant shall be deemed to have accepted the Fair Market Rent set forth in Landlord’s Rental Notice. If Tenant does timely object to Landlord’s Rental Notice, and the parties cannot agree upon the Fair Market Rent within thirty (30) days after Landlord receives Tenant’s notice of objection, then the market rate shall be submitted to arbitration as follows: “Fair Market Rent” shall be determined by impartial arbitrators (who shall be qualified real estate appraisers or brokers with at least ten (10) years of experience dealing with like types of properties in the Cypress, California area), one to be chosen by the Landlord, one to be chosen by Tenant, and a third to be selected, if necessary, as below provided, and shall reflect the current fair market rent for buildings of comparable size, quality age and location in the Cypress, California area and the value of all concessions then being offered in the market for comparable space (“Fair Market Rent”). The unanimous written decision of the two first chosen (without selection and participation of a third arbitrator), or otherwise the written decision of a majority of three arbitrators chosen and selected as aforesaid, shall be conclusive and binding upon Landlord and Tenant. Landlord and Tenant shall each notify the other of its chosen arbitrator within ten (10) days following the call for arbitration and, unless such two arbitrators shall have reached an unanimous decision within thirty (30) days after such exercisetheir designation, but prior they shall so notify the then President of the American Arbitration Association and request him to select an impartial third arbitrator to determine the Fair Market Rent as herein defined. Such third arbitrator and the first two chosen shall render their decision within thirty (30) days following the date of appointment of the third arbitrator and shall notify Landlord and Tenant thereof, which decision shall be final and binding on the parties. Landlord and Tenant shall each pay the expenses of its own arbitrator and shall share the payment of expenses of the third arbitrator equally, regardless of the outcome of arbitration. If the dispute between the parties as to a market rate has not been resolved before the commencement date of Tenant’s obligation to pay Annual Base Rent based upon such market rate, Tenant shall pay Annual Base Rent under the Sublease Extension Term, Lease based upon the fair market rate designated by Landlord until either (i) Subtenant fails agreement of the parties as to timely cure any default by Subtenant under this Subleasethe market rate, or (ii) Subtenant has defaulted two (2) or more times during the period from the date decision of the exercise arbitrators, as the case may be, at which time Tenant shall promptly pay any underpayment of Annual Base Rent to Landlord, or Landlord shall credit the Extension Right overpayment of Annual Base Rent against the next installment of rental or other charges due to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedLandlord hereunder.

Extension Option. Subtenant Provided that Tenant is not in default under any of the terms and conditions of the Lease (as amended hereby), Tenant shall have the right (the “Extension Right”) to extend the Term term of this Sublease the Lease for a single one additional period of three sixty (360) months (the “Sublease "Extension Term”Option") from and after the Expiration Date (the "Extension Termination Date") by written notice to Landlord given at least nine (9) months prior to the Expiration Date. In the event the Extension Option is timely exercised, the term of the Lease shall be extended on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionconditions, except that it may (subject to obtaining the consent of Prime Lessor base rent during the Extension Option term shall be equal to the extent required under Section 22 fair market rental value of the Prime leased premises, as determined below. Except as provided in this Section 8, Tenant has no other options to extend or renew the term of the Lease) be assigned . Landlord and Tenant shall endeavor in connection with a Corporate Permitted Assignment good faith to reach agreement on the then current fair market rental value of this Subleasethe leased premises. Notwithstanding In no event shall the foregoing, Subtenant may not exercise base rent for the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not Option term be less than the defaults are cured, during base rent for the last year of the initial Term Extended Term. If Landlord and Tenant are unable to agree on the fair market rental value of this Subleasethe leased premises on or before the date that is one hundred twenty (120) days prior to the Expiration Date, the same shall be determined by arbitration conducted in accordance with the rules and regulations of the American Arbitration Association ("AAA"). The parties shall attempt to agree on a single arbitrator (a "Referee"). The Referee must be a real estate broker licensed by the jurisdiction where the leased premises is located with at least ten (10) years of leasing experience in the locality where the leased premises is located. If the parties cannot agree on the appointment of the Referee either party may request the AAA to appoint a Referee meeting the foregoing requirements. If the AAA shall fail to appoint such a Referee within ten (10) days of such request, either party may apply to a court of competent jurisdiction for the appointment of a Referee. Within fifteen (15) days after the selection of the Referee, the parties shall submit to the Referee their respective estimates of the fair market rental value of the leased premises. Within thirty (30) days following the selection of the Referee, the Referee shall, without adding to, subtracting from or otherwise modifying the Lease (iiias amended hereby) if Subtenant or such estimates, select one of the estimates to be the fair market rental value. The Referee's decision shall be final. If the base rent for the Extension Option term is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but determined prior to the commencement date of such Extension Option term, Tenant shall continue to pay the Sublease Extension Term, base rent for the term as currently in effect pursuant to the Lease (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during as amended hereby). When the period from the date of the exercise of fair market rental value for the Extension Right Option term is determined, the base rent for such period shall be recomputed and if such recomputed base rent for such period is in excess of such interim base rent paid for such period, Tenant shall immediately pay Landlord an amount equal to such excess. Conversely, if such recomputed base rent for such period is less than such interim base rent paid for such period, Landlord shall apply such amount against the date next installment(s) of base rent coming due under the commencement of the Sublease Extension Term, whether or not such defaults are curedLease (as amended hereby).

Extension Option. Subtenant shall have the right (the “Extension Right”a) to extend the Term Provided that as of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date Notice (as hereinafter defined) and as of the commencement of the Sublease Extension Term (i) this Lease is in full force and effect, (ii) the original Tenant or any Permitted Assignee (as defined in Section 6.2.1) named herein is in occupancy of the entire Premises, (iii) Tenant is not in default beyond any applicable grace period, and (iv) Tenant has not assigned this Lease or sublet all or any part of the Premises, Tenant shall have the right to extend the term of this Lease for one (1) additional period of five (5) years, such period to begin immediately upon the expiration of the Original Term of this Lease (the “Extension Term”). All of the terms, covenants and provisions of this Lease shall apply to such Extension Term, whether except that (x) the Annual Fixed Rent Rate for the Extension Term shall be equal to 95% of the Fair Rental Value of the Premises at the commencement of such Extension Term, as determined pursuant to this Section 2.3, and (y) Landlord shall have no obligation to make any alterations or improvements to the Premises, or to provide any allowances, inducements or other payments of any kind to Tenant in connection therewith. If Tenant shall elect to exercise the aforesaid option, it shall do so by giving Landlord notice (an “Extension Notice”) in writing of its intention to do so not later than twelve (12) months prior to the expiration of the Original Term of this Lease. Accordingly, if Tenant fails timely to exercise its option for the Extension Term and to deliver the Extension Notice on or before the exercise date specified above, then Tenant shall have no further right or option to extend the term of this Lease hereunder or otherwise. (b) If Tenant timely and properly gives such defaults Extension Notice with regard to the Extension Term, the Term of this Lease shall be automatically extended for the Extension Term without the execution of any additional documents, unless Tenant rescinds such Extension Notice in accordance with the terms and conditions provided in Section 2.3(d). Without limiting the foregoing, if Tenant elects to exercise its option to extend the Term for the Extension Term, in accordance with this Section 2.3 and the foregoing conditions precedent are curedfully and completely satisfied, and Tenant does not rescind its Exercise Notice as provided in Section 2.3(d), then Landlord and Tenant shall enter into an amendment to this Lease to confirm such exercise and to document all modifications to this Lease resulting from the exercise of such option; provided, however, the execution of such amendment shall not be a condition precedent to the valid exercise by Tenant of the extension option granted herein. (c) For the purposes hereof, the “Fair Rental Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease renewal or extension with respect to comparable space in a comparable building located in Boston, Massachusetts for a comparable term, upon all of the other business terms of this Lease, assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental shall reflect the location of the Building, the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by Tenant and all applicable brokerage commissions. (d) Landlord will deliver a written notice (the “Fair Market Value Notice”) to Tenant setting forth the Landlord’s determination of the Fair Market Value within ten (10) business days after receipt of the Exercise Notice. If Tenant disagrees with Landlord’s designation of the Fair Rental Value, and the parties cannot agree thereon, then within thirty (30) days after receipt of the Fair Market Value Notice, Tenant shall notify Landlord of such disagreement and the Fair Rental Value shall be determined by the appraisal process set forth in Article 10 hereof. Notwithstanding anything to the contrary contained herein, upon receipt of the Fair Market Value Notice, Tenant shall have ten (10) business days to notify Landlord (a “Rescission Notice”) that Tenant rescinds its exercise of its right to extend pursuant to this Section 2.3. If Tenant fails to timely and properly give such Rescission Notice, then the Term of this Lease shall be automatically extended for the Extension Term without the execution of any additional documents. (e) If Tenant exercises its right of appraisal and the appraisal has not been concluded at the commencement of the Extension Term, Tenant shall pay annual Fixed Rent at the rate in effect on the last day of the Original Term (with a reconciliation and any required adjustment promptly upon the determination of Fair Rental Value for the Extension Term as provided herein) and Additional Rent as provided in Section 4.2 hereof. If the Fair Rental Value as determined by appraisal is greater than or less than Fair Rental Value as determined by Landlord, then any adjustment required to correct the amount previously paid shall be made by payment by the appropriate party ten (10) days after such determination of Fair Rental Value. (f) Time is of the essence of this Section 2.3.

Extension Option. Subtenant shall have the right Tenant is hereby granted three (the 3) successive options (each an “Extension RightOption”; collectively, “Options”) to extend the Term for an additional term of this Sublease five (5) years for a single additional period of three each Option (3) months (the each an “Sublease Extension Term”), beginning on the day after the expiration of the then-current Term and continuing for five (5) years (unless terminated sooner pursuant to any other terms or provisions of this Parking Lot Lease), on all of the same terms and conditions as set forth in this Sublease Parking Lot Lease, including without limitation the payment of Monthly Rent and, if applicable, Accelerated Rent (as such terms are defined in Section 2 below). Each Option may be exercised by Tenant only by delivery of written notice thereof to Landlord (“Extension Notice”), which notice must be received by Landlord at least six (6) full calendar months before the expiration of the then-current Term and, once given, shall be irrevocable and binding on both parties; provided, however, that Tenant shall be deemed to have automatically exercised an extension option under this Parking Lot Lease if Tenant timely exercises an extension option expressly set forth in the Building Lease covering the same period. If Tenant fails to timely deliver such written notice (and Tenant is not deemed to have automatically exercised an extension option as provided by the foregoing sentence), or if this Parking Lot Lease is terminated pursuant to any other than Base Rent) terms or provision of this Parking Lot Lease prior to the expiration of the Term, the Options shall terminate, and Tenant shall have no right to renew or extend the Parking Lot Lease. Each Option shall be exercisable by giving Sublandlord written Tenant on the express condition that at the time of delivery of Tenant’s notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial TermOption, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but all times prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any Tenant shall not be in default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedParking Lot Lease beyond any applicable notice and cure period.

Extension Option. Subtenant shall have Any options under the right Lease to extend the Term or renew the Lease are no longer available to Tenant; provided, however, Landlord hereby grants Tenant an option (the “Extension RightOption”) to extend the Term term of this Sublease the Lease for a single three additional period consecutive terms of three (3) months five years each (the “Sublease Extension TermOption Terms”) on ). The Option Terms apply only to the same Premises, and are subject to the following terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord conditions: A. Tenant shall deliver written notice of its election interest in exercising the Option (“Tenant’s Notice”) to Landlord not less than 180 days prior to the expiration of the then-existing Lease term. If the Landlord does not receive the Tenant’s Notice to exercise the Extension Right at least eight (8) months Option in advance of the 180 days prior to the Expiration Date expiration, Landlord will give final notice to Tenant of expiration of the initial TermOption, which noticeand Tenant shall have 15 days from the final notice to provide Tenant’s Notice. Not later than thirty (30) days after receiving Tenant’s Notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion Landlord will notify Tenant of the Subleased Premises shall be payable at a rate equal to 103% of Base Rental applicable during the rate Option Term in effect accordance with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlordsubparagraph E below (“Landlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right Notice”). B. Tenant has either (i) during any period 15 days after receipt of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after SubtenantLandlord’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this SubleaseNotice, or (ii) Subtenant has defaulted two (2) or more times in the event of a dispute over computation of the applicable Base Rental during the period from Option Term, 15 days after the date conclusion of an arbitration proceeding as set forth in subparagraph D below, to exercise the Option by delivering notice of exercise to Landlord. If Tenant timely exercises the Option, the Term will be deemed extended on the terms of this Section and the Extension Right parties will execute an amendment evidencing the extension. C. Unless Landlord is timely notified by Tenant in accordance with subparagraphs A and B above, it will be conclusively deemed that Tenant has not exercised the Option and the Lease will expire in accordance with its terms on the Expiration Date. D. Tenant’s rights pursuant to this Paragraph are personal to Tenant and may not be assigned. Tenant’s right to exercise the date Option is conditioned on no Event of Default existing at the time of exercise or at the time of commencement of the Sublease Extension Option Term under this Lease or under the 2600 Lease. E. The Option granted hereunder will be upon the terms of the Lease, except that the Base Rental during the Option Term will be [ * ] of the fair market rate at which space in comparable flex/office buildings in Longmont as if such space were available for leasing “as-is” without regard to improvements performed by Tenant for a lease term paralleling the Option Term, whether but in no event will the Base Rental be less than the Rent in effect immediately prior to commencement of the Option Term. If the Parties do not agree upon the Base Rental for the Option Term, then such matters in issue shall be determined by binding arbitration conducted in Boulder in accordance with the commercial arbitration rules of the American Arbitration Association. Such arbitration shall be conducted as a “baseball” style arbitration, so that the only decision of the arbitration shall be to adopt the proposed Base Rental of either Landlord or not such defaults Tenant. The arbitration shall be held before a single arbitrator, who shall be an independent expert in the Colorado commercial real estate industry mutually acceptable to the Parties. If the Parties are curedunable to agree on an arbitrator, the arbitrator shall be an independent expert as described in the preceding sentence selected by the chief executive of the Denver office of the American Arbitration Association. The decision rendered by the arbitrator shall be written, final and non-appealable and may be entered in any court of competent jurisdiction. The costs of any arbitration, including administrative fees and fees of the arbitrators, shall be shared equally by the Parties, unless otherwise determined by the arbitrator. Each Party shall bear the cost of its own attorneys’ and expert fees; provided that the arbitrator may in his discretion award to the prevailing Party the costs and expenses incurred by the prevailing Party in connection with the arbitration proceeding. THE PARTIES AND ARBITRATOR SHALL USE ALL DILIGENT EFFORTS TO COMPLETE ANY ARBITRATION OF A CLAIM OR DISPUTE DESCRIBED IN THIS SECTION 8(E) WITHIN THIRTY (30) DAYS OF APPOINTMENT OF THE ARBITRATOR. F. After exercise, or failure to exercise the Option, Tenant shall have no further rights to extend the Term.

Extension Option. Subtenant shall have Provided that this Lease is then in full force and effect, that Tenant is not then in default under this Lease, and that Tenant is then occupying all of the right (the “Extension Right”) Premises, Landlord hereby grants to Tenant an option to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) Lease, on the same terms and conditions set forth in this Lease, except as this Sublease (other than set forth below with respect to Base Rent, for one (1) by giving Sublandlord written notice additional three (3) year term (the "Option Period") commencing as of its election the last day after the expiration of the Initial Term and ending the last day of the thirty-sixth (36th) month thereafter. Base Rent for the Option Period shall be the Fair Market Rental Rate (as hereinafter defined). Tenant's right to exercise the Extension Right option to extend shall be conditioned upon Landlord's receipt, no later than one-hundred eighty (180) days prior to the expiration of the Initial Term, of Tenant's then current certified financial statements showing a creditworthiness at least eight equal to the creditworthiness demonstrated to Landlord by Tenant prior to execution of this Lease; provided, however, Landlord may, in its sole discretion, elect to waive such condition. The option to extend shall be exercised, if at all, by written notice (8) "Option Notice") given by Tenant to Landlord no later than twelve (12) full calendar months prior to the Expiration Date expiration of the initial Initial Term, which notice, once time being of the essence. Once the Option Notice is given, Tenant's exercise of such option shall be irrevocable. If Subtenant timely elects to exercise such the option hereby granted is not so exercised, Tenant shall have no further right to extend the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.

Extension Option. Subtenant shall have the right Landlord hereby grants Tenant one (the “Extension Right”1) option to extend the Term term of this Sublease the Lease for a single one additional period of three five (35) months years (the “Sublease Extension Option Term”) on ), commencing immediately after the expiration of the initial term, upon the same material terms and conditions contained herein, except that (i) the Monthly Base Rent for the Premises shall be equal to ninety-five percent (95%) of the fair market rent for the Premises based upon comparable space in the area of Berkeley and/or Emeryville, California as this Sublease determined in the manner set forth below, but in no event shall the Monthly Base Rent for the Option Term be less than the Monthly Base Rent at the time of Tenant’s Option Notice to the Landlord, and (other than Base Rentii) by giving Sublandlord written notice Tenant shall accept the Premises in an “as is” condition without any obligation of its Landlord to repaint, remodel, repair, improve or alter the Premises. Tenant’s election to exercise the Extension Right at least eight option granted herein must be given to Landlord in writing no more than eleven (8) 11) months and no less than nine (9) months prior to the Expiration Date expiration of the initial Termterm (the “Notice Period”). In determining fair market rent for the Premises, which notice, once given, any Improvements made at Tenant’s expense shall be irrevocabledisregarded. If Subtenant timely elects to exercise such right Tenant properly exercises the option granted herein, references in the Lease to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises term shall be payable at a rate equal deemed to 103% mean and include the Option Term unless the context clearly provides otherwise. Notwithstanding anything to the contrary contained, herein, all option rights of the rate in effect with respect Tenant pursuant to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant this Section shall automatically terminate without notice and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force and effect, whether or effect even after Subtenant’s due and not Tenant has timely exercised the option granted herein, if (i) a Default exists at the time of exercise of the Extension Right, if after such exercise, but prior to option or at the time of commencement date of the Sublease Extension Option Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant Tenant has defaulted two sublet more than 50% of the Premises or Tenant has assigned the Lease. Within thirty (230) or more times days after receipt of Tenant’s notice of exercise, Landlord shall provide Tenant with a notice of its estimate of Monthly Base Rent during the period from Option Term (“Landlord’s Notice”). If Tenant does not accept the date Monthly Base Rent set forth in Landlord’s Notice, then Tenant shall notify Landlord of its objection to Landlord’s determination within twenty (20) business days following receipt of Landlord’s Notice by providing its determination of the exercise fair market rent for the Premises in accordance with (i) below. If Tenant fails to so notify Landlord within said twenty (20) business days, Landlord’s determination of Monthly Base Rent for the Premises shall be final and binding upon the parties and Tenant shall have no further rights to rescind the option. If the parties are unable to agree upon the fair market rent for the Premises within ten (10) days after Landlord’s receipt of notice of Tenant’s objection, the amount of Monthly Base Rent as of commencement of the Extension Right Option Term shall be determined as follows: i) Within twenty (20) days after receipt of Landlord’s Notice specifying fair market rent, Tenant, at its sole expense, shall obtain and deliver in writing to Landlord a determination of the fair market rent for the Premises for a term equal to the date Option Term from a broker (“Tenant’s broker”) licensed in the State of California and engaged in the office brokerage business in the area of Emeryville, California, for at least the immediately preceding five (5) years. If Landlord accepts such determination, the Monthly Base Rent for the Option Term shall be set to an amount equal to the amount determined by Tenant’s broker. ii) If Landlord does not accept such determination, within fifteen (15) days after receipt of the determination of Tenant’s broker, Landlord shall designate a broker (“Landlord’s broker”) licensed in the State of California and engaged in the office brokerage business in the area of Emeryville, California, for at least the immediately preceding five (5) years. Landlord’s broker and Tenant’s broker shall name a third broker, similarly qualified, within five (5) days after the appointment of Landlord’s broker, without informing such third broker of the determinations by Landlord’s broker or Tenant’s broker. The third broker shall independently assess the fair market value of the Premises within fifteen (15) days following the appointment of the third broker. At the end of such 15-day period, the determinations of the three brokers shall be compared, and the Monthly Base Rent as of the commencement of the Sublease Extension Option Term shall be that figure submitted by Landlord’s broker or Tenant’s broker which is closest to the fair market rent as determined by the third broker. iii) 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 Tenant’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. If the amount of the fair market rent is not known as of the commencement of the Option Term, whether or not then Tenant shall continue to pay the Monthly Base Rent in effect at the expiration of the initial term until the amount of the fair market rent is determined. When such defaults are cureddetermination is made, Tenant shall pay any deficiency to Landlord upon demand.

Extension Option. Subtenant Tenant shall have the right option (the “First Extension RightOption”) to extend the Term of this Sublease Lease for a single an additional period of three five (35) months years, commencing on the day following the originally scheduled Expiration Date and expiring on the day immediately preceding the five (5) year anniversary of the originally scheduled Expiration Date (the “Sublease First Extension TermTerm Expiration Date”) on the same terms and conditions as this Sublease (other than Base Rent) ), with such First Extension Option to be exercised by giving Sublandlord Tenant delivering to Landlord written notice of its election to exercise the Extension Right at least eight thereof not less than twelve (8) 12) months and not more than fifteen (15) months prior to the originally scheduled Expiration Date. Tenant’s right to exercise its First Extension Option is conditioned upon (a) no uncured Default of Tenant existing on the date of exercise or the date the First Extension Term (as hereinafter defined) is to commence, and (b) this Lease being in full force and effect. If Tenant exercises its First Extension Option, then the portion of the Term preceding the originally scheduled Expiration Date shall be referred to as the “Initial Term,” and the portion of the initial Term from and after the originally scheduled Expiration Date shall be referred to as the “First Extension Term.” The First Extension Term shall be upon all the same terms, covenants and conditions as the Initial Term, except (i) as to Basic Rent, which notice, once given, shall be irrevocable. If Subtenant timely elects determined as set forth in Section 1.1, (ii) that, except as set forth below with respect to exercise such right Tenant’s Second Extension Option (as hereinafter defined), Tenant shall have no further extension rights unless otherwise expressly provided herein or hereafter agreed to in writing by Landlord, (iii) Tenant shall not be entitled to any period of “free rent” for the Sublease First Extension Term, (iv) there shall be no Landlord Contribution or similar contribution from Landlord for tenant improvements in connection with such First Extension Term, and (v) Landlord shall be under no obligation to perform any improvements or related work to the Sublease Premises. Tenant shall have the option (the “Second Extension Option”) to extend the Term of this Lease for an additional period of five (5) years following the First Extension Term, commencing on the day following the originally scheduled First Extension Term shall commence Expiration Date and expiring on the day immediately following preceding the initial five (5) year anniversary of the originally scheduled First Extension Term Expiration Date, with such Second Extension Option to be exercised by Tenant delivering to Landlord written notice thereof not less than twelve (12) months and not more than fifteen (15) months prior to the originally scheduled First Extension Term Expiration Date. During Tenant’s right to exercise its Second Extension Option is conditioned upon (a) no uncured Default of Tenant existing on the Sublease date of exercise or the date the Second Extension TermTerm (as hereinafter defined) is to commence, Base Rent for each and (b) this Lease being in full force and effect. If Tenant exercises its Second Extension Option, then the portion of the Subleased Premises Term from and after the originally scheduled First Extension Term Expiration Date shall be payable at a rate equal referred to 103% of as the rate in effect with respect to such portion of “Second Extension Term.” The Second Extension Term shall be upon all the Subleased Premised on same terms, covenants and conditions as the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionInitial Term, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is as to Basic Rent, which shall be determined as set forth in default under any provision of this SubleaseSection 1.1, (ii) if Subtenant has been that Tenant shall have no further extension rights unless otherwise expressly provided herein or hereafter agreed to in default under any provision of this Sublease two (2) or more timeswriting by Landlord, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is Tenant shall not in occupancy be entitled to any period of at least eighty percent (80%) of “free rent” for the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Second Extension Term, (iiv) Subtenant fails to timely cure any default by Subtenant under this Sublease, there shall be no Landlord Contribution or (ii) Subtenant has defaulted two (2) or more times during the period similar contribution from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Landlord in connection with such Second Extension Term, whether and (v) Landlord shall be under no obligation to perform any improvements or not such defaults are curedrelated work to the Premises.

Extension Option. Subtenant Tenant shall have the right option (the “Extension RightOption”) to extend the Term of this Sublease Lease for a single an additional period of three five (35) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Termyears, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence commencing on the day immediately following the initial originally scheduled Expiration Date and expiring on the fifth (5th) anniversary of the originally scheduled Expiration Date, with such Extension Option to be exercised by Tenant delivering to Landlord written notice thereof not less than twelve (12) months and not more than fifteen (15) months prior to the originally scheduled Expiration Date. During Tenant’s right to exercise its Extension Option is conditioned upon (a) no Default of Tenant having occurred on or before the Sublease date of exercise or the date the Extension TermTerm is to commence, Base Rent for each (b) this Lease being in full force and effect, and (c) Replimune Group, Inc. having continuously occupied the entire Premises from the Term Commencement Date through the date of its exercise of such Extension Option and through the date on which the Extension Term is to commence. If Tenant exercises its Extension Option, then the portion of the Subleased Premises Term preceding the originally scheduled Expiration Date shall be payable at a rate equal referred to 103% of as the rate in effect with respect to such “Initial Term” and the portion of the Subleased Premised on Term from and after the initial originally scheduled Expiration Date. Date shall be referred to as the “Extension Term.” The Extension Right is personal to Subtenant Term shall be upon all the same terms, covenants and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionconditions as the Initial Term, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is as to Basic Rent, which shall be the Extension Term Basic Rent as determined as set forth in default under any provision of this SubleaseSection 1.1, (ii) if Subtenant has been that Tenant shall have no further extension rights unless otherwise expressly provided herein or hereafter agreed to in default under any provision of this Sublease two (2) or more timeswriting by Landlord, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is Tenant shall be required to provide security as described in ARTICLE 18, (iv) Tenant shall not in occupancy be entitled to any period of at least eighty percent (80%) of “free rent” for the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (iv) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease there shall be no landlord contribution for tenant improvements in connection with such Extension Term, whether and (vi) Landlord shall be under no obligation to perform any improvements or not such defaults are curedrelated work to the Premises.

Extension Option. Subtenant 50.01 (i) Provided that Tenant is not in default under this Lease beyond the grace period applicable to such default, if any, at the time of exercise of its option under this Section 50 or on the Expiration Date, the tenant first named herein (the “Named Tenant”) shall occupy not less than ninety (90%) percent of the entire Premises for the conduct of its business on the Expiration Date, the Named Tenant shall have the right (the “Extension Right”) to extend the Term term of this Sublease the Lease with respect to the entire Premises for a single additional five (5) year period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable). If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease The Extension Term shall commence on the day immediately following after the initial Expiration Date (the “Extension Term Comm. Date”) and shall expire on the fifth (5th) anniversary of the Expiration Date, unless the Extension Term shall sooner end pursuant to any of the terms, covenants or conditions of the Lease or pursuant to Law. During Tenant must give Landlord written notice of Tenant’s intention to exercise such option no later than three hundred sixty-five (365) days prior to the Sublease Expiration Date, as to which date time is of the essence, and upon the giving of such notice, subject to the provisions of the first sentence of this Section 50.01 and Subsection (vii), the term of the Lease shall be extended without execution or delivery of any other or further document, with the same force and effect as if the Extension Term had originally been included in the original term of the Lease. All of the terms, covenants and conditions of the Lease shall continue in full force and effect during the Extension Term, Base Rent for each portion including items of the Subleased Premises additional rent and escalation which shall be remain payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant terms herein set forth (provided, however that the provisions of Section 3.02 and Article 22 hereof shall not be assignable without Sublandlord’s applicable during the Extension Term) and Prime Lessor’s consent Tenant shall have no further right to extend the term of the Lease for any reason; provided, however, that in their respective sole discretion, except the event that it may (subject to obtaining the consent of Prime Lessor fixed annual rent payable by Tenant for the Premises during the Extension Term is equal to the extent required under Section 22 Escalated Rent (as more particularly defined below) (1) the phrase “Base Tax Year” as such term is defined in Article 32.0(iii) of the Prime Lease, shall mean the average of the Real Estate Taxes payable for (x) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding New York City real estate tax year commencing on July 1, 2017 and ending on June 30, 2018, and (y) the foregoingNew York City real estate tax year commencing on July 1, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease2018 and ending on June 30, (ii) if Subtenant has been in default under any provision of this Sublease two 2019, and (2) or more times, whether or not the defaults phrase “Base Year” and “Base Insurance Year” as such terms are cured, during defined in Article 49.02 shall mean the last year average of the initial Term of this SubleaseExpenses or Building Insurance Expenses, or (iii) if Subtenant is not as applicable, incurred in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right calendar year 2017 and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedcalendar year 2018.

Extension Option. Subtenant shall have the right (the “Extension Right”a) Landlord hereby grants Tenant an option to extend the Term of this Sublease (“Extension Option”) for a single one (1) additional period of three five (35) months years (the “Sublease Extension Option Term”) on ), commencing immediately after the same expiration of the Term. The Extension Option shall be upon the terms and conditions contained in this Lease, except that the initial Monthly Base Rent for the Premises during the Option Term shall be equal to 95% of the “fair market rent” for the Premises as this Sublease of the commencement of the Option Term (other than i.e., the rate that a willing, comparable, new (i.e., non-renewal), non-equity tenant would pay, and that a willing landlord of comparable office space in Point Richmond, California would accept at arms’ length), determined in the manner set forth in subparagraph 2.5(b) below. Notwithstanding anything to the contrary contained herein, in no event shall the Monthly Base RentRent payable (on a per square foot basis) by giving Sublandlord written notice Tenant during the Option Term be less than the Monthly Base Rent payable (on a per square foot basis) by Tenant as of its the last month of the initial Term. The fair market rent shall not take into account any Tenant Additions paid for by Tenant without reimbursement from Landlord. Tenant’s election to exercise the Extension Right at least eight Option (8) “Tenant’s Extension Notice”) must be given to Landlord in writing not less than nine (9) months prior to the scheduled Expiration Date Date. Notwithstanding anything to the contrary contained herein, the Extension Option exercised by Tenant shall, at Landlord’s option, be null and void and of no further force or effect if Tenant is in Default under this Lease as of the date of Tenant’s Extension Notice. (b) If Tenant properly exercises the Extension Option, the initial Monthly Base Rent during the Option Term shall be determined in the following manner. Landlord shall advise Tenant in writing of Landlord’s good faith, reasonable determination of the fair market rent (based on the definition of fair market rental set forth above) for the Premises as of the commencement of the Option Term (“Landlord’s Fair Market Proposal”) no less than ninety (90) days prior to the commencement of the Option Term, provided Landlord’s notification to Tenant of Landlord’s Fair Market Proposal shall specifically state that Tenant shall have fifteen (15) days after receipt of Landlord’s Fair Market Proposal within which to approve or disapprove Landlord’s Fair Market Proposal. If Tenant does not disapprove in writing Landlord’s Fair Market Proposal within fifteen (15) days after receipt of Landlord’s Fair Market Proposal, Landlord’s Fair Market Proposal shall be deemed disapproved. In the event Tenant disapproves in writing (or is deemed to have disapproved) Landlord’s Fair Market Proposal, Landlord and Tenant shall attempt in good faith to agree upon the fair market rent within twenty (20) days of Tenant’s notice of or deemed disapproval. If after such twenty (20) day period, Landlord and Tenant have not agreed in writing as to the fair market rent, the parties shall determine the fair market rent in accordance with the procedure set forth below. (i) Within five (5) days after the expiration of such twenty (20) day period, Tenant shall notify Landlord of the name and address of the broker appointed to represent Tenant (“Tenant’s Broker”). Tenant’s Broker shall be licensed in the State of California, engaged in the brokerage business in the San Francisco-East Bay commercial real estate market for at least the immediately preceding five (5) years, and familiar with the office market in the cities of Richmond, Berkeley and Emeryville, California. Within ten (10) days of the appointment of Tenant’s Broker’s, Tenant shall advise Landlord in writing of Tenant’s Broker’s good faith, reasonable determination of the fair market rent for the Premises as of the commencement of the Option Term (“Tenant’s Broker’s Fair Market Proposal”). Landlord shall have ten (10) days after receipt of Tenant’s Broker’s Fair Market Proposal within which to approve or disapprove Tenant’s Broker’s Fair Market Proposal. In the event Landlord disapproves in writing Tenant’s Broker’s Fair Market Proposal, Landlord and Tenant shall attempt in good faith to agree upon the fair market rent within ten (10) days of Landlord’s notice of disapproval. If after such ten (10) day period, Landlord and Tenant have not agreed in writing as to the fair market rent, the parties shall determine the fair market rent in accordance with the procedure set forth below. (ii) If Landlord and Tenant are unable to agree upon the fair market rent within such ten (10) day period, Landlord and Tenant shall, within five (5) days thereafter, appoint a second broker meeting the qualifications set forth above with the added qualification that such second broker shall not have previously acted for either Landlord or Tenant. Within five (5) days following the appointment of the second broker, the second broker shall deliver his or her written determination of the fair market rent to Landlord and Tenant. If the second broker’s determination of fair market rent falls between Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal, the second broker’s determination shall be deemed to be the fair market rent for purposes of determining the initial Monthly Base Rent for the Premises for the Option Term. If the second broker’s determination falls outside of Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal, whichever of Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal most closely reflects the fair market rent as determined by the second broker shall be deemed to be the fair market rent for purposes of determining the initial Monthly Base Rent for the Premises for the Option Term, and such determination shall be binding on both Landlord and Tenant. Tenant shall pay all costs, commissions and fees of Tenant’s Broker in connection with such determination of the fair market rent. The costs and fees of the second broker shall be paid one-half by Landlord and one-half by Tenant. (c) If the amount of the fair market rent has not been determined in accordance with this Section 2.5 as of the commencement of the Option Term, then Tenant shall continue to pay the Monthly Base Rent in effect during the last month of the initial Term, which noticeuntil the amount of the fair market rent is determined. When such determination is made, once given, Tenant shall pay any deficiency to Landlord within twenty (20) days after such determination. (d) The Monthly Base Rent payable hereunder during the Option Term shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty increased by three percent (803%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time on each anniversary of the commencement date of the Sublease Extension Option Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.

Extension Option. Subtenant (a) Provided: (i) there is no current monetary Event of Default by Tenant under this Lease at such time; (ii) Intentionally Deleted; (iii) this Lease is in full force and effect; (iv) Tenant is SailPoint Technologies, Inc. or any Permitted Transferee; and (v) Tenant is then occupying 70% of the Premises for the conduct of Tenant’s business, Tenant shall have the right (the “Extension Right”) to extend the Term (“Extension Option”) for 60 months beyond the end of this Sublease for a single additional period of three the Initial Term (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease by delivering Tenant’s written extension election notice (other “Tenant’s Extension Notice”) to Landlord no later than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) Deadline and no sooner than the date that is 21 months prior to the Expiration Date expiration of the initial Initial Term, which notice, once given, shall be irrevocablewith time being of the essence. If Subtenant timely elects to exercise such right The “Extension Deadline” means the date that is 18 months prior to the Sublease Extension expiration of the Initial Term, . The terms and conditions of this Lease during the Sublease Extension Term shall commence on remain unchanged except Tenant shall only be entitled to the day immediately following 1 Extension Term provided above, the initial Expiration Date. During the Sublease Extension Term, Base annual Fixed Rent for each portion the Extension Term shall be the Extension Rent (as defined below), the Expiration Date shall be the last day of the Subleased Premises shall be payable at a rate equal Extension Term (or such earlier date of termination of this Lease pursuant to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionterms hereof), and, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 taken into account in the determination of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment Extension Rent, Landlord shall have no obligation to perform any tenant improvements to the Premises or provide any tenant improvement allowance to Tenant. Upon Tenant’s delivery of this Sublease. Notwithstanding the foregoingits written extension election notice, Subtenant Tenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the thereafter revoke its exercise of the Extension Right and at the time of the commencement date of the Sublease Extension TermOption unless Landlord does not perform its obligations hereunder. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior Notwithstanding anything to the commencement date of contrary in this Lease, Tenant shall have no right to extend the Sublease Term other than or beyond the 1, 60-month Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under Term described in this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedparagraph.

Extension Option. Subtenant Provided (i) that this Lease shall be in full force and effect; (ii) that BTRL Contracts and Services, Inc. (or a permitted assignee of Tenant [which is a related party to Tenant] pursuant to the provisions of Section 15 hereof) shall be the tenant hereunder; and (iii) that Tenant shall not be in default under any of the terms, provisions, covenants or condition of this Lease, then, and only in such event, Tenant shall have the right (the “Extension Right”) right, at Tenant's sole option, to extend the Term term of this Sublease Lease for a single two (2) additional periods of five (5) years each ("Extension Terms"). Each such extension option shall be exercisable by Tenant giving written notice of the exercise of such extension option to Landlord no sooner than three hundred sixty-five (365) days and no later than one hundred eighty (180) days prior to the expiration date of the then-current term; provided, however, in the event Tenant fails to exercise any option to extend during the aforesaid period of three (3) months (the “Sublease such extension option shall become null and void and all rights with respect thereto and with respect to any subsequent extension option shall become null and void and all rights with respect thereto and with respect to any subsequent extension option shall automatically terminate and expire. Each Extension Term”) on Term shall be upon the same terms terms, covenants and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior set forth herein with respect to the Expiration Date Lease Term, except that Minimum Annual Rent payable during each Lease Year of each Extension Term shall be computed in the following manner. On the first day of the initial first Lease Year of the first Extension Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to and on the Sublease first day of each Lease Year thereafter during the remainder of the first Extension Term and during the Second Extension Term, the Sublease Minimum Annual Rent (then in effect) shall be adjusted by one hundred percent (100%) of any change in the Index now known as "United States Bureau of Labor Statistics, Consumer Price Index for All Urban Consumers, All Items (1982-1984=100)" ("Index"), provided, however, that the amount of Minimum Annual Rent payable by Tenant during any Lease Year of an Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal pursuant to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and this provision shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty less than one hundred three percent (80103%) of the entire Subleased Premises both at Minimum Annual Rent paid during the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Termprevious Lease Year. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior Subject to the commencement date foregoing, each such adjustment shall be accomplished (and shall be effective for the entire then- operative Lease Year) by adding to the Minimum Annual Rent (then in effect) the amount created by multiplying the Minimum Annual Rent then in effect by the amount created by subtracting one (1) from a fraction, the numerator of which shall be the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right most recently published monthly Index figure prior to the date of the commencement adjustment, and the denominator of which shall be the published monthly Index figure for the same month of the Sublease Extension Termprevious year. Landlord shall give Tenant written notice of each such adjustment and the amount of Minimum Annual Rent payable during the forthcoming Lease Year. Should said Index cease to be published, then the closest similar published Index by an agency of the United States Government shall be substituted. Should there be no such substitute, then the parties hereto shall, under rules of the American Arbitration Association, agree to a substitute formula, or source, designed to accomplish the same original purpose of this provision. This extension option is personal to Tenant, and shall not be available to any other subtenant or assignee of the Lease (other than a party which is related to Tenant), regardless of whether such sublease or not such defaults are curedassignment was approved by Landlord in the manner described herein.

Extension Option. Subtenant shall Tenant will have the right (the “Extension Right”) and option to extend the Term of this Sublease the Lease for a single additional period one extension term of three (3) 5 years. This extension option must be exercised, if at all, by giving Landlord prior written notice, at least 12 months in advance (the “Sublease Extension "Exercise Deadline") of the Expiration Date of the then current lease Term”, of Tenant's election to extend the lease Term; it being agreed that time is of the essence and that this option is personal to Tenant and is non­transferable to any assignee or sublessee (regardless of whether any such assignment or sublease was made with or without Landlord's consent) on or to any other person or entity. The preceding sentence notwithstanding, this extension option will transfer to. and inure to the benefit of, any Affiliate of Tenant to which this Lease is assigned. The extension term will be under the same terms and conditions as this Sublease provided in the Lease except as follows: (other than Base Renta) by giving Sublandlord written notice there will be no further options to extend the Term; (b) Tenant will accept the Premises in its "as is" condition, without any obligation on the part of Landlord to provide any tenant improvements or tenant improvement allowance; and (c) the Minimum Annual Rent for the extension term will be the fair market net rental negotiated between Landlord and Tenant as follows: If Tenant wishes to preserve its election rights to exercise the Extension Right at least eight (8) its extension option, Tenant must give Landlord, not more than 18 months prior to and not less than 15 months in advance of the Expiration Date of the initial then current lease Term, which noticea written request for Landlord's determination of the fair market Minimum Annual Rent for such extension term. time being of the essence. Landlord shall provide Tenant written notice of Landlord's good faith determination of the fair market Minimum Annual Rent not more than 30 days following receipt of Tenant's timely request, once givenprovided, shall however, in no event will the Minimum Annual Rent be irrevocableless than the scheduled Minimum Annual Rent in effect immediately prior to the expiration of the then current Term. If Subtenant Tenant disputes Landlord's determination and wishes to negotiate the Minimum Annual Rent, Tenant shall so notify Landlord within 15 days following Tenant's receipt of Landlord's notice (Tenant shall include in such notice Tenant's good faith determination of the fair market Minimum Annual Rent). Tenant will have until the Exercise Deadline to reach a written agreement with Landlord regarding the Minimum Annual Rent for the applicable extension term. if Tenant timely elects exercises its option absent such written agreement with Landlord, the Minimum Annual Rent will be that stipulated in Landlord's original determination notice. If Tenant timely exercises its option after reaching express written agreement with Landlord as to exercise such right Minimum Annual Rent and any other terms or conditions applicable to the Sublease Extension Termextension term, the Sublease Extension Term shall commence on Minimum Annual Rent and the day immediately following other terms and conditions for the initial Expiration Dateapplicable extension term will be as stated in such agreement. During the Sublease Extension Term, Base Rent for each portion If Tenant fails to timely exercise its extension option. such option will be deemed void and of no force or effect. If an Event of Default by Tenant under this Lease is continuing as of the Subleased Premises shall be payable at a rate equal to 103% date Tenant exercises this extension option or as of the rate in effect with respect to such portion Expiration Date of the Subleased Premised on the initial Expiration Datethen current lease Term. The Extension Right is personal to Subtenant Landlord may at its option and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective its sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of declare this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right extension option void and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due effect. If Tenant assigns this Lease or sublets more than 50% of the Premises to any person or entity that is not an Affiliate of Tenant, this extension option will thereafter be void and of no further force or effect. If Landlord and Tenant enter into any amendment to this Lease extending the Term thereof. whether or not pursuant to this Section, then, unless such amendment expressly provides otherwise, this Section will thereupon be deemed terminated and of no further force or effect. Upon the timely exercise of an extension option, at the Extension Right, if after such exercise, but prior request of either party the parties hereto will enter into an appropriate amendment to the commencement date Lease incorporating the terms of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedLease extension.

Extension Option. Subtenant shall have the right (the “Extension Right”) Subject to Subsections B and C below, Tenant may at its option extend the Term of this Sublease Lease for a single additional the entire Premises for one period of three five (35) months years (the “Sublease Extension "Renewal Term”") on upon the same terms contained in this Lease, excluding the provisions of Appendix C of the Lease and conditions as this Sublease except for the amount of Base Rent payable during the Renewal Term. Tenant shall have no additional extension option. A. The Base Rent during the Renewal Term shall be the greater of (other than i) the Base Rent) by giving Sublandlord written notice Rent applicable to the last day of its election to exercise the Extension Right at least eight (8) months final Lease Year prior to the Expiration Date of the initial applicable Renewal Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two the then prevailing market rate for a comparable term commencing on the first day of the Renewal Term for tenants of comparable size and creditworthiness for comparable space (2including the extent of tenant improvements) or in the Project and other first class office buildings in the vicinity of the Project as reasonably determined by Landlord. B. To exercise its option, Tenant must deliver an initial non-binding notice to Landlord not more times than twelve (12) months, nor less than nine (9) months, prior to the proposed commencement of the Renewal Term. Within ninety (90) days of Landlord's receipt of Tenant's initial non-binding notice, Landlord shall calculate and inform Tenant of the Base Rent for the Premises during the period from Renewal Term. Such calculation shall be final and shall not be recalculated at the actual commencement of the Renewal Term if any. Tenant shall give Landlord final binding notice of intent to exercise its option to extend within fifteen (15) days after receiving Landlord's calculation of Base Rent. If Tenant fails to give either its initial nonbinding notice or its final binding notice timely, Tenant will be deemed to have waived its option to extend. C. Tenant's option to extend this Lease is subject to the conditions that: (i) that on the date that Tenant delivers its final binding notice exercising its option to extend, Tenant is not in default under this Lease after the expiration of any applicable notice and cure periods, and (ii) Tenant shall not have assigned this Lease, or sublet any portion of the exercise Premises under a sublease which is in effect at any time during the final 12 months of the Extension Right Term. D. Tenant agrees to accept the date of Premises at the commencement of the Sublease Extension TermRenewal Term in its then-present condition, whether or not such defaults are cured"AS IS" and "WITH ALL FAULTS."

Extension Option. Subtenant Landlord hereby grants to Tenant an option to extend the Term for two (2) periods of two (2) years each (each an “Extension Period”). The first Extension Period shall have commence on September 1, 2020 (“First Extension Commencement Date”) and shall expire on August 30, 2022 (“First Extension Expiration Date”), unless sooner terminated in accordance with the right terms and provisions of the Lease. The second Extension Period shall commence on September 1, 2022 (“Second Extension Commencement Date”) and shall expire on August 30, 2024, unless sooner terminated in accordance with the terms and provisions of the Lease. (a) Each of the Extension Periods shall be upon the same terms, covenants, and conditions as set forth in the Lease with respect to the current Term, except that Basic Annual Rent payable during each of the Extension Periods shall be equal to the Fair Market Rental Rate (as defined below) for lease terms commencing on or about the applicable Extension Commencement Date, as reasonably determined by Landlord. (b) If Tenant desires to exercise either option to extend, Tenant shall deliver a written notice (the “Extension RightPeriod Rental Rate Request”) to Landlord requesting that Landlord advise Tenant in writing of Landlord’s determination of the Fair Market Rental Rate for the applicable Extension Period. The Extension Period Rental Rate Request shall be delivered by Tenant no earlier than sixteen (16) months prior to the expiration of the current Term or the first Extension Period, as the case may be, and no later than fourteen (14) months prior to the end of the current Term or the first Extension Period, as the case may be, time being of the essence. Landlord shall, in response to such request by Tenant, notify Tenant in writing of the rental rate for the applicable Extension Period (the “Extension Period Rental Rate”), no later than thirteen (13) months prior to the expiration of the current Term on the First Extension Period, as the case may be. (c) If Tenant desires to extend the Term of this Sublease for a single additional period of three the applicable Extension Period, at the applicable Extension Period Rental Rate, Tenant shall deliver written notice (3) months (the “Sublease Extension TermNotice”) on the same terms and conditions as this Sublease to Landlord to such effect no later than twelve (other than Base Rent12) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date expiration of the initial Termcurrent Term or the first Extension Period, which noticeas the case may be, once giventime being of the essence. If not so exercised, Tenant’s option to extend shall thereupon automatically expire. Once Tenant delivers the Extension Notice to the Landlord, as provided above, Tenant’s election to extend the Lease Term shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Termirrevocable by Tenant. (d) Unless Landlord, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant its sole and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole absolute discretion, except that it otherwise agrees in writing, Tenant may (subject only exercise its option to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) extend and an exercise thereof shall only be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoingeffective, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the Tenant’s exercise of the option and on the applicable Extension Right Commencement Date, the Lease is in full force and at effect and no uncured default by Tenant under the time Lease shall then exist, and, inasmuch as the option is intended only for the original Tenant named in the Lease, Tenant has not assigned the Lease or sublet any portion of the commencement date Premises. (e) Upon the valid exercise by Tenant of an option to extend, Landlord and Tenant shall promptly enter into a written amendment to the Lease confirming the terms, conditions and provisions applicable to the applicable Extension Period, as determined in accordance with the provisions of this Section. (f) For purposes of the Sublease Extension Term. The Extension Right Lease, the term “Fair Market Rental Rate” shall terminate and be mean a rate comprised of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default the prevailing base rental rate per square foot of rentable area available in the Pertinent Market (as defined below), and taking into account tenant improvement allowances, other tenant inducements, operating cost stops and tax cost stops, and brokerage commissions, as determined by Subtenant under this SubleaseLandlord in good faith, or and (ii) Subtenant has defaulted two any escalation of any such base rental rate (2based upon a fixed step and/or index) or more times during prevailing in the period from Pertinent Market, as determined by Landlord in good faith, taking into account (A) comparable leases (on the basis of factors such as, but not limited to, size and location of space and commencement date and term of lease), if any, recently executed for space in the exercise Building, and (B) leases for comparable (on the basis of factors such as, but not limited to, size and location of space and commencement date and term of lease) improved space in office buildings in the Extension Right Longmont, Colorado area which are comparable to the date Building in reputation, quality, age, size, location and level and quality of services provided and which have reached economic stabilization (the commencement of foregoing factors not being exclusive in identifying comparable buildings) (the Sublease Extension TermBuilding, whether or not together with such defaults are curedcomparable buildings, if applicable, being herein referred to as the “Pertinent Market”).

Extension Option. Subtenant If Sublessee desires to occupy and sublease the entire "Sublease Premises" (as defined in the GGP Sublease), Sublessee shall have the right to direct Sublessor to cause GGP to exercise the extension option set forth in Paragraph 33 of the Master Lease upon the following terms and conditions: (the “Extension Right”a) Sublessee shall deliver to Sublessor written notice of Sublessee's election to extend the Term of this Sublease for a single additional period of three not less than fourteen (314) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date expiration of the initial TermTerm and such notice shall specify whether Sublessee is requesting Sublessor to elect to extend for five (5) years or ten (10) years; (b) Sublessee shall pay any and all Rent (as defined in the Master Lease) for any such extension period; (c) Sublessee shall pay any and all costs and expenses of Sublessee or Sublessor in connection with such election to extend, which noticeincluding, once givenwithout limitation reasonable Sublessor's attorneys' fees for review of any documentation or notices, shall be irrevocable. If Subtenant timely elects not to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant exceed $1,000.00; and (d) Sublessor shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject liable to obtaining Sublessee for any failure or refusal by Landlord or GGP to extend the consent of Prime Lessor to the extent required under Section 22 term of the Prime Master Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not to the extent that Landlord agrees to accept notice and performance by Sublessee, and provided that Sublessee simultaneously delivers a copy of any notice to Sublessor, Sublessee shall have the right to exercise the Extension Right extension option described above in accordance with the terms of the Master Lease, but subject to the provisions of clauses (ib), (c) during any period of time that Subtenant is in default under any provision and (d) of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedparagraph.

Extension Option. Subtenant Provided Tenant is not in default of its obligations under this Lease, Tenant shall have the right two (the “Extension Right”2) options to extend the Term of this Sublease the Lease for a single additional period of three five (35) months (consecutive years each as more particularly described below. Each extended term of the Lease is referred to herein as an “Extended Term” and collectively as the “Sublease Extension Term”) Extended Terms.” The first Extended Term of the Lease shall commence November 15, 2015. The second Extended Term of the Lease shall commence on the day following the expiration of the first Extended Term referred to in the immediately preceding sentence. If Tenant timely exercises an option to extend pursuant to the terms of this Paragraph 37.6, Tenant shall accept the Premises for such applicable Extended Term in its then “as is” condition and on the same terms and conditions as set forth in the Lease, as amended hereby, except that (i) Landlord shall have no obligation to construct or install any tenant improvements in the Premises for Tenant or provide any tenant improvement allowance, (ii) Tenant shall have no further right to extend the Term of the Lease beyond the two (2) Extended Terms set forth in this Sublease Paragraph 37.6, and (ii) the monthly Base Rent payable during the applicable Extended Term shall be an amount equal to ninety-five percent (95%) of the fair market rental value of the Premises (which may include adjustments to the monthly Base Rent during the applicable Extended Term based on cost of living or other rental adjustments), but in no event shall such monthly Base Rent payable during the first Extended Term be less than Two Dollars ($2.00) per rentable square foot of the Premises (NNN) and in no event shall such monthly Base RentRent payable by Tenant during the second Extended Term be less than the monthly Base Rent payable by Tenant for the last month of the first Extended Term (without regard to any abatement of monthly Base Rent during such last month of the first Extended Term, if applicable). The parties hereto agree that the existence of any “wet” laboratory tenant improvements installed in the Premises and paid for solely by Tenant shall not be taken into consideration in determining the fair market rental value of the Premises. The options to extend stated herein are personal to Symyx Technologies, Inc. (and to any transferee pursuant to a Permitted Transfer as defined in Paragraph 21.3, as amended) by giving Sublandlord and will not survive any assignment or sublet of the Lease (except an assignment or sublease to a transferee pursuant to a Permitted Transfer as defined in Paragraph 21.3, as amended). Tenant shall give Landlord written notice of its election intent to exercise the Extension Right applicable extension option at least eight one hundred eighty (8) months 180) days but not more than two hundred seventy (270) days prior to the Expiration Date date the Lease would expire but for the exercise of the initial Term, which notice, once given, shall be irrevocableapplicable Extension Option. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant Tenant may not exercise the Extension Right extension option for the second Extended Term unless it has timely exercised the extension option for the first Extended Term. Within thirty (i30) days after Tenant exercises its applicable extension option pursuant to the terms above, Landlord will provide Tenant with its determination of the Base Rent for the applicable Extended Term (based on 95% of the monthly fair market rental value of the Premises, as reasonably determined by Landlord), but in no event shall such determination with respect to the first Extended Term be less than $2.00 per square foot per month and in no event shall such determination with respect to the second Extended Term be less than the monthly Base Rent payable by Tenant for the last month of the first Extended Term (without regard to any abatement of monthly Base Rent during such last month of the first Extended Term, if applicable). Tenant shall have thirty (30) days from notification by Landlord of the Base Rent to accept Landlord’s Base Rent determination. The parties are obligated to negotiate in good faith to agree on the monthly fair market rental for the Premises for the applicable Extended Term. If the parties have not mutually agreed on the Base Rent for the applicable Extended Term (based on 95% of the monthly fair market rental value of the Premises [which may include adjustments to the monthly Base Rent during the applicable Extended Term based on cost of living or other rental adjustments], but in no event less than $2.00 per square foot per month for the first Extended Term and no less than the monthly Base Rent payable by Tenant for the last month of the first Extended Term (without regard to any period abatement of time that Subtenant is monthly Base Rent during such last month of the first Extended Term, if applicable) for the second Extended Term) within thirty (30) days from notification by Landlord to Tenant of Landlord’s rental determination, each party hereto shall appoint one representative who shall be a licensed real estate broker with a minimum of ten (10) years experience in default under any provision of this Subleaseleasing industrial space in Sunnyvale, (ii) if Subtenant has been in default under any provision of this Sublease California, to determine the fair market rental for the Premises during the applicable Extended Term. The two (2) representatives so appointed shall determine the monthly fair rental value for the applicable Extended Term considering the use to which Tenant is then utilizing the Premises pursuant to the terms and conditions of this Lease. The parties hereto agree that the existence of any “wet” laboratory tenant improvements installed in the Premises and paid for solely by Tenant shall not be taken into consideration by the aforementioned real estate brokers (or more timesthe third real estate broker referred to in the immediately following paragraph, whether or not if applicable) in determining the defaults are cured, during the last year fair market rental value of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension TermPremises. The Extension Right determination of said fair market rental value shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default made by Subtenant under this Sublease, or (ii) Subtenant has defaulted said two (2) representatives within sixty (60) days from notification by Landlord to Tenant of Landlord’s rental determination and they shall submit said determination in writing to Landlord and Tenant. If the two (2) representatives of the parties hereto cannot agree on the fair market rental value for the Premises herein, said two (2) representatives shall choose a third licensed real estate broker with a minimum of ten (10) years experience in the leasing of industrial space in Sunnyvale, California, to act as an arbitrator. If the two representatives cannot or more times do not agree on a third representative, either party may have the third representative chosen by the American Arbitration Association or by a judge of the Santa Xxxxx County Superior Court. The fair market rental value for the applicable Extended Term shall be independently determined by the arbitrator, which said determination shall be made within ninety (90) days from notification by Landlord to Tenant of Landlord’s rental determination. The role of the arbitrator shall then be to immediately select from the fair market rent proposals of the representatives the one that most closely approximates the arbitrator’s determination of fair market rental value. The arbitrator shall have no right to adopt a compromise or middle ground or any modification of either of the two fair market rent proposals. The proposal the arbitrator chooses as most closely approximating his determination of the fair market rental value of the Premises for the applicable Extended Term shall constitute the final determination of the fair market rental value of the Premises for the applicable Extended Term, shall be final and binding upon the parties and the Base Rent for such applicable Extended Term shall be equal to ninety-five percent of such fair market rental determination but in no event shall such monthly Base Rent payable during the period from the date first Extended Term be less than Two Dollars ($2.00) per rentable square foot of the exercise Premises (NNN) and in no event shall such monthly Base Rent payable by Tenant during the second Extended Term be less than the monthly Base Rent payable by Tenant for the last month of the Extension Right first Extended Term (without regard to the date any abatement of monthly Base Rent during such last month of the commencement first Extended Term, if applicable). Each party shall pay the charges of the Sublease Extension Termrepresentative appointed by such party. The charges and expenses of the arbitrator, whether or not such defaults are curedas provided herein, shall be paid by the parties hereto in equal shares.”

Extension Option. Subtenant (a) The Borrower shall have the right option (such option, the “Extension RightOption”) of extending the Revolving Commitment Termination Date by one year, subject to extend satisfaction of the Term of this Sublease for a single additional period of three following conditions: (3i) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord Administrative Agent shall have received written notice of its election to exercise the Extension Right extension request at least eight thirty (8) months 30) days, but not more than one hundred-twenty (120) days, prior to the Expiration Date Revolving Commitment Termination Date; (ii) the payment to the Administrative Agent for the ratable benefit of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion Lenders of the Subleased Premises shall be payable at a rate equal to 103an extension fee of 0.20% of the rate in effect with respect to such portion aggregate principal amount of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both Revolving Commitments so extended at the time of the exercise such extension; (iii) all of the Extension Right representations and at warranties in the time Loan Documentation shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iv) no Default or Event of Default shall have occurred and be continuing, or would immediately result from, such extension of the Extension Right Revolving Commitment Termination Date; (v) if the most recent Appraisal with respect to any Borrowing Base Asset is dated more than one year prior to the Revolving Commitment Termination Date, then an updated Appraisals shall be required with respect to each such Borrowing Base Asset, such updated Appraisal to be in form and substance satisfactory to the Administrative Agent; provided that Desktop Appraisals shall be sufficient unless otherwise required by FIRREA; (vi) each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties; (vii) the outstanding principal amount of the GE Mortgage Indebtedness that has a maturity date prior to the 5th anniversary of the Closing Date is less than $50,000,000; (viii) the Borrower shall have paid all of Administrative Agent’s actual, reasonable expenses incurred in respect of the extension, including reasonable attorneys’ fees to the extent such fees and expense are required to be paid pursuant to the Loan Documents; and (ix) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in clauses (i) through (iv) and clauses (vi) and (viii) has been satisfied and that the Borrower is in compliance with all the financial covenants set forth in Article VI both immediately before and immediately after giving effect to such extension (for the most recently ended four (4) Fiscal Quarters for which financial statements have been or were required to be delivered under Section 5.1(a) or (b). (b) On the date of the commencement satisfaction of the Sublease Extension Termconditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), whether or not such defaults are curedthe Revolving Loan Commitment Termination Date shall be extended to May 30, 2019.

Extension Option. Subtenant shall have Subject to the right (terms and conditions hereinafter set forth, Landlord hereby grants to Tenant the “Extension Right”) option to extend the Term of this Sublease (the “Option”) for a single one (1) additional period of three five (35) months years (the “Sublease Extension Renewal Term”). Any reference in the Lease to the “Term” of the Lease shall be deemed to include the Renewal Term and apply thereto, unless it is expressly provided otherwise. Any termination of this Lease during the initial Term shall terminate the Option and all rights of Tenant under this Section 37. Tenant shall have no further extension options beyond the Option. (a) on If Tenant has validly exercised the Option then, within thirty (30) days after the date Landlord receives Tenant’s final binding written exercise notice, Tenant agrees to execute an amendment to this Lease confirming that the demise of the Premises for the Renewal Term shall be upon the same terms terms, conditions and conditions provisions as contained in this Sublease Lease, except that: (other than i) The initial Base Rent) by giving Sublandlord written notice of its election to exercise Rent payable during the Extension Right at least eight (8) months prior to the Expiration Date first year of the initial Term, which notice, once given, Renewal Term shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease one hundred two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80102%) of the entire Subleased Premises both at Base Rent applicable to the time fifteenth (15th) Lease Year. The Base Rent rate for the first year of the Renewal Term shall be subject to an escalation equal to two percent (2%) for each subsequent year during the Renewal Term. Tenant’s obligation to pay Tax Rent and Assessments shall continue during the Renewal Term; and (ii) Tenant acknowledges and agrees that Landlord shall not be obligated to install, or contribute toward the cost of, any alterations, additions or improvements to the Premises of any kind or nature whatsoever, it being expressly understood that any such alterations, additions or improvements required by Tenant for its continued occupancy during the Renewal Term shall be performed by Tenant at its sole cost and expense in accordance with the terms of this Lease; provided, however, nothing herein shall constitute Landlord’s consent to any Tenant Improvements requiring Landlord’s consent pursuant to Section 14 hereof. (b) Subject to the terms of Section 7.1 hereof, if applicable, Tenant must, in order to exercise the option, deliver to Landlord a final binding written notice of its intent to exercise the Extension Right and Option, if at the time of all, no later than the commencement date of the Sublease Extension Termfifteenth (15th) Lease Year, time being of the essence. The Extension Right If Tenant fails to deliver the final binding written exercise notice to Landlord within the time period set forth in the immediately preceding sentence, or if Tenant’s final binding written exercise notice is not accompanied by any applicable QLMCI Adjustment Payment, then in either such event, the Option granted in this Section 37 shall terminate expire and be null and void. Tenant’ final binding written exercise notice once given shall be irrevocable. (c) Tenant’s right to exercise the Option pursuant to this Section 37 is subject to the following conditions, and Tenant may only exercise the Option and an exercise thereof shall only be effective, if, at the time of no further Tenant’s exercise and on the commencement date of the Renewal Term: (i) this Lease is in full force or and effect even after Subtenantand; (ii) Tenant is not in Default hereunder. Without limitation of the foregoing, Tenant agrees that if, following Tenant’s due and timely valid exercise of the Extension RightOption, Tenant shall default in the performance of any of its obligations under this Lease or if after such exerciseany event or circumstance has occurred and is continuing which would, but with the passage of time or giving of notice, constitute a Default hereunder, then at Landlord’s option exercised by giving Tenant written notice prior to the commencement date of the Sublease Extension Renewal Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the Tenant’s exercise of the Extension Right Option shall be deemed tolled and postponed until any applicable notice of default has been given by Landlord to Tenant and any applicable period of grace or cure (not to exceed thirty (30) days for this purpose) has expired without the date successful completion of such cure. In such event, if such Default has not been cured or waived then Tenant’s exercise of such Option shall be deemed ineffective, null and void, and the commencement Option shall be deemed to have expired, and if not sooner terminated, this Lease shall expire on the Termination Date as if Tenant had not exercised the Option hereunder; provided, however, that nothing herein shall be construed so as to limit the rights and remedies available to Landlord hereunder, at law or in equity as a result of the Sublease Extension Term, whether or not such defaults are curedany Default by Tenant hereunder.

Extension Option. Subtenant shall have the right (the “Extension Right”a) Landlord hereby grants Tenant an option to extend the Term of this Sublease (“Extension Option”) for a single one (1) additional period of three five (35) months years (the “Sublease Extension Option Term”) on ), commencing immediately after the same expiration of the Term. The Extension Option shall be upon the terms and conditions contained in the Lease, except that the initial Monthly Base Rent for the Premises during the Option Term shall be equal to 95% of the “fair market rent” for the Premises as this Sublease of the commencement of the Option Term (other than i.e., the rate that a willing, comparable, new (i.e., non- renewal), non-equity tenant would pay, and that a willing landlord of comparable office space in Richmond, California would accept at arms’ length), determined in the manner set forth in subparagraph l(b) below. Notwithstanding anything to the contrary contained herein, in no event shall the Monthly Base RentRent payable (on a per square foot basis) by giving Sublandlord written notice Tenant during the Option Term be less than the Monthly Base Rent payable (on a per square foot basis) by Tenant at the expiration of its the initial Term. The fair market rent shall not take into account any Tenant Additions paid for by Tenant without reimbursement from Landlord. Tenant’s election to exercise the Extension Right at least eight Option (8) “Tenant’s Extension Notice”) must be given to Landlord in writing not less than nine (9) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year expiration of the initial Term of this Subleasethe Lease. Notwithstanding anything to the contrary contained herein, the Extension Option exercised by Tenant shall, at Landlord’s option, be null and void and of no further force or effect if Tenant is in Default under the Lease as of the date of Tenant’s Extension Notice. (iiib) if Subtenant If Tenant properly exercises the Extension Option, the initial Monthly Base Rent during the Option Term shall be determined in the following manner. Landlord shall advise Tenant in writing of Landlord’s good faith, reasonable determination of the fair market rent (based on the definition of fair market rental set forth above) for the Premises as of the commencement of the Option Term (“Landlord’s Fair Market Proposal”) no less than ninety (90) days prior to the commencement of the Option Term, provided Landlord’s notification to Tenant of Landlord’s Fair Market Proposal shall specifically state that Tenant shall have fifteen (15) days after receipt of Landlord’s Fair Market Proposal within which to approve or disapprove Landlord’s Fair Market Proposal. If Tenant does not disapprove in writing Landlord’s Fair Market Proposal within fifteen (15) days after receipt of Landlord’s Fair Market Proposal, Landlord’s Fair Market Proposal shall be deemed disapproved. In the event Tenant disapproves in writing (or is deemed to have disapproved) Landlord’s Fair Market Proposal, Landlord and Tenant shall attempt in good faith to agree upon the fair market rent within twenty (20) days of Tenant’s notice of or deemed disapproval. If after such twenty (20) day period, Landlord and Tenant have not agreed in occupancy writing as to the fair market rent, the parties shall determine the fair market rent in accordance with the procedure set forth below. (i) Within five (5) days after the expiration of such twenty (20) day period, Tenant shall notify Landlord of the name and address of the broker appointed to represent Tenant (“Tenant’s Broker”). Tenant’s Broker shall be licensed in the State of California, engaged in the brokerage business in the San Francisco-East Bay commercial real estate market for at least eighty the immediately preceding five (5) years, and familiar with the office and laboratory market in the cities of Richmond, Berkeley and Emeryville, California. Within ten (10) days of the appointment of Tenant’s Broker’s, Tenant shall advise Landlord in writing of Tenant’s Broker’s good faith, reasonable determination of the fair market rent for the Premises as of the commencement of the Option Term (“Tenant’s Broker’s Fair Market Proposal”). Landlord shall have ten (10) days after receipt of Tenant’s Broker’s Fair Market Proposal within which to approve or disapprove Tenant’s Broker’s Fair Market Proposal. In the event Landlord disapproves in writing Tenant’s Broker’s Fair Market Proposal, Landlord and Tenant shall attempt in good faith to agree upon the fair market rent within ten (10) days of Landlord’s notice of disapproval. If after such ten (10) day period, Landlord and Tenant have not agreed in writing as to the fair market rent, the parties shall determine the fair market rent in accordance with the procedure set forth below. (ii) If Landlord and Tenant are unable to agree upon the fair market rent within such ten (10) day period, Landlord and Tenant shall, within five (5) days thereafter, appoint a second broker meeting the qualifications set forth above with the added qualification that such second broker shall not have previously acted for either Landlord or Tenant. Within five (5) days following the appointment of the second broker, the second broker shall deliver his or her written determination of the fair market rent to Landlord and Tenant. If the second broker’s determination of fair market rent falls between Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal, the second broker’s determination shall be deemed to be the fair market rent for purposes of determining the initial Monthly Base Rent for the Premises for the Option Term. If the second broker’s determination falls outside of Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal, whichever of Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal most closely reflects the fair market rent as determined by the second broker shall be deemed to be the fair market rent for purposes of determining the initial Monthly Base Rent for the Premises for the Option Term, and such determination shall be binding on both Landlord and Tenant. Tenant shall pay all costs, commissions and fees of Tenant’s Broker in connection with such determination of the fair market rent. The costs and fees of the second broker shall be paid one-half by Landlord and one-half by Tenant. (c) If the amount of the fair market rent has not been determined in accordance with this Section 1 as of the commencement of the Option Term, then Tenant shall continue to pay the Monthly Base Rent in effect at the expiration of the Term, until the amount of the fair market rent is determined. When such determination is made, Tenant shall pay any deficiency to Landlord within twenty (20) days after such determination. (d) The Monthly Base Rent payable hereunder during each Option Term shall be increased by three percent (803%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time on each anniversary of the commencement date of the Sublease Extension Option Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.

Extension Option. Subtenant Tenant shall have the right (the “Extension Right”) option to extend the Term of this Sublease the Lease for a single one (1) additional period of three (3) months years (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) ), by giving Sublandlord written notice of its election given to exercise the Extension Right Landlord at least eight fourteen (8) 14) months prior to before the Expiration Date scheduled expiration of the initial Term, which on the terms set forth below (the “Extension Option”). Tenant’s notice exercising the Extension Option must be unconditional and irrevocable in order to be effective. Failure to timely deliver Tenant’s notice exercising the Extension Option shall constitute Tenant’s waiver of the Extension Option. Tenant’s lease of the Leased Premises during the Extension Term shall be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Net Rent during the Extension Term shall be the Fair Market Net Rent as determined hereunder. Tenant shall have no option to extend the Term beyond the end of the Extension Term. Landlord may give Tenant notice of Landlord’s determination of the Fair Market Net Rent at any time after the date eighteen (18) months prior to the date the Extension Term is scheduled to commence and, if so requested by Tenant on thirty days prior notice, once given, shall provide such determination no later than the date fifteen (15) months prior to the date the Extension Term is scheduled to commence. Any dispute over Fair Market Net Rent shall be irrevocableresolved in accordance with Article 7. All references in this Lease to “Term” shall mean the initial Term as extended by any Extension Term. For any part of the Extension Term during which the Net Rent is in dispute hereunder, Tenant shall make payment on account of Net Rent at the rate estimated by Landlord, and the parties shall adjust for any overpayments or underpayments upon the issuance of the arbitrators’ decision. The failure by the parties to complete the process contemplated under this Section 9.01 prior to commencement of the Extension Term shall not affect the continuation of the Term or the parties’ obligation to make any adjustments for any overpayments or underpayments for the Net Rent due for the Extension Term promptly after the determination thereof is made. If Subtenant timely elects to Tenant shall exercise such right to the Sublease Extension Option in accordance with this Section 9.01, the provisions of this Section shall be self-operative, but upon request by either party after determination of the Net Rent for the Extension Term, the Sublease parties shall execute an agreement specifying the Net Rent for the Extension Term shall commence on and acknowledging the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion extension of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this SubleaseTerm. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this SubleaseSection to the contrary, Tenant’s option to extend the Term shall be void, at Landlord’s election, if (iii) if Subtenant has been Tenant is in default under hereunder, after any provision of this Sublease two (2) or more timesapplicable notice and cure periods have expired, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of Tenant elects to extend the exercise of the Extension Right and Term or at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after Term would expire but for such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Subleaseextension, or (ii) Subtenant any transfer under Section 4.06 has defaulted two (2occurred on or before either such time, other than a transfer to an Affiliate or sublease(s) or more times during the period from the date covering less than half of the exercise of Leased Premises in the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedaggregate.

Extension Option. Subtenant Tenant shall have the right option to extend this Lease (the ”Extension Option”) for one additional term of five (5) years (the “Extension RightPeriod”) to extend ), upon the Term of this Sublease terms and conditions hereinafter set forth: 51.1.1 If the Extension Option is exercised, then the Base Rent per annum for a single additional period of three (3) months such Extension Period (the “Sublease Extension TermOption Rent”) on shall be an amount equal to the same terms Fair Market Rental Value (as defined hereinafter) for the Premises as of the commencement of the Extension Option for such Extension Period; provided, however, that the Option Rent shall in no event be less than the Base Rent scheduled to be paid during the year immediately prior to the commencement of the Extension Period. 51.1.2 The Extension Option must be exercised by Tenant, if at all, only at the time and conditions as in the manner provided in this Sublease Section 51.1(b). (other than Base RentA) by giving Sublandlord written notice of its election If Tenant wishes to exercise the Extension Right at least eight Option, Tenant must, on or before the date occurring nine (8) 9) months prior to before the Expiration Date expiration of the initial Lease Term (but not before the date that is twelve (12) months before the expiration of the initial Lease Term), which noticeexercise the Extension Option by delivering written notice (the “Exercise Notice”) to Landlord. If Tenant timely and properly exercises its Extension Option, once given, the Lease Term shall be irrevocable. If Subtenant timely elects to exercise such right to extended for the Sublease Extension TermPeriod upon all of the terms and conditions set forth in the Lease, as amended, except that the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises Extension Period shall be payable at as provided in Section 51.1(a) and Tenant shall have no further options to extend the Lease Term. (B) If Tenant fails to deliver a rate equal timely Exercise Notice, Tenant shall be considered to 103% of have elected not to exercise the rate in effect with respect to such portion of Extension Option. 51.1.3 It is understood and agreed that the Subleased Premised on the initial Expiration Date. The Extension Right Option hereby granted is personal to Subtenant the Original Tenant and is not transferable. In the event of any assignment or subletting of the Premises or any part thereof, the Extension Option shall automatically terminate and shall not thereafter be assignable without Sublandlordnull and void. 51.1.4 Tenant’s and Prime Lessor’s consent exercise of the Extension Option shall, if Landlord so elects in their respective sole its absolute discretion, except be ineffective in the event that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period an Event of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both Default by Tenant remains uncured at the time of delivery of the exercise Exercise Notice or at the commencement of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this SubleasePeriod, or (ii) Subtenant has defaulted two (2) or more times during Tenant shall have reduced the period from the date size of the exercise Premises below the size of the Extension Right initial Premises by agreement with Landlord or pursuant to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedan express right in this Lease.

Extension Option. Subtenant (a) So long as this Lease is in full force and effect and Tenant is not in default beyond any applicable notice and cure period in the performance of any of the covenants or terms and conditions of this Lease at the time of notification to Landlord or at the time of commencement of the Extension Period, as that term is hereinafter defined, Tenant shall have the right option (the “Extension RightOption”) to extend the Term of this Sublease for a single the entire Premises for one (1) additional period of three five (35) months years (the “Sublease Extension TermPeriod”) on ), which Extension Period shall commence upon the expiration of the initial Term upon the same terms and conditions of this Lease, except that the Base Rent during the Extension Period shall be at an annual rate equal to ninety five percent (95%) of thee then current fair market value rate for lease renewals and extensions comparable to this Lease for space comparable to the Premises in the Building, taking into account such factors as this Sublease tenant improvement allowances, rent concessions and rental escalations (other than Base Rent) by giving Sublandlord the “FMR”), subject to the following terms and conditions: Tenant shall provide Landlord with written notice notice, of its election desire to exercise extend the Extension Right at least eight Term of this Lease nine (8) 9) months prior to the Expiration Date expiration of the initial Term. In the event Tenant timely exercises this Extension Option, this Lease shall be deemed extended and the FMR shall be determined as set forth below. In the event that Landlord does not receive Tenant’s written notice nine (9) months prior to the expiration of the initial Term, which notice, once given, then such Extension Option shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant null and shall not be assignable without Sublandlord’s void and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even this Lease shall expire on the Expiration Date (as that term is defined in Article I), and if requested by Landlord, Tenant shall execute an instrument in form and substance acceptable to Landlord confirming such facts. (b) The FMR shall be determined by Landlord and Tenant by mutual agreement; however, if Landlord and Tenant cannot agree in writing on the FMR within ten (10) days after SubtenantLandlord’s due and timely exercise receipt of Tenant’s notice of its election to extend this Lease, the FMR shall be determined by the Three Broker Method set forth below. Tenant shall have the option to select a real estate broker, who shall act on Tenant’s behalf in determining the FMR, within five (5) business days after the expiration of the Extension Right10-day period. Landlord must select a real estate broker within five (5) business days after written notice of Tenant’s selection. Landlord, by written notice to Tenant shall designate a real estate broker, who shall act on Landlord’s behalf in the determination of the FMR. If either Landlord or Tenant fails or refuses to select a broker, the other broker shall alone determine the FMR. Otherwise, within ten (10) days after the selection of Landlord’s broker, Landlord and Tenant’s brokers shall then select a third broker meeting the qualifications stated below, and each broker, within fifteen (15) days after the third broker is elected, shall submit his or her determination of the FMR. The FMR shall be the determination of the broker that is not the highest or the lowest (or, if after two brokers reach an identical determination, the determination of such exercisetwo brokers). Landlord and Tenant shall each pay the fee of the broker selected by it, but and they shall equally share the payment of the fee of the third broker. (c) In the event that the appraisal process has not been completed prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right Period, then upon commencement of the Extension Period, and until the process is completed (the “Interim Period”), Tenant shall pay Landlord monthly Base Rent and Additional Rent equal to the date Base Rent and Additional Rent for the immediately preceding Lease year, until the increase in the Base Rent is determined by such process as provided herein; provided, however, that such payments made during the Interim Period shall be subject to adjustment based upon the results of such process. If, as a result of such appraisal process, it is determined that Tenant has underpaid Base Rent and Additional Rent during the Interim Period, then such underpaid Base Rent and Additional Rent shall be due from Tenant to Landlord within ten (10) days after expiration of the Interim Period. All brokers selected in accordance with this subparagraph must be licensed in the state of Kentucky as a real estate broker and shall have at least ten (10) years prior experience in commercial office leasing in the metropolitan area of Louisville, Kentucky. Landlord and Tenant agree that they shall be bound by the determination of the FMR pursuant to this subparagraph for the Extension Period. (d) Tenant shall accept the Premises in their existing condition (on an “as is” basis) upon the commencement of the Sublease Extension TermPeriod and Landlord shall have no obligation to grant or pay any allowance, whether abatement or not such defaults are curedconcession of any kind with respect to the Premises. Tenant shall have no option to renew or extend this Lease beyond the expiration of the Extension Period. (e) This Extension Option is personal to Tenant and to any Permitted Transferee; furthermore, in the event of an assignment of this Lease to a party other than a Permitted Transferee or a sublease to a party other than a Permitted Transferee by Tenant of more than fifty percent (50%) of the Premises, this Extension Option shall become null and void and of no further force or effect.

Extension Option. Subtenant Tenant shall have the right (the “Extension Right”) option to extend the Term of this Sublease for a single two (2) additional period of three five (35) months year extension terms (the each an “Sublease Extension Term”) on by notice given to Landlord at least nine (9) months before the same terms Term Expiration Date. Tenant’s election shall be exercised, and conditions Annual Fixed Rent for the Extension Term determined, as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election set forth below. If Tenant fails timely to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease its option for any Extension Term, Tenant shall have no further extension rights hereunder. Tenant’s option so to extend the Sublease Extension Term shall commence on be void, at Landlord’s election, if Tenant is in default beyond any applicable notice or grace period at the day immediately following time Tenant elects to extend the initial Expiration DateTerm or at the time the Term would expire but for such extension. The extension of the Term shall be applicable to the entire Premises and Tenant shall have no right to extend the Term for only a portion of the Premises. During the Sublease Extension Term, Base if any, all provisions of this Lease shall apply except that Tenant shall have no further option to extend the Term after the last Extension Term. During the Extension Term, Tenant shall pay Annual Fixed Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty ninety five percent (8095%) of the entire Subleased then prevailing market rate (the “Fair Market Rent”) for a five (5) year lease of office space in the greater “Metro-North” area comparable to the Premises both at in terms of location within a building, finish, age, building quality and amenities for a tenant of equal size and financial strength as Tenant, under terms and conditions substantially the time same as those of this Lease as though then available for single occupancy for the Permitted Uses (or any higher and better use then being made by Tenant) in “as-is” condition or such better condition in which Tenant is required to maintain the Premises. Landlord shall notify Tenant of its estimate of the Fair Market Rent within ten (10) days after Tenant exercises the applicable extension option. Tenant shall have the option to accept or reject by written notice Landlord’s estimate, or to withdraw its exercise of the Extension Right extension option, in any case within fourteen (14) days following delivery of Landlord’s estimate. Tenant’s failure to respond within such period shall be deemed to constitute rejection of Landlord’s estimate. In the event Tenant rejects Landlord’s estimate then the Fair Market Rent shall be arbitrated in accordance with the following procedure. Each of Landlord and at the time Tenant, within twenty (20) days after notice by Tenant disputing Landlord’s estimate of the commencement date Fair Market Rent, shall appoint as an arbitrator an MAl appraiser with at least ten (10) years experience as an appraiser of office buildings in the Greater Boston area, including first class suburban office buildings, and shall give notice of such appointment to the other party. If either Landlord or Tenant shall fail timely to appoint an arbitrator, the other may apply to the Boston office of the Sublease Extension TermAmerican Arbitration Association (lfAAAIf) for appointment of such an arbitrator five (5) Business Days, as such term is defined in Section 8.19, after notice of such failure to the delinquent party if such arbitrator has not then been appointed. The Extension Right shall terminate and be of no further force or effect even two arbitrators shall, within five (5) Business Days after Subtenant’s due and timely exercise appointment of the Extension Rightsecond arbitrator, if after such exercise, but prior appoint a third arbitrator who shall be similarly qualified. If the two arbitrators are unable to agree timely on the commencement date selection of the Sublease Extension Termthird arbitrator, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period then either arbitrator on behalf of both may request such appointment from the date Boston office of the exercise AAA. The arbitration shall be conducted in accordance with the commercial arbitration rules of the Extension Right AAA insofar as such rules are not inconsistent with the provisions of this Lease (in which case the provisions of this Lease shall govern). The arbitrators shall be charged to reach a majority written decision in accordance with the date standards for the Fair Market Rent as provided in this Section 2.4.1, within twenty (20) days after the third arbitrator is appointed, by selecting either of the final estimates of the Fair Market Rent provided by Landlord and Tenant at the commencement of the Sublease hearing. The arbitrators shall have no authority or jurisdiction to make any other determination of such amount. The cost of the arbitration (exclusive of each party’s witness and attorneys fees, which shall be paid by such party) shall be borne equally by the parties. If the AAA shall cease to provide arbitration for commercial disputes in Boston, the second or third arbitrator, as the case may be, shall be appointed by any successor organization providing substantially the same services, and in the absence of such an organization, by a court of competent jurisdiction under the arbitration act of The Commonwealth of Massachusetts. If Landlord should delay in giving the notice which begins the valuation procedures of this Section 2.4.1, or if the process should otherwise be delayed for any reason, then such procedures shall nevertheless remain in effect and be applicable when and as invoked with respect to Annual Fixed Rent payable during the Extension Term; but until such procedures are completed, Tenant shall pay on account of Annual Fixed Rent at the rate established for Annual Fixed Rent for the last twelve (12) months of the Term (and upon Fair Market Rent being established, Tenant shall pay the same within ten (10) days of such determination, retroactively to the beginning of the Extension Term). Each party shall bear the costs of the arbitrator selected by it and shall share equally in the costs of the third arbitrator selected in accordance herewith. The parties shall adjust for over or under payments within twenty (20) days after the decision of the arbitrators is announced. Promptly after the Annual Fixed Rent is determined for the Extension Term, whether or not such defaults are curedLandlord and Tenant shall enter into an amendment of this Lease confirming the extension of the Term and the new rate for Annual Fixed Rent.

Extension Option. Subtenant Provided that at the time of exercise there exists no default of LESSEE and this lease is still in full force and effect, LESSEE shall have the right (the “Extension Right”) and option to extend the Term term of this Sublease lease for a single additional period one (1) extended term of three four (34) months years (the “Sublease Extension "Option Term”) "), commencing on the same terms June 1, 2012 and conditions as this Sublease (other than Base Rent) ending on May 30, 2016. LESSEE shall exercise such option to extend by giving Sublandlord written notice of its election to exercise the Extension Right at least LESSOR not later than eight (8) months prior to the Expiration Date expiration of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Dateterm. The Extension Right is personal to Subtenant and giving of such notice by LESSEE shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining automatically extend the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment term of this Subleaselease for the Option Term and no instrument of renewal need be executed. Notwithstanding In the foregoingevent that LESSEE fails to give such notice to LESSOR, Subtenant may not exercise this lease shall automatically terminate at the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year end of the initial Term term and LESSEE shall have no further option to extend the term of this Subleaselease. The Option Term shall be on all the terms and conditions of this lease except that the base rent shall be as determined pursuant to this Section K. If LESSEE exercised the extension option, or LESSOR and LESSEE shall attempt to agree upon the Current Market Rental Rate using their best good-faith efforts. If LESSOR and LESSEE fail to reach an agreement within sixty (iii60) if Subtenant is not in occupancy days following LESSEE's exercise of at least eighty percent (80%) of such extension option, then LESSEE shall have the entire Subleased Premises both at the time of the right to rescind LESSEE's exercise of the Extension Right and at extension option by written notice to LESSOR, in which event the time lease shall terminate upon the end of the commencement date initial term. If no agreement is reached and LESSEE does not elect to rescind the extension option, then the annual base rent shall be the average annual rental rate of other leases with similar financial terms for comparable lab space, of comparable size and layout in comparable buildings in the Sublease Extension Term. The Extension Right local market area (which shall terminate be defined as the area bounded by Xxxxx 00, Xxxxx 000 and be the Massachusetts Turnpike, including the entire area of no further force or effect even after Subtenant’s due and timely exercise any municipality intersected by one of the Extension Rightthese highways), if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times entered into during the twelve (12) month period from the date of the exercise of the Extension Right to the date of immediately preceding the commencement of the Sublease Extension Option Term. LESSEE shall continue to pay the then current rental rate upon commencement of the Option Term until such new annual base rent is determined, whether or not whereupon any such defaults are cured.payments shall be adjusted retroactively to account for the new rent. _______________ LESSOR _______________ LESSEE RIDER TO LEASE (CONTINUED)

Extension Option. Subtenant Provided Tenant is open for business, and Tenant, an Affiliate of Tenant, and/or a subtenant or assignee of Tenant that was approved by Landlord pursuant to Section 10(a) of this Lease is conducting the Permitted Use in the entire Premises, Tenant shall have the right, subject to the provisions hereinafter provided, to renew the Term for two (2) periods of five (5) years each (the first such 5-year period is sometimes hereinafter referred to as the "First Renewal Term;" the second such 5-year period is sometimes hereinafter referred to as the "Second Renewal Term;" the First Renewal Term and the Second Renewal Term are sometimes collectively hereinafter referred to as the "Renewal Terms" and individually as a "Renewal Term"), on the terms and provisions of this Section, provided: A. That this Lease is in full force and effect and Tenant is not in default in the performance of any of the terms, covenants and conditions herein contained, in respect to which notice of default has been given hereunder which has not been or is not being remedied in the time limited in this Lease, at the time of exercise of the right of renewal and at the time set for commencement of the applicable Renewal Term, but Landlord shall have the right at its sole discretion to waive this condition; B. That such Renewal Term shall be upon the same terms, covenants and conditions as provided in this Lease; provided, however, the annual Basic Rental for the First Renewal Term and Second Renewal Term will be equal to the fair market rental rate(s) for such extension period, determined in relation to comparable (in quality, location and size) space located in the Project and/or in the greater Austin, Texas metropolitan area (“Extension RightFair Market Basic Rent”). Landlord will reasonably determine such Fair Market Basic Rent and deliver Landlord’s determination to Tenant at least 12 months prior to the expiration of the Term. In no event will the Fair Market Basic Rent for the extension of the Term be less than the Basic Rental payable by Tenant for the Lease Year immediately prior to commencement of the extension period. The extension right is personal to Tenant and may not be assigned or transferred in any manner except in connection with an approved Transfer under Section 10(a) of the Lease and/or a Transfer that does not require Landlord’s consent under Section 10(c) of the Lease; C. Provided that Landlord has delivered to Tenant Landlord’s determination of Fair Market Basic Rental as provided under Paragraph B. above, Tenant may exercise its right to the Renewal Terms provided herein by notifying Landlord in writing of its election to renew the Term for an additional 5-year period on or before the date that is at least six (6) months prior to the expiration of the initial Term (“Notification Deadline”). In the event Tenant fails to so notify Landlord on or before the expiration of the Notification Deadline, Tenant shall be deemed to have accepted the Fair Market Basic Rental proposed by Landlord. If Tenant rejects the Fair Market Basic Rental as determined by Landlord, each party, within five (5) days after delivery of Tenant's rejection notice, shall select an independent real estate appraiser (an "Appraiser") who shall be a member of the American Institute of Appraisers of the National Association of Real Estate Boards and who shall have at least ten (10) years' experience in the leasing and valuation of properties which are similar in character to the Premises in the Austin, Texas market. Within five (5) days thereafter, the two Appraisers so chosen shall select a third Appraiser similarly qualified. Within ten (10) days thereafter, the three Appraisers shall each determine the fair market rental rate of the Premises for the Renewal Term independently and without discussion or disclosure to Landlord, Tenant or any third party, and shall deliver their respective determinations in writing to a third party selected by Landlord and Tenant. The third party shall average the three determinations, and the determination which is farthest from said average shall be discarded. The third party shall then average the two remaining determinations, and the resulting average shall be the Fair Market Minimum Rent of the Premises for the Renewal Term. In the event such thirty party determination is unacceptable to Landlord or Tenant, either party, by written notice to the other party within ten (10) days of the final determination, will have the right to void Tenant’s election to extend the Term of this Sublease for a single additional period of three (3) months (and the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall Lease will terminate and be of no further force or and effect even after Subtenant’s due and as of the expiration of the initial term; and D. That failure by Tenant to timely exercise the First Renewal Term shall constitute a waiver by Tenant of the Extension Right, if after such exercise, but prior Second Renewal Term. Time is of the essence with respect to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default rights granted by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedSection.

Extension Option. Subtenant So long as there exists no Default of Tenant, this Lease is still in full force and effect, and Tenant shall not have sublet, assigned or otherwise transferred all or any portion of its interest under this Lease (other than to Affiliates), Tenant shall have the right (the “Extension Right”) to extend the Term term of this Sublease Lease for a single one (1) additional period of three (3) months (the “Sublease Extension Term”"EXTENDED TERM") on the same terms and conditions as this Sublease of five (other than Base Rent5) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocableyears. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension The Extended Term shall commence on the day immediately following succeeding the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion expiration of the Subleased Premises Original Term and shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised end on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining day immediately preceding the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date fifth anniversary of the commencement of the Sublease Extension Extended Term. All of our terms, covenants and provisions of this Lease shall apply to each such Extended Term except that (i) the Annual Fixed Rent for the Extended Term shall be the Market Rate (as hereinafter defined) for the Property determined as of the commencement of the Extended Term, whether or not as designated by Landlord by notice to Tenant ("LANDLORD'S NOTICE"), but subject to Tenant's right to dispute as hereinafter provided; and (ii) Tenant shall have no further right to extend the term of this Lease beyond the Extended Term hereinabove provided. If Tenant fails to give any such defaults are curednotice to Landlord, this Lease shall automatically terminate at the end of the Original Term then in effect, and Tenant shall have no further option to extend the term of this Lease, it being agreed that time is of the essence with respect to the giving of any such notice. If Tenant gives such notice, the extension of this Lease shall be automatically effected without the execution of any additional documents, subject to Tenant's right to cancel such election as hereinafter provided.

Extension Option. Subtenant shall have the right (the “Extension Right”) one option to extend the Term term of this the Sublease for a single additional period of three to expire on March 31, 2017 (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable). If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right This option is personal to the Subtenant originally named herein and shall not be assignable without Sublandlord’s exercisable and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) shall be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that deemed void if Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of such option, or if Subtenant has been in material default (after any applicable notice and cure period) at any time during the term hereof. The option must be exercised, if at all, by written notice (the “Commitment Notice”) to Sublandlord not less than nine (9) months prior to the expiration of the Term. All of the terms and conditions of this Sublease shall continue to apply during the term of such option, except that Base Rent for the first (1st) year of the Extension Right and at Term shall be the time “Fair Market Rent” for the Sublease Premises as determined pursuant to this Section 2(b) and, if applicable, Exhibit C. On each anniversary of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, the Base Rent shall increased by three and one-half percent (i) Subtenant fails to timely cure any default by Subtenant under this Sublease3.5%), or (ii) Subtenant has defaulted two (2) or more times during the period from the date compounded. Upon receipt of the exercise Commitment Notice, Sublandlord shall determine the Fair Market Rent for the Sublease Premises, which shall be based on comparable rents then charged and collected for non-renewing tenants for comparable space in the Sorrento Mesa area of San Diego County, taking into account items that professional real estate brokers customarily consider including location, whether the space is subleased or direct leased, rental rates, tenant improvements, office space availability, tenant size and other relative factors affecting properties in such area. In the event Subtenant objects to Sublandlord’s determination of the Extension Right Fair Market Rent, Sublandlord and Subtenant shall attempt to agree in good faith upon the date Fair Market Rent. If Sublandlord and Subtenant fail to reach agreement within thirty (30) days following Subtenant’s delivery of the commencement Commitment Notice (the “Outside Agreement Date”), then each party shall make a separate determination of the Sublease Extension TermFair Market Rent within five (5) business days after the Outside Agreement Date, whether or not concurrently exchange such defaults are cured.determinations and such determinations shall be submitted to arbitration in accordance with Exhibit C.

Extension Option. Subtenant (a) The Borrower may request an extension of the Maturity Date (no more than two times) for additional one-year periods; provided that the Borrower provides written notice requesting the extension to the Administrative Agent not earlier than 90 days and not later than 30 days prior to any anniversary of the Effective Date (an “Anniversary Date”). The Administrative Agent shall promptly notify each of the Lenders of such request. Each Lender, acting in its sole discretion, shall respond to such request, whether affirmatively or negatively (each Lender that determines not to so extend its Maturity Date (a “Non-Extending Lender”)), within 10 Business Days of such notice from the Administrative Agent. Any failure by any Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender of such request and any such Lender shall be deemed to be a Non-Extending Lender. The Commitments of those Lenders that have responded affirmatively shall be extended on the right applicable Anniversary Date, subject to (x) receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit F hereto (the “Extension RightAgreement”) duly completed and signed by the Borrower, the Administrative Agent, the L/C Issuers and all of the Lenders which have responded affirmatively, (y) each of the conditions set forth in clause (c) of this Section 2.17 and (z) if applicable, receipt by the Administrative Agent of an Assignment and Assumption for each Assuming Lender (as defined below). No extension of the Commitments pursuant to this Section 2.17 shall be legally binding on any party hereto unless and until Extension Agreements are executed and delivered by the Required Lenders. (b) The Borrower may, if it so elects upon 5 Business Days’ notice to the Administrative Agent, replace the Commitments of each Non-Extending Lender with Commitments of one or more Eligible Assignees (each, an “Assuming Lender”) to extend assume any Non- Extending Lenders’ Commitments and all of the Term obligations of such Non-Extending Lenders under this Sublease Agreement thereafter relating to such Commitments, without further recourse to or warranty by, or expense to such Non-Extending Lenders (and, for the avoidance of doubt, if such Assuming Lender is already a single additional period of three (3Lender, its Commitment shall be in addition to such Lender’s Commitment hereunder on such date); provided that any such designation or agreement may not increase the Aggregate Commitments. This Section 2.17(b) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior shall be subject to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right conditions that: (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right Assuming Lenders shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior have paid to the commencement date of Non-Extending Lenders the Sublease Extension Termaggregate principal amount of, (i) Subtenant fails to timely cure and any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right interest and fees accrued and unpaid up to the date of such assumption, as applicable, on, the commencement outstanding Loans and Letters of Credit, if any, of the Sublease Extension TermNon-Extending Lenders under their respective Commitments being assumed; (ii) all additional costs, whether reimbursements, expense reimbursements and indemnities due and payable to the Non-Extending Lenders in respect of such Commitments shall have been paid by the Borrower; (iii) with respect to any such Assuming Lender, the applicable processing and recordation fee required under Section 10.06(b)(iv) for such assignment shall have been paid by the Assuming Lender (or, if it has been so agreed, by the Borrower); and (iv) each Assuming Lender shall have delivered to the Borrower and the Administrative Agent an Assignment and Assumption as to its assumption of the Commitments of Non-Extending Lenders. Upon execution and delivery of the foregoing Assignment and Assumption, satisfaction of all conditions described in the penultimate sentence of clause (a) of this Section 2.17 and the payment of all amounts referred to in clauses (i) through (iii) above, the Assuming Lenders will be substituted for the Non-Extending Lenders under this Agreement to the extent of their assumed Commitments and shall be Lenders for all purposes of this Agreement, without any further acknowledgment by or not the consent of the other Lenders, and the obligations of the Non-Extending Lenders to such defaults are curedextent hereunder shall, by the provisions hereof, be released and discharged.

Extension Option. Subtenant shall Tenant shall, provided the Lease is in full force and effect and there is no uncured Event of Default at the time of notification or commencement and there has not been any Event of Default in the two (2) years preceding the commencement of the Extension Term, have the right one (the “Extension Right”1) option to extend the Term of this Sublease Lease as to the entire Premises for a single additional period term of three five (35) months years (the “Sublease Extension Term”) ), on the same terms and conditions set forth in the Lease (“Tenant’s Extension Option”), except as this Sublease (other than Base Rent) modified by giving Sublandlord the terms, covenants and conditions as set forth below: 41.1 If Tenant elects to exercise said option, then Tenant shall provide Landlord with written notice of its election to exercise no earlier than the Extension Right at least eight date which is fifteen (8) 15) months prior to the Expiration Date expiration of the initial Term, then current Term of the Lease but no later than the date which is nine (9) months prior to the expiration of the then current Term of this Lease. If Tenant fails to provide such notice, once giventime being of the essence, Tenant shall have no further or additional right to extend or renew the term of the Lease. 41.2 The Annual Rent and Monthly Installment in effect at the expiration of the then current term of the Lease shall be irrevocablemodified for the Extension Term as hereinafter provided. If Subtenant timely elects The Annual Rent and Monthly Installment for the Extension Term shall be the then current fair market rental for comparable space in similar buildings in the East Cambridge submarket as of the date the applicable Extension Term is to commence, taking into account the specific provisions of the Lease which will remain constant and all then relevant factors. Landlord shall advise Tenant of Landlord’s determination of the new Annual Rent and Monthly Installment for the Premises no later than thirty (30) days after receipt of Tenant’s written request to exercise such right an Extension Term. Said request shall be made no earlier than thirty (30) days prior to the Sublease first date on which Tenant may exercise its option under this Paragraph. Said notification of the new Annual Rent may include a provision for its escalation to provide for a change in fair market rental between the time of notification and the commencement of the extension term. If, on or before the date which is 270 days prior to the commencement of the applicable Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion Tenant has not agreed with Landlord’s determination of the Subleased Premises new Annual Rent after negotiating in good faith, either party may elect by notice (the “Arbitration Notice”) to the other party to have the new Annual Rent arbitrated as described as follows. 41.2.1 If either party sends the Arbitration Notice, then such new Annual Rent shall be payable at determined as follows: Landlord and Tenant shall each appoint (within twenty (20) days after the Arbitration Notice is received) a rate equal to 103% of qualified MAI appraiser doing business in the rate area and, in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionturn, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease those two (2) or more times, whether or not independent MAI appraisers shall appoint a third (3rd) MAI appraiser and the defaults are cured, during majority shall decide the last year of new Annual Rent for the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date as of the commencement of the Sublease applicable Extension Term, whether which determination shall be consistent with the second sentence of Section 41.2 above and shall be binding on Landlord and Tenant. Landlord and Tenant shall equally share in the expense of this appraisal. 41.2.2 A qualified MAI appraiser shall be any person appointed by or on behalf of either party or appointed pursuant to the provisions hereof and: (i) shall be (A) a member of the American Institute of Real Estate Appraisers with not such defaults are curedless than 10 years of experience in the appraisal of improved office and life sciences space in the greater Cambridge, Massachusetts metropolitan area, or (B) a licensed commercial real estate broker with not less than 15 years’ experience representing landlords and/or tenants in the leasing of office and life sciences space in the greater Cambridge, Massachusetts metropolitan area; (ii) devoting substantially all of his or her time to professional appraisal or brokerage work, as applicable, at the time of appointment; and (iii) shall be in all respects impartial and disinterested. 41.3 The option to extend the Term for the Extension Term is not transferable; the parties hereto acknowledge and agree that they intend that the aforesaid option to extend the Term of this Lease shall be “personal” to the originally-named Tenant as set forth above and any assignee that is a Permitted Transferee, and that in no event will any assignee or sublessee have any rights to exercise the aforesaid option to extend.

Extension Option. Subtenant shall have the right (the “Extension Right”) to extend the Term Provided that there has been no Event of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) Default which is uncured and continuing on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date part of the initial TermTenant and the Tenant is, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion as of the Subleased Premises shall be payable at a rate equal to 103% date of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant exercise and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time as of the commencement date of the Sublease Extension Term (as such term is defined below), actually occupying sixty percent (60%) or more of the Premises for its own business purposes, the Tenant shall have the right to extend the Term hereof for one (1) additional period of five (5) years (the “Extension Term”). ARTICLE I. Such right to extend the Term shall be exercised by the giving of notice by Tenant to Landlord at least nine (9) months prior to the expiration of the then current Term. Upon the giving of such notice, this Lease and the Term hereof shall be extended for an additional term of five (5)years without the necessity for the execution of any additional documents except a document evidencing the Annual Fixed Rent for the Extension Term to be ACTIVE/103568117.9 determined as set forth below. Time shall be of the essence with respect to the Tenant’s giving notice to extend the Term. (1) The Extension Term shall be upon all the terms, conditions and provisions of this Lease except the Annual Fixed Rent during such five (5) year Extension Term shall be the then Extension Fair Rental Value of the Premises for such Extension Term to be determined under this Section 2.6. (2) For purposes of the Extension Term described in this Section 2.6, the “Extension Fair Rental Value” of the Premises shall mean the then current fair market annual rent for leases of other space similarly improved in the commercial markets that surround the MIT campus (East Cambridge/Xxxxxxx Square/Cambridgeport), taking into account the condition to which such premises, have been improved (excluding Tenant Removable Property) and the economic terms and conditions specified in this Lease that will be applicable thereto, including the savings, if any, due to the absence or reduction of brokerage commissions. The Landlord and Tenant shall endeavor to agree upon the Extension Fair Rental Value of the Premises within thirty (30) days after the Tenant has exercised the option for the Extension Term. If the Extension Fair Rental Value of the Premises is not agreed upon by the Landlord and the Tenant within this time frame, each of the Landlord and the Tenant shall retain a real estate professional with at least ten (10) years continuous experience in the business of appraising or marketing (including brokering) similar commercial real estate in the Cambridge, Massachusetts area who shall, within thirty (30) days of his or her selection, prepare a written report summarizing his or her conclusion as to the Extension Fair Rental Value. The Landlord and the Tenant shall simultaneously exchange such reports; provided, however, if either party has not obtained such a report within fortyfive (45) days after the last day of the thirty (30) day period referred to above in this Section 2.6, then the determination set forth in the other party’s report shall be final and binding upon the parties. If both parties receive reports within such time and the lower determination is within ten percent (10%) of the higher determination, then the average of these determinations shall be deemed to be the Extension Right Fair Rental Value for the Premises. If these determinations differ by more than ten percent (10%), then the Landlord and the Tenant shall terminate mutually select a person with the qualifications stated above (the “Final Professional”) to resolve the dispute as to the Extension Fair Rental Value for the Premises. If the Landlord and be the Tenant cannot agree upon the designation of no further force the Final Professional within ten (10) days of the exchange of the first valuation reports, either party may apply to the American Arbitration Association, the Greater Boston Real Estate Board, or effect even after Subtenantany successor thereto, for the designation of a Final Professional. Within ten (10) days of the selection of the Final Professional, the Landlord and the Tenant shall each submit to the Final Professional a copy of their respective real estate professional’s due and timely exercise determination of the Extension RightFair Rental Value for the Premises. The Final Professional shall then, if after such exercisewithin thirty (30) days of his or her selection, but prior prepare a written report summarizing his or her conclusion as to the commencement date Extension Fair Rental Value (the “Final Professional’s Valuation”). The Final Professional shall give notice of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right Final Professional’s Valuation to the date of Landlord and the commencement of Tenant and such decision shall be final and binding upon the Sublease Extension Term, whether or not such defaults are cured.Landlord and the ACTIVE/103568117.9

Extension Option. Subtenant (a) Tenant shall have the right (the “Extension Right”) option to extend the Term of this Sublease Lease for a single additional period two successive periods of three five (35) months years each (such periods being herein referred to as the “Sublease "First Extension Term”) Period" and the "Second Extension Period"), on all of the same terms and conditions contained in this Lease, except that Landlord shall not be obligated to undertake any additional Leasehold Improvements to the Premises, the Base Rent and the Expense Stop for each extension period shall be calculated as set forth in this Sublease Section 2.3, and there shall be no additional extension options beyond the Second Extension Period, the parties agreeing that the maximum Term of this Lease, including extensions, shall be sixteen and one-half (other than Base Rent16 1/2) years. Tenant shall exercise each extension option by giving Sublandlord written Landlord notice of its election to exercise do so, on or before the Extension Right at least eight date that is two hundred seventy (8) months 270) days prior to the Expiration Date expiration of the initial Term (or the First Extension Period, as the case may be); provided, however, that if Tenant fails to give timely notice to Landlord of Tenant's exercise of either extension option, Tenant shall be deemed to have waived its extension option rights under this Section 2.3. The word "Term" as used in this Lease shall include the initial Term, which notice, once given, the First Extension Period and the Second Extension Period where the context so requires. (b) The Base Rent during each extension period shall be irrevocable. If Subtenant timely elects equal to exercise such right ninety-five percent (95%) of the market rental value of the Premises, taking into account the applicable Expense Stop and the other terms of this Lease, the "as is" condition of the Premises, and (if applicable) the absence of a tenant improvement allowance and brokerage commission for the extension period, but, with respect to the Sublease First Extension TermPeriod, in no event lower than the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the original term hereof as set forth in Section 1.1, and with respect to the Second Extension Period, in no event lower than the Base Rent during the First Extension Period (the "Extension Rent"). The Expense Stop during each extension period shall be an amount equal to Tenant's Percentage of the actual Operating Expenses incurred in the last full Fiscal Year prior to Tenant's notice of its election to extend the initial Term (or the First Extension Period, as applicable). Landlord shall give Tenant notice of the amount of the Extension Rent promptly after Tenant notifies Landlord of its election to exercise either extension option. If Xxxxxx agrees with Xxxxxxxx's determination of the Extension Rent, Tenant shall notify Landlord of such agreement within twenty (20) days after Xxxxxx receives Landlord's notice of the amount of the Extension Rent. If Tenant disagrees with Landlord's determination of the Extension Rent, Tenant may, by notice given to Landlord within twenty (20) days after Tenant receives Landlord's notice of the amount of the Extension Rent, (i) revoke Tenant's election to exercise the Extension Option whereupon the Extension Option and all of Tenant's rights related thereto set forth in this SubleaseSection 2.3 shall terminate or (ii) elect to have the fair market rental value for the Premises determined by the appraisal process (the "Appraisal Process") set forth in subsection 2.3(c) below, which fair market rental value determination shall be binding on both Landlord and Tenant. If Tenant does not notify Landlord within such twenty (20) day period of (x) Tenant's agreement to the Extension Rent, (y) Tenant's revocation of its exercise of the Extension Option, or (iiiz) Tenant's election to have the fair market rental value determined by the Appraisal Process, the Extension Option and all of Tenant's rights related thereto set forth in this Section 2.3 shall terminate. (c) Within ten (10) days after Landlord receives Tenant's election to use the Appraisal Process, if Subtenant Tenant shall elect to have the fair market rental value for the Premises determined by the Appraisal Process, Landlord and Tenant shall adopt the following procedures: (i) Landlord and Tenant will each promptly choose one disinterested real estate appraisal firm of recognized competence in the greater Boston area to perform an appraisal. Each appraisal will determine the fair market rental of the Premises, taking into account the quality, size, configuration, Building amenities, available parking, the location of the Building and the Premises (including, without limitation, the Building's proximity and access to Route 128), and the then current market rental rates for comparable office space in the central Route 128 area. The two appraisers shall within ten (10) days after the date of the later appointment appoint a third appraiser satisfying the above qualifications. If the two appraisers cannot agree on a third appraiser, they shall immediately apply to the President of the Greater Boston Real Estate Board to select a third appraiser satisfying the above qualifications. The third appraiser, however selected, shall not have acted previously in any capacity for either Landlord or Tenant. If either Landlord or Tenant fails to appoint an appraiser within the allotted time, the single appraiser who has been appointed shall determine the fair market rental value for the Premises for the applicable Extension Period. Each party shall bear the costs of its own appraiser and one-half of the cost of the third appraiser. (ii) Within thirty (30) days after the selection of the third appraiser, each of the appraisers shall submit its determination of the fair market rental value for the Premises for the applicable Extension Period to Landlord. None of the determinations shall be opened until all have been submitted. The appraisal furthest from the middle appraisal shall be excluded and the remaining two appraisals shall be added together and their total divided by two; provided, however, that if no appraisal is more than ten percent (10%) more or less than the middle appraisal, then all three appraisals shall be added together and their total divided by three. The resulting quotient shall be the fair market rental value for the Premises which is used to determine the Extension Rent for the applicable Extension Period. (d) Notwithstanding any contrary provision of this Section 2.3 or any other provision of this Lease, Tenant's rights to extend this Lease under this Section 2.3 shall be void and of no effect unless on the date Tenant notifies Landlord that it is exercising either extension option and on the date of commencement of the applicable Extension Period (i) this Lease is in full force and effect, (ii) Tenant is not in occupancy default of any of its obligations under this Lease beyond any applicable cure periods, (iii) Tenant has neither assigned this Lease nor sublet fifty percent (50%) or more of the Premises (except for Permitted Transfers), and (iv) Tenant is occupying at least eighty fifty percent (8050%) of the entire Subleased Premises both at Premises; provided, however, that Landlord reserves the time right to waive the provisions of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Termthis subsection 2.3(c). The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of conditions described in the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, preceding subparagraphs (i) Subtenant fails through (iv) are hereinafter referred to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during collectively as the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured"Exercise Conditions".

Extension Option. Subtenant So long as no default of this Lease on the part of Landlord has occurred and is continuing on the date of the delivery of the Extension Notice or the Base Term Expiration Date, Landlord shall have the one-time right and option (the “Extension RightOption”), exercisable upon (a) written notice (the “Extension Notice”) to Tenant not later than twelve (12) months prior to the scheduled expiration of the Base Term, to extend the Base Term of this Sublease for by a single additional period of three (3) months (the “Sublease Extension Term”) of not less than one (1) month, and not more than twelve (12) months, as such Extension Term is specified by Landlord in such Extension Notice (the date on which the Extension Term is scheduled to end is the “Extension Term Expiration Date”), and (b) payment to Tenant of an amount (the “Extension Fee”) equal to the number of months in the Extension Term (as specified by Landlord in its Extension Notice) multiplied by $583,333.33, which Extension Fee shall be prorated for any partial months and shall be paid as follows: (i) one-half of the Extension Fee shall be paid to Tenant concurrently with delivery of the Extension Notice and (ii) one-half of the Extension Fee shall be paid to Tenant in equal monthly installments, commencing on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice first day of its election to exercise the calendar month after the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence Notice is delivered and on the first day immediately following of each calendar month thereafter until the initial Base Term Expiration Date. During In the Sublease Extension Term, Base Rent for each event that Landlord fails to timely pay Tenant any monthly portion of the Subleased Premises Extension Fee, Tenant may offset the amount of such fee from its next payment of monthly Rent. If so extended, the Base Term shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor extended to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise end of the Extension Right Term and at Tenant shall continue to lease the time Premises pursuant to the terms of this Lease including the commencement date provisions of the Sublease Extension Term. The Extension Right Article 2 and Section 5.10; provided, however, that Landlord shall terminate and be of have no further force option or effect even after Subtenant’s due and timely exercise of right to extend the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.

Extension Option. Subtenant (a) On each of the first and the second anniversary of the date hereof, the Termination Date may be extended in the manner set forth in this Section for a period of one year from the Termination Date then in effect. If the Borrowers wish to request an extension of the Termination Date, the Borrowers shall give written notice to that effect to the Administrative Agent not less than 30 days nor more than 90 days prior to the applicable anniversary of the date hereof, whereupon the Administrative Agent shall promptly notify each of the Lenders of such request. Each Lender will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its sole and absolute discretion, within 30 days of such notice to the Administrative Agent. If any Lender shall not have responded affirmatively within such 30-day period, such Lender shall be deemed to have rejected the Borrowers’ proposal to extend its Commitment and only the Commitments of those Lenders which have responded affirmatively shall be extended. (b) Any extension of the Commitments pursuant to this Section 2.19 shall be subject to satisfaction of the following conditions: (i) before and after giving effect to such extension, all representations and warranties contained in Article 4 shall be true; (ii) at the time of such extension, no Default shall have occurred and be continuing or would result from such extension; and (iii) receipt by the right Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit K hereto (the “Extension RightAgreement”) to extend duly completed and signed by the Term of this Sublease for a single additional period of three (3) months (Borrowers, the “Sublease Extension Term”) on the same terms Administrative Agent and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date all of the initial TermLenders which have responded affirmatively, which notice, once given, Lenders shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103have more than 50% of the rate aggregate amount of the Commitments. (c) If any Lender rejects, or is deemed to have rejected, the Borrowers’ proposal to extend its Commitment, (A) such Lender’s Commitment (and, if such Lender is an Issuing Lender, its obligation to issue Letters of Credit) shall terminate on the Termination Date then in effect with respect to such Lender, (B) the Borrowers shall pay to such Lender on such Termination Date any amounts due and payable to such Lender on such date and (C) the Borrowers may, if they so elect, designate one or more Eligible Assignees which at the time agree to (i) in the case of any such Person that is an existing Lender, increase its Commitment and (ii) in the case of any other such Person, become a party to this Agreement with a Commitment of not less than $5,000,000, provided that any such designation or agreement may not increase the aggregate amount of the Commitments. Upon execution and delivery by the Borrowers and such Lender or Additional Lender of an instrument of assumption in form and amount satisfactory to the Administrative Agent and execution and delivery of the Extension Agreement pursuant to Section 2.19(a), such existing Lender shall have a Commitment as therein set forth or such other Person shall become a Lender with a Commitment as therein set forth and all the rights and obligations of a Lender with such a Commitment hereunder. On the date of termination of any Lender’s Commitment as contemplated by this subsection (b), the respective participations of the other Lenders in all outstanding Letters of Credit shall be redetermined on the basis of their respective Commitments after giving effect to such termination, and the participation therein of the Lender whose Commitment is terminated shall terminate; provided that the Borrowers shall, if and to the extent necessary to permit such redetermination of participations in Letters of Credit within the limits of the Commitments which are not terminated, prepay on such date a portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionoutstanding Loans and/or secure cancellation of outstanding Letters of Credit or, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 that such redetermination cannot be effected within the limits of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment Commitments even after all outstanding Loans have been prepaid, Cash Collateralize the Letter of this Sublease. Notwithstanding Credit Liabilities to the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year extent of the initial Term excess, and such redetermination and termination of this Sublease, or participations in outstanding Letters of Credit shall be conditioned upon their having done so. (iiid) if Subtenant is not in occupancy of at least eighty percent (80%) The Administrative Agent shall promptly notify the Lenders of the entire Subleased Premises both at the time effectiveness of each extension of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior Commitments pursuant to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedSection 2.19.

Extension Option. Subtenant shall have (a) Provided this Lease is then in full force and effect without any existing uncured default of Lessee hereunder, Lessor hereby grants unto Lessee the right (the “Extension Right”) and option to extend the Lease Term for one (1) term of this Sublease for a single additional period of three five (35) months (the “Sublease Extension Term”) years, with such term to commence on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise day following the Extension Right at least eight (8) months prior to the Expiration Date expiration date of the initial Lease Term, which notice, once given, shall be irrevocable. If Subtenant timely elects In order to exercise such right extension option, Lessee shall notify Lessor in writing no later than January 1, 2006, of Lessee's desire to so extend the Sublease Lease Term. If Lessee exercises its option to extend this Lease for five (5) years, the Base Rent Rate for the first year for the five (5) year extension period shall be no less than $21.50 per square foot of Rentable Floor Area per annum, and no greater than $24.50 per square foot of Rentable Floor Area per annum and such Base Rent Rate shall be escalated annually at three percent (3%) per year during the extension term. If Lessor and Lessee cannot reasonably agree in good faith on or before April 1, 2006 on the amount of Base Rent Rate between $21.50 and $24.50 for the Extension Term, the Sublease Extension Term Option shall commence on be deemed terminated. (b) During such extension term, all of the day immediately following terms, conditions and provisions of this Lease shall remain in effect; provided, however, there shall be no allowances granted during any such extension period. In addition to the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of Rate, Lessee shall continue to pay Additional Rental during the Subleased Premises extension term." 8. Exhibit "G", Special Stipulations, Paragraph 11 "Rental Concession", the ------------------------------------------------------------------- following new subparagraph shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both added at the time of end thereof as follows: "For the exercise of Second Expansion Area there will be no Rental Concession." 9. Exhibit "G", Special Stipulations, Paragraph 15, "Temporary Storage ------------------------------------------------------------------- Area", the Extension Right and following new paragraph shall be added at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.end thereof as ----- follows:

Extension Option. Subtenant Subject to the terms and conditions contained herein, Tenant shall have the right (the “Extension Right”) to extend the Term term of this Sublease Lease for a single one additional period of three (3) months years, to begin immediately upon the expiration of the original term of this Lease (the “Sublease Extension Termextended term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date ), provided that each of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right conditions has been satisfied: (i) during any period as of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise Tenant’s Notice of Intent (as defined below), the Landlord’s Notice of the Extension Right to Market Rate (as defined below), the date Date of Tenant’s Acceptance (as defined below), and as of the commencement of the Sublease extended term, Tenant shall not be in default and shall not have previously been in default of its obligations under this Lease beyond any applicable grace period; (ii) Tenant shall have a net income for the 12-month period immediately preceding the date of the Extension TermNotice and for the 12-month period immediately preceding the commencement of the extended term; and (iii) simultaneously with delivery of the Extension Notice and also at the commencement of the extended term, whether Tenant shall have delivered to Landlord an audited statement prepared using generally accepted accounting principles evidencing such net income during each of the periods specified in clause (ii) hereinabove. If an audited statement has not yet been prepared for either of the 12-month periods specified in (ii) above, Tenant shall deliver, in lieu thereof, a financial statement certified by an officer of the company and prepared using generally accepted accounting principles to evidence said net income, provided, however, Xxxxxx shall deliver said audited statement to Landlord immediately upon its completion and if said audited statement does not corroborate the certified financial statement, Landlord shall have the right to terminate the extended term and any extension notice delivered by Tenant shall be deemed null and void and of no further effect as between the parties. Landlord shall not be liable to Tenant for any damages (direct, indirect, punitive, consequential, special or otherwise) incurred by Tenant in connection with any failure of the term of this Lease to be extended hereunder. All of the terms, covenants and provisions of this Lease shall apply to such extended term except that the Annual Fixed Rent Rate for such extension period shall be the market rate at the commencement of such extended term, as designated by Landlord. The “market rate” shall be the annual fair market rental rate during the extended term, for leases, for a space of similar size to the Premises and of a quality comparable to the Premises, in a comparable market as reasonably determined by Landlord. In order for Tenant’s right to extend the term of this Lease to be effective, Tenant shall notify Landlord in writing of its desire to extend the term no later than June 15, 2007 (the “Tenant’s Notice of Intent”). If Xxxxxx delivers the Tenant’s Notice of Intent as aforesaid, then, not later than July 5, 2007, Landlord shall give written notice to Tenant of Landlord’s designation of the market rate (the “Landlord’s Notice of the Market Rate”). Tenant shall either accept or reject in writing Landlord’s designation of the market rate no later than July 15, 2007 (in the event Tenant accepts Landlord’s designation, the date of Tenant’s acceptance is referred to herein as the “Date of Xxxxxx’s Acceptance”). Any failure on the part of Tenant to deliver, or any act or omission by Tenant not to deliver, its notice accepting or rejecting the Landlord’s designation of the market rate shall bind Tenant to Landlord’s designation of the market rate and the extension of this Lease shall automatically be effected without the execution of any additional documents. If Tenant accepts the Landlord’s designation of the market rate, the extension of this Lease shall be automatically effected without the execution of any additional documents. If Tenant fails or decides not to timely deliver its Notice of Intent, or rejects Landlord’s designation of the market rate, as aforesaid, Tenant shall be deemed to have waived its right to extend the term of the Lease hereunder. The original term and the extended term are hereinafter collectively called the “term”. In any event, the Annual Fixed Rent Rate for the extended term shall not be less than the Annual Fixed Rent Rate in effect immediately prior to such defaults are curedextended term.

Extension Option. Subtenant shall have Landlord hereby grants to Tenant an option to extend the right term of this Lease (the “Extension Right”) to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension TermOption”) on the same terms terms, conditions and conditions provisions as this Sublease contained herein, except as otherwise provided herein, for one (other than Base Rent1) by giving Sublandlord written notice period of its election to exercise five (5) years (the “Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocablePeriod”). If Subtenant timely elects to exercise such right to the Sublease The Extension Term, the Sublease Extension Term Period shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension TermJuly 1, 2008 and shall expire on June 30, 2013. A. Base Rent for each portion per square foot of rentable area of the Subleased Premises payable during the Extension Period shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty one hundred percent (80100%) of the entire Subleased Premises both at Fair Market Rental Rate (as defined below) for lease terms commencing on or about the time date of commencement of the Extension Period, as reasonably determined by Landlord. Tenant shall be required to pay its proportionate share of Building Operating Expenses and Taxes during the Extension Period. B. If Tenant desires to exercise its option to extend for the Extension Period, Tenant shall deliver a written notice (an “Extension Notice”) to Landlord to such effect no earlier than March 1, 2007 and no later than May 1, 2007, time being of the essence. If not so exercised, Tenant’s option to extend for the Extension Period shall automatically expire. C. Within thirty (30) days following Landlord’s receipt of Tenant’s Extension Notice, Landlord shall deliver to Tenant a notice stating the Fair Market Rental Rate for the Extension Period (“Extension Period Rental Notice”). If the rental amount specified in the Landlord’s Extension Period Rental Notice is unacceptable to Tenant, Tenant shall have the right to rescind its exercise of the Extension Right and at the time option to extend by delivering a recission notice to Landlord within fifteen (15) days following Landlord’s delivery of the commencement date of Extension Period Rental Notice. If Tenant delivers its recission notice to Landlord within the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenantfifteen (15) day period, Tenant’s due and timely exercise of the option to extend the Lease shall be deemed null and void and this Lease shall expire at the end of the Term. If Tenant fails to deliver the recission notice within the fifteen (15) day period, this Lease shall be extended for the Extension RightPeriod unless Tenant notifies Landlord in writing within such fifteen (15) day period that Tenant disagrees with Landlord’s determination of the Fair Market Rental Rate, in which case Tenant shall concurrently notify Landlord of Tenant’s determination of the Fair Market Rental Rate, and if the parties are unable to agree upon a Fair Market Rental Rate within thirty (30) days after such exerciseresponse by Tenant (the “Negotiation Period”), but prior then such dispute shall be settled by arbitration as hereinafter described. Landlord and Tenant, within fifteen (15) days after expiration of a Negotiation Period, shall each simultaneously submit to the commencement date other, in a sealed envelope, its good faith estimate of the Sublease Extension Term, applicable Fair Market Rental Rate (icollectively referred to as the “Estimates”). If the higher of such Estimates is not more than one hundred five percent (105%) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise lower of such Estimates, then the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.Fair Market Rental Rate shall be

Extension Option. Subtenant So long as this Lease is still in full force and effect, and subject to the Conditions (as hereinafter defined), which Landlord may waive, in its discretion, at any time, but only by notice to Tenant, Tenant shall have the right to extend the term of this Lease for one (1) additional period (the “Extension RightExtended Term”) to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease Extension Term”) years, commencing on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise day succeeding the Extension Right at least eight (8) months prior to the Expiration Date expiration of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Original Term shall commence and ending on the day immediately following preceding the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date third anniversary of the commencement of the Sublease Extension Extended Term. All of the terms, covenants and provisions of this Lease applicable immediately prior to the expiration of the then Original Term shall apply to the Extended Term except that (i) the Annual Fixed Rent for the Extended Term shall be the Market Rate (as hereinafter defined) for the Premises determined as of the commencement of such Extended Term, whether as designated by Landlord by notice to Tenant (“Landlord’s Notice”), but subject to Tenant’s right to dispute as hereinafter provided, Tenant shall have no further right to extend the term of this Lease beyond the Extended Term. If Tenant shall elect to exercise the aforesaid option, it shall do so by giving Landlord notice of its election (the “Election Notice”) not sooner than one (1) year, nor later than eight (8) months, prior to the expiration of the Original Term. If Tenant fails to give such Election Notice to Landlord, the term of this Lease shall automatically terminate no later than the end of the Original Term, and Tenant shall have no further option to extend the term of this Lease, it being agreed that time is of the essence with respect to the giving of such Election Notice. If Tenant shall extend the term hereof pursuant to the provisions of this Section 2.3, such extension shall (subject to satisfaction of the Conditions, unless waived by Landlord) be automatically effected without the execution of any additional documents, but Tenant shall, at Landlord’s request, execute an agreement confirming the Annual Fixed Rent for the Extended Term. The “Conditions” are that, as of the date of the Election Notice there shall exist no Default of Tenant and the named Tenant as set forth in Section 1.1 (or any successor by Merger, or any Affiliate as defined in Section 6.2.1) shall actually occupy the entire Premises. Notwithstanding any provision of this Section 2.3 to the contrary, if Landlord’s Notice shall contain the Relocation Request, then Tenant may withdraw and cancel its Election Notice by notice given to Landlord not later than twenty (20) days after Landlord’s Notice (time being of the essence), in which case Tenant’s Election Notice shall be null, void and of no effect and the term of this Lease shall expire not later than the expiration of the Original Term as if the Election Notice had never been given. If Tenant shall not withdraw the Election Notice timely, then Landlord may relocate Tenant in accordance with the Relocation Request and Section 2.1, and in such defaults are curedcase, all references in this Section 2.3 to the “Premises” shall be deemed to refer to the substitute space identified in the Relocation Request.

Extension Option. Subtenant shall have A. Landlord hereby grants to Tenant an option to extend the right Lease Term for one (1) period of five (5) years (the “Extension RightPeriod”) to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease ). The Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term Period shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion expiration of the Subleased Premises initial Lease Term (“Extension Commencement Date”) and shall expire on the day preceding the fifth (5th) anniversary of the Extension Commencement Date, unless sooner terminated in accordance with the terms and provisions of the Lease. B. The Extension Period shall be payable at a rate equal to 103% of upon the rate same terms, covenants, and conditions as set forth in effect the Lease with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionLease Term, except that it may (subject to obtaining Base Rent payable during the consent of Prime Lessor Extension Period shall be equal to the extent required under Section 22 Fair Market Rental Rate (as defined below) for lease terms commencing on or about the Extension Commencement Date, as determined in accordance with this Section. Tenant shall be obligated to pay Tenant’s Pro Rata Share of Basic Costs and Taxes during the Extension Period, if Tenant has elected to extend the Lease Term. C. If Tenant desires to exercise its option to extend, Tenant shall no earlier than fifteen (15) months prior to the expiration of the Prime Leaseinitial Lease Term, and no later than twelve (12) be assigned months prior to the expiration of the initial Lease Term, time being of the essence, notify Landlord in connection with a Corporate Permitted Assignment writing of this Subleaseits desire to extend and request of Landlord its determination of the Fair Market Rental Rate (“Tenant’s Initial Notice”). Notwithstanding Landlord shall, within thirty (30) days of its receipt of Tenant’s Initial Notice, notify Tenant in writing (“Landlord’s Notice”) of the foregoingrental rate for the Extension Period (the “Extension Period Rental Rate”). If Tenant desires to extend the Lease Term for the Extension Period at the Extension Period Rental Rate, Subtenant may Tenant shall so notify Landlord in writing (the “Extension Notice”) within thirty (30) days after Landlord delivers Landlord’s Notice to Tenant. If Tenant does not so exercise the Extension Right Option, then Tenant may notify Landlord in writing (ithe “Negotiation Notice”) during any period of time within thirty (30) days after Landlord delivers Landlord’s Notice to Tenant that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year Tenant disagrees with Landlord’s determination of the initial Term Fair Market Rental Rate, in which case Tenant shall concurrently notify Landlord of this SubleaseTenant’s determination of the Fair Market Rental Rate, and if the parties are unable to agree upon a Fair Market Rental Rate within thirty (30) days after such response by Tenant (the “Negotiation Period”), then such dispute shall be settled by binding arbitration as hereinafter described. If Tenant fails to deliver either the Extension Notice or Negotiation Notice within the time periods specified above, the Extension Option shall be deemed waived, time being of the essence. D. Landlord and Tenant, within fifteen (iii15) if Subtenant days after expiration of a Negotiation Period, shall each simultaneously submit to the other, in a sealed envelope, its good faith estimate of the Fair Market Rental Rate for the Extension Period (collectively referred to as the “Estimates”). If the higher of such Estimates is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date of the exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are cured.than one

Extension Option. Subtenant Provided Tenant is not otherwise in default under the terms of this Lease, Tenant shall have the option to renew this Lease for two (2) consecutive terms of five (5) years each, by delivering notice to Landlord of Tenant's option to extend at least nine (9) months, prior to the end of the current term of this Lease, or any extension thereof. If Tenant fails to timely deliver to Landlord notice of Tenant's option to extend, then Tenant shall have waived its option to renew, and Tenant shall have no further right (the “Extension Right”) to extend the Term term of this Sublease Lease. If Tenant exercises its right to extend, the term of this Lease shall be extended for a single additional period the applicable five (5) year periods and Tenant shall continue to lease the Premises on all of three (3) months (the “Sublease Extension Term”) on the same terms and conditions of this Lease, except that: (a) the Base Rent payable by Tenant during the renewal term(s) shall be the greater of (i) the Fair Market Rental Rate, as this Sublease defined in Article 22 hereof; or (other than ii) the Base Rent) by giving Sublandlord written notice of its election to exercise Rent in effect at the Extension Right at least eight (8) months prior to the Expiration Date expiration of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment original term of this SubleaseLease, or any extension thereof, whichever is applicable; and (b) after the renewal terms, Tenant shall have no further renewal options under this Lease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right if an Event of Default (ias hereinafter defined) during by Tenant occurs at any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more times, whether or not the defaults are cured, during the last year of the initial Term of this Sublease, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during the period from the date Tenant gives Landlord notice of its option to extend up to and including the first day of a renewal term, Landlord shall have the option of terminating the Lease on the Expiration Date provided in the BASIC LEASE INFORMATION. In such case, Tenant shall not be entitled to exercise of the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedits extension option.

Extension Option. Subtenant shall have the right (the “Extension Right”) Tenant may elect to extend the Term term of this Sublease Lease for a single additional period of three (3) months (the “Sublease Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion of the Subleased Premises shall be payable at a rate equal to 103% of the rate in effect with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretion, except that it may (subject to obtaining the consent of Prime Lessor to the extent required under Section 22 of the Prime Lease) be assigned in connection with a Corporate Permitted Assignment of this Sublease. Notwithstanding the foregoing, Subtenant may not exercise the Extension Right (i) during any period of time that Subtenant is in default under any provision of this Sublease, (ii) if Subtenant has been in default under any provision of this Sublease two (2) or more timesfive (5) year periods (each such period being referred to herein as an "Extension Term"), whether or not by giving Landlord notice of such election no later than twelve (12) months before the defaults are cured, during the last year then scheduled expiration of the initial Term of this SubleaseLease Term, or (iii) if Subtenant provided that on the date such notice is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right given and at the time of on the commencement date of the Sublease Extension Term, Tenant is not in default after the expiration of all applicable notice and/or grace periods and Tenant is in occupancy of the majority of the original Premises leased hereunder. Such extension shall be upon the same terms, covenants, and conditions contained in this Lease except that Tenant shall have no further right to extend the Lease Term beyond the 2nd Extension Term and except that the Base Rent for the Extension Term shall be at the greater of (a) the then current Annual Fixed Rent Rate or (b) a rate equal to the then fair market rent. Fair market rent shall be equal to the value of comparable space in comparable properties in the immediate area of the Property. Upon Tenant election to extend, Landlord shall promptly provide in writing the rent (the "Landlord's Rental Rate") at which Landlord is willing to lease the Premises for the Extension Term. The Extension Right shall terminate If Landlord and be Tenant are unable to agree on the amount of no further force such fair market rent by the date that is thirty (30) days after the date Landlord has provided Xxxxxxxx's Rental Rate, then Tenant may either (a) revoke its notice to extend by written notice to Landlord given on or effect even after Subtenant’s due and timely exercise before the end of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease30 day period, or (iib) Subtenant has defaulted proceed to determine the fair market rent as follows. If Tenant does not provide a revocation notice within 30 days of its exercise notice, Tenant shall promptly specify in writing the rent (the "Tenant's Rental Rate") which Tenant is willing to pay for the Premises for the Extension Term and the amount of the fair market rent shall be established by appraisal in the following manner. The Landlord and Tenant shall each appoint one qualified real estate appraiser within 45 days of Tenant's election notice and the two (2) appraisers so appointed shall determine the fair market rent. If such appraisers are unable to agree on the amount of such fair market rent within the 30-day period after the appointment of the latter, they shall appoint a third appraiser within 10 days of the expiration of such period, who shall be instructed to select, as between the rents chosen by the two appraisers, the rent that is closest to the third appraiser's estimate of fair market rent. The fair market rent shall be the amount so selected by the third appraiser and the rent so determined shall be conclusive on Landlord and Tenant. Each party shall bear the cost of its appraiser, and the cost of the third appraisal shall be split equally between the parties; provided that if the rental rate as so determined is equal to or more times greater than Landlord's Rental Rate, then Tenant shall pay the entire cost of all appraisers and if such rate as so determined is equal to or less than Tenant's Rental Rate, then Landlord shall pay the entire cost of all appraisers. Until such time as the fair market rent is so determined, Tenant shall pay monthly Base Rent during the period from Extension Term at the date rate in effect during the last month of the exercise of original Term with an appropriate adjustment once the Extension Right to the date of the commencement of the Sublease Extension Term, whether or not such defaults are curedfair market rent is determined.

Extension Option. Subtenant shall have Landlord hereby grants to Tenant an option to extend the right Lease Term for one (1) five (5) year period (the “Extension RightPeriod”) to extend the Term of this Sublease for a single additional period of three (3) months (the “Sublease ). The Extension Term”) on the same terms and conditions as this Sublease (other than Base Rent) by giving Sublandlord written notice of its election to exercise the Extension Right at least eight (8) months prior to the Expiration Date of the initial Term, which notice, once given, shall be irrevocable. If Subtenant timely elects to exercise such right to the Sublease Extension Term, the Sublease Extension Term Period shall commence on the day immediately following the initial Expiration Date. During the Sublease Extension Term, Base Rent for each portion expiration of the Subleased Premises initial Lease Term (the “Extension Commencement Date”) and shall expire on the day preceding the fifth (5th) anniversary of the Extension Commencement Date, unless sooner terminated in accordance with the terms and provisions of the Lease. (a) The Extension Period shall be payable at a rate equal to 103% of upon the rate same terms, covenants, and conditions as set forth in effect the Lease with respect to such portion of the Subleased Premised on the initial Expiration Date. The Extension Right is personal to Subtenant and shall not be assignable without Sublandlord’s and Prime Lessor’s consent in their respective sole discretionLease Term, except that it may Base Rent payable during the Extension Period shall be equal to ninety-five percent (subject 95%) of the Fair Market Rental Rate (as defined below) for lease terms commencing on or about the Extension Commencement Date, as reasonably determined by Landlord, and in no event shall Landlord have any obligation to obtaining the consent of Prime Lessor perform any work to the extent required under Section 22 Premises for use or occupancy by Tenant or provide Tenant any allowance therefor. Tenant shall be obligated to pay Tenant’s Pro Rata Share of Basic Costs and Taxes during the Extension Period, if Tenant has elected to extend the Lease Term. (b) If Tenant desires to exercise its option to extend, Tenant shall no earlier than fifteen (15) months prior to the expiration of the Prime Leaseinitial Lease Term, and no later than twelve (12) months prior to the expiration of the initial Lease Term, time being of the essence, notify Landlord in writing of its desire to extend and request of Landlord its determination of the Fair Market Rental Rate (“Tenant’s Initial Notice”). Landlord shall, within thirty (30) days of its receipt of Tenant’s Initial Notice, notify Tenant in writing (“Landlord’s Notice”) of the rental rate for the Extension Period (the “Extension Period Rental Rate”). If Tenant desires to extend the Lease Term for the Extension Period at the Extension Period Rental Rate, Tenant shall so notify Landlord in writing (the “Extension Notice”) within thirty (30) days after Landlord delivers Landlord’s Notice to Tenant. If Tenant does not so exercise its right for the Extension Period, then Tenant may notify Landlord in writing (the “Negotiation Notice”) within thirty (30) days after Landlord delivers Landlord’s Notice to Tenant that Tenant disagrees with Landlord’s determination of the Fair Market Rental Rate, in which case Tenant shall concurrently notify Landlord of Tenant’s determination of the Fair Market Rental Rate, and if the patties are unable to agree upon a Fair Market Rental Rate within thirty (30) days after such response by Tenant (the “Negotiation Period”), then such dispute shall be assigned in connection with a Corporate Permitted Assignment of this Subleasesettled by binding arbitration as hereinafter described. Notwithstanding If Tenant fails to deliver either the foregoingExtension Notice or Negotiation Notice within the time periods specified above, Subtenant may not the option to exercise the Extension Right Period shall be deemed waived, time being of the essence. If Tenant fails to timely exercise its rights hereunder, then within seven (i7) during days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any period third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. (c) Landlord and Tenant, within fifteen (15) days after expiration of time that Subtenant a Negotiation Period, shall each simultaneously submit to the other, in a sealed envelope, its good faith estimate of the Fair Market Rental Rate for the Extension Period (collectively referred to as the “Estimates”). If the higher of such Estimates is not more than one hundred five percent (105%) of the lower of such Estimates, then the Fair Market Rental Rate shall be the average of the two Estimates. If the Fair Market Rental Rate is not so resolved pursuant to the preceding sentence, Landlord and Tenant, within fifteen (15) days after the exchange of Estimates, shall each select an appraiser to determine which of the two Estimates more closely reflects the Fair Market Rental Rate for the Premises for the Extension Period. Each appraiser selected pursuant to this Section shall be certified as an MAI appraiser and shall have had at least ten (10) years experience as a real estate appraiser of which at least the last five (5) years immediately preceding the Negotiation Period must be as a real estate appraiser working in default under any provision the Andover, Massachusetts office market, with working knowledge of current rental rates and market practices. For purposes of this SubleaseSection, “MAI appraiser” means an individual who holds an MAI designation conferred by, and is an independent member of, the American Appraisal Institute (iior its successor organization, or in the event there is no successor organization, the organization and designation most similar) if Subtenant has been and who is not affiliated with Landlord or Tenant. Upon selection, Landlord’s and Tenant’s appraisers shall work together in default under any provision good faith to agree upon which of this Sublease the two (2) Estimates more closely reflects the Fair Market Rental Rate for the Premises for the Extension Period. The Estimate chosen by such appraisers shall be binding on both Landlord and Tenant as the Base Rent rate for the Extension Period. If either Landlord or more timesTenant fails to appoint an appraiser within the fifteen (15) day period referred to above, whether or then the appraiser appointed by the other party shall be the sole appraiser for the purposes hereof. If the two appraisers cannot the defaults are cured, during the last year agree upon which of the initial Term two Estimates most closely reflects the Fair Market Rental Rate within twenty (20) days after their appointment; then, within ten (10) days after the expiration of this Subleasesuch twenty (20) day period, or (iii) if Subtenant is not in occupancy of at least eighty percent (80%) of the entire Subleased Premises both at the time of the exercise of the Extension Right and at the time of the commencement date of the Sublease Extension Term. The Extension Right shall terminate and be of no further force or effect even after Subtenant’s due and timely exercise of the Extension Right, if after such exercise, but prior to the commencement date of the Sublease Extension Term, (i) Subtenant fails to timely cure any default by Subtenant under this Sublease, or (ii) Subtenant has defaulted two (2) or more times during appraisers shall select a third appraiser meeting the period from aforementioned criteria (or, if such two appraisers are unable to select a third appraiser, such selection shall be made by the date President of the exercise local chapter of the Extension Right to American Appraisal Institute [or its successor organization]). Once the date third appraiser has been selected as provided for above, then, as soon thereafter as practicable, but in any case within fourteen (14) days, the third appraiser shall make its determination of which of the commencement two Estimates more closely reflects the Fair Market Rental Rate for the Premises for the Extension Period and such appraiser shall not select anything other than one of the Sublease two Estimates from Landlord and Tenant and the Estimate so selected by the third appraiser shall be binding on both Landlord and Tenant as the Fair Market Rental Rate for the Premises for the Extension TermPeriod. The xxxxx whose Estimate is not selected as the Fair Market Rental Rate shall pay the costs of the third appraiser and of any experts retained by the third appraiser. Any fees of any appraiser, whether counsel or not experts engaged directly by Landlord or Tenant, however, shall be borne by the party retaining such defaults are curedappraiser, counsel or expert.