Common use of Extension Option Clause in Contracts

Extension Option. Section 32.01 (a) Provided that at the time of the exercise of the Extension Option (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default or material non-monetary default under this Lease beyond any applicable notice and cure period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewed, Tenant shall have the option (the “Extension Option”) to unconditionally extend the Term, as it relates to all or any portion of the Premises that constitutes a contiguous block of two (2) full floors starting at the top or bottom of the Premises for either one five (5) year period or one ten (10) year period (but not both), commencing on the day after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration Date, as the case may be (the “Extended Term”). 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 applicable time, the Extension Option shall be void and of no further force or effect and Tenant shall have no further Extension Option. Landlord shall, within ten (10) business days after Landlord’s receipt of the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise of such Extension Option.

Extension Option. Section 32.01 (a) Provided that at the time of the exercise of the Extension Option (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default or material non-monetary default under this Lease beyond any applicable notice and cure period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewed, Tenant shall have the option (herein, the “Extension Option”) to unconditionally extend the term of this Lease for an additional term of five (5) years (herein, the “Extension Term”) to commence on the day following the Expiration Date and to terminate five (5) years thereafter, as it relates to all or provided that Tenant is not in default of any provision of this Lease and has not subleased more than fifty percent (50%) of the area of the Premises during any portion of the Premises that constitutes a contiguous block of two (2) full floors starting at the top or bottom of the Premises for either one five (5) year period or one ten (10) year period (but not both), commencing on the day after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of Lease Years prior to the Expiration Date, . Such extension shall be upon the same terms and conditions as contained in this Lease except that (i) the case may Monthly Rent shall be (the “Extended Term”Fair Market Rent” as of the date of “Tenant’s Notice” (as hereinafter defined), determined pursuant to Section 30.2; (ii) there shall be no Landlord’s Work, Tenant Improvement Allowance, free rent or other related concessions granted for such extension; (iii) the Base Year for Operating Expenses shall be the calendar year in which the Extension Term commences; (iv) the Base Year for Taxes shall be the calendar in which the Extension Term commences; and (v) there shall be no further option to extend. Tenant shall In order to exercise the Extension Option by written Option, Tenant shall give notice to Landlord given no (“Tenant’s Notice”) of such exercise not later than the date which is fifteen twelve (1512) months prior to the Expiration Date (TIME BEING OF THE ESSENCE as to such date) and once Tenant exercises the Extension OptionDate, Tenant may not thereafter revoke such exercise. If any time being of the conditions set forth in clauses (i) through (iii) above are not fulfilled at the applicable time, the Extension Option shall be void and of no further force or effect and Tenant shall have no further Extension Optionessence. Landlord shall, within ten (10) business days after Landlord’s receipt of the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting In order for Tenant’s exercise to be effective, at the time it gives such Tenant’s Notice and at the time the Extension Term is to commence, there shall not, at Landlord’s option, be an outstanding Event of Default under this Lease. If Tenant fails to exercise its Extension Option within the time period provided herein, said time being of the essence, Tenant shall be deemed to have waived its Extension Option without any further notice from Landlord and Landlord shall be free to lease such Extension Optionspace upon such terms as Landlord may elect in its sole discretion.

Extension Option. Section 32.01 (a) Provided that at Tenant shall continue to have the time right to the “Extension Option,” as defined and provided in Article 38 of the exercise Original Lease, Section 11 of the First Amendment, Section 10 of the Second Amendment, and Section 15 of the Third Amendment, which Extension Option (herein defined): (i) may be exercised with respect to the Current Premises only. Provided Tenant has not assigned this Lease shall or sublet the Premises or any portion thereof, and provided that Tenant is not have been terminated; (ii) Tenant shall not be in monetary default or material non-monetary default under this the Lease beyond any applicable notice and cure period; and (iii) Tenant is in occupancy periods at the time of exercise or at least seventy-five percent (75%) any time thereafter until the beginning of the rentable area of the Premises that is being renewedextension Term, Landlord hereby grants to Tenant shall have the option to extend the Suite 505 Expansion Premises Term (the “Extension Suite 505 Expansion Premises Option”) to unconditionally extend the Term, as it relates to all or any portion for one (1) additional consecutive period of the Premises that constitutes a contiguous block of two (2) full floors starting at the top or bottom of the Premises for either one five (5) year period or one ten (10) year period (but not both), commencing on the day after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration Date, as the case may be years (the “Extended TermSuite 505 Expansion Premises Extension Period”)) for the Suite 505 Expansion Premises only. Tenant’s exercise of the Suite 505 Expansion Premises Option shall be in accord with Section 38.1 of the Original Lease, and Tenant shall exercise the Extension Suite 505 Expansion Premises Option by giving written notice to Landlord given no later than the date which is fifteen at least ten (1510) 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 expiration of the conditions set forth in clauses (i) through (iii) above are not fulfilled at Suite 505 Expansion Premises Term. Tenant’s Base Rent during the applicable time, the Suite 505 Expansion Premises Extension Option Period shall be void and equal to the Fair Market Base Rental to be determined pursuant to Section 38.2 of no further force or effect and the Original Lease. Notwithstanding anything to the contrary in the foregoing. Tenant shall have no further the right to exercise its Extensions Options for the Current Premises and the Section 505 Expansion Premises if and only if, Tenant exercises its Extension Option. Landlord shallOptions for the greater of: (a) 15,218 rental square feet, within ten (10) business days after Landlord’s receipt which is the total square footage of the notice from Premises as of the date of this Amendment; or (b) the number of rental square feet currently occupied by Tenant exercising within the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise of such Extension OptionBuilding.

Extension Option. Section 32.01 (a) Provided that at the time of the exercise of the Extension Option (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default or material non-monetary default under this Lease beyond any applicable notice and cure period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewed, Tenant shall have the option (the “Extension Option”) to unconditionally extend the Term, as it relates to Term for all or any portion of the Premises that constitutes a contiguous block of for two (2) full floors starting at the top or bottom extension terms of the Premises for either one five (5) year period or one ten years each (10) year period (but not boththe “First Extension Term” and “Second Extension Term” respectively and each an “Extension Term”). If Tenant validly exercises an Extension Option in accordance with this Section 2.2.1, commencing the First Extension Term shall commence on the day after following the initial Expiration Date and ending shall end on the fifth (5th) anniversary or of such Expiration Date unless the tenth Extension Term is earlier terminated pursuant to this Lease and the Second Extension Term shall commence on the day following the expiration of the First Extension Term and shall end on the fifth (10th5th) anniversary of such expiration date unless the Expiration Date, as Second Extension Term is earlier terminated pursuant to this Lease. Each Extension Term shall commence only if: (i) Tenant has notified Landlord in writing of its exercise of the case may be (right to extend the “Extended Term”). Tenant shall exercise term for the Extension Option by written notice Term (an “Extension Term Exercise Notice”) no earlier than eighteen (18) months prior to Landlord given and no later than the date which is fifteen fourteen (1514) months prior to the then current Expiration Date (TIME BEING OF THE ESSENCE as to such date) and once Tenant exercises the Extension OptionDate, Tenant may not thereafter revoke such exercise. If any time being of the conditions set forth in clauses essence, (iii) through at the time of the exercise of such right and immediately prior to the Expiration Date, no Event of Default shall be continuing hereunder; (iii) above are not fulfilled the Tenant named herein or its Permitted Transferees shall be in occupancy of the entire Premises at the applicable timetime such notice is given; and (iv) with respect to the Second Extension Term only, the Extension Option shall be void and of no further force or effect and Tenant shall have no further validly exercised its right to extend the term for the First Extension OptionTerm. Landlord shall, within ten Within thirty (1030) business days after receipt of a properly delivered Extension Term Exercise Notice, Landlord shall advise Tenant in writing of its determination of the Fair Market Rent and Lease Concessions for the Extension Term (“Extension Term Rent Notice”). Tenant may rescind its Extension Term Exercise Notice by written notice delivered to Landlord within thirty (30) days after receipt of Landlord’s receipt Extension Term Rent Notice, time being of the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise of such Extension Optionessence.

Extension Option. Section 32.01 (a) Provided that at the time of the exercise of the Extension Option (herein defined): (i) If this Lease shall not have been terminated; (ii) be in full force and effect and if Tenant shall not be in monetary default or material non-monetary default under this Lease (beyond any applicable notice and cure grace period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area any of the Premises that is being renewedterms, conditions, covenants and provisions hereof, at the time of exercise of the option and as of the commencement of the Extension Term, Tenant shall have the option (the “Extension Option”) right to unconditionally extend the Term, as it relates to all or any portion of the Premises that constitutes a contiguous block of Term for two (2) full floors starting at additional, consecutive terms of (x) seven (7) years (the top or bottom of “First Extension Term”) immediately following the Premises for either one initial Term and (y) provided that Tenant timely exercised the First Extension Term, five (5) year period or one ten (10) year period (but not both), commencing on the day after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration Date, as the case may be years (the “Extended Second Extension Term”). ; the First Extension Term and the Second Extension Term are sometimes referred to as the “Extension Terms” or, individually, as an “Extension Term”) immediately following the First Extension Period, provided that Tenant shall exercise the Extension Option by gives Landlord written notice to Landlord given no later at least twelve (12) months and not more than the date which is fifteen (15) months prior to expiration of then-current term (the “Extension Notice”) of its exercise of such extended term option, time being of the essence. Except as set forth below with respect to Fixed Rent, Tenant’s occupancy during such Extension Term shall be governed by all of the terms, conditions, covenants and provisions of this Lease (except with respect to (i) the Extension Terms previously executed, which shall no longer apply, and (ii) Supplemental Rent (if any), which shall not be applicable during the Extension Terms), including, with respect to payment of Additional Rent. Time is of the essence with respect to the matters set forth in this Section 33.1. The provisions of this Article 33 are personal to Tenant and any Successor Entity and shall terminate upon any other assignment of this Lease. EAST\174041517.9 The Fixed Rent for each Extension Term shall be equal to the prevailing fair market rental rate for the applicable Extension Term (such prevailing fair market rental rate, the “Market Rent”) for Tenant’s then constituted Premises based on fixed annual rents and the applicable length of term for Comparable Buildings in the City of New Haven, which shall reflect all relevant market factors including, without limitation, the manner of payment of Operating Expenses and Taxes, but in in no event shall Market Rent be determined to be less than the 101.5% of the rate of Fixed Rent last payable with respect to the period of the Term ending prior to the applicable Extension Term. During each Extension Term the Additional Rent shall continue to be payable as provided in this Lease and all of the terms, conditions and covenants of this Lease, other than the obligation to pay Supplemental Rent, shall apply. If Tenant properly and timely exercises its option to extend the Term pursuant to this Section 33.1, Landlord shall provide Tenant with written notice (the “Market Rent Notice”) of the rate of the Market Rent (as determined by Landlord in good faith) at least eleven (11) months prior to the Expiration Date or expiration of the First Extension Term, as applicable. Tenant shall respond in writing to Landlord within twenty (TIME BEING OF THE ESSENCE as 20) days following Landlord’s delivery of its Market Rent Notice (the “Tenant Response Period”) stating whether (a) Tenant agrees with the Market Rent determined by Landlord, (b) Tenant disagrees with Landlord’s determination of Market Rent, or (c) Tenant elects to such daterescind Tenant’s Extension Notice. Tenant’s failure to respond in a timely manner shall be deemed to be Tenant’s election to accept Landlord’s determination of Market Rent in accordance with clause (a), above. If Tenant agrees with, or is deemed to agree with, Landlord’s determination of Market Rent, the parties shall execute an amendment to this Lease within fifteen (15) and once Tenant exercises days thereafter confirming the Extension OptionTerm, Tenant may not thereafter revoke such exercisethe Fixed Rent for the Extension Term, and any related terms and conditions. If any Tenant timely disagrees with Landlord’s determination of the conditions set forth in clauses Market Rent pursuant to clause (i) through (iii) above are not fulfilled at the applicable timeb), above, the Extension Option Market Rent shall be void determined in accordance with Section 33.2. If Tenant timely elects to rescind Tenant’s Extension Notice pursuant to clause (c), above, then Tenant’s rights under this Article 33 shall terminate and of be no further force or effect and Tenant shall have no further Extension Option. Landlord shall, within ten (10) business days after Landlord’s receipt of the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise of such Extension Optioneffect.

Extension Option. Section 32.01 Tenant shall continue to have one (1) option to extend the New Term for one (1) additional period of five (5) years, on the same terms, covenants and conditions as provided for in the Lease, except for the Monthly Base Rent, which shall initially be equal to the “Fair Market Rental Value” for the Premises for the option term as defined and determined in accordance with the provisions of Article 51 of the Lease; provided, however, the Extension Option must be exercised, if at all, by written notice (“Extension Notice”) delivered by Tenant to Landlord no sooner than that date which is twelve (12) months and no later than that date which is nine (9) months prior to the expiration of the New Term. The Extension Option shall, at Landlord’s sole option, not be deemed to be properly exercised if, at the time the Extension Option is exercised or on the scheduled commencement date for the Option Term, Tenant has (a) Provided that at the time committed an uncured event of default whose cure period has expired pursuant to Section 22 of the exercise of the Extension Option Lease (herein defined): (i) this Lease shall not have been terminated; (ii) or if Tenant shall not would be in monetary default but for the passage of time, the giving of notice or material non-monetary default under this both), (b) except for an assignment to an Affiliate, assigned the Lease beyond any applicable notice and cure period; and or its interest therein, or (iiic) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewedexcept for a sublease to an Affiliate, Tenant shall have the option (the “Extension Option”) to unconditionally extend the Term, as it relates to sublet all or any portion of the Premises that constitutes a contiguous block of two (2) full floors starting at the top or bottom New Premises’ total rentable square feet of the Premises for either one five (5) year period or one ten (10) year period (but not both), commencing on the day after the Expiration Date Premises. Provided Tenant has properly and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration Date, as the case may be (the “Extended Term”). 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 timely exercised the Extension Option, Tenant may not thereafter revoke such exercise. If any the New Term of the Lease 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 Monthly Base Rent shall be as set forth in clauses (i) through (iii) above are not fulfilled at the applicable timeabove, the Extension Option and except that there shall be void no remaining Extension Options. Landlord and Tenant hereby acknowledge and agree that, except as provided in this Section 11, any and all provisions of the Lease providing for an extension or renewal of the Term of the Lease, are hereby deleted in their entirety and Tenant has no further force or effect and Tenant shall have no further Extension Option. Landlord shall, within ten (10) business days after Landlord’s receipt of options to extend the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise of such Extension OptionNew Term.

Extension Option. Provided (i) no Default of Tenant has occurred and is continuing hereunder (Tenant acknowledging that, notwithstanding anything to the contrary contained herein or otherwise implied by this Lease, Landlord has no obligation to accept any cure following the expiration of applicable cure periods), (ii) the original named Tenant (or an assignee of Tenant permitted without Landlord’s consent pursuant to Section 32.01 (a7.7 hereof) Provided that is occupying at the time least 65% of the exercise Premises then demised hereunder both on the date such notice is given and on the commencement date of the Extension Option (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default or material non-monetary default under this Lease beyond any applicable notice and cure period; Term and (iii) Tenant is in occupancy provides Landlord with a replacement Letter of at least seventyCredit (or an amendment to the then-five percent existing Letter of Credit) with an outside expiration date no earlier than sixty (75%60) days following the expiration of the rentable area of the Premises that is being renewedapplicable Extension Term, Tenant shall have the option (the “Extension Option”) may elect to unconditionally extend the Term, as it relates to all or any portion of the Premises that constitutes a contiguous block of Lease Term for two (2) full floors starting at the top or bottom of the Premises for either one consecutive five (5) 5)- year period or one ten periods (10) year period (but not both)each, commencing on the day after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration Date, as the case may be (the an “Extended Extension Term”). Tenant shall exercise the ) by giving Landlord irrevocable notice of each such election (an “Extension Option by written notice to Landlord given Notice”) no later than the date which is fifteen eighteen (1518) months months, and no earlier than twenty- four (24) 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 expiration of the conditions set forth in clauses initial Lease Term (i) through (iii) above are not fulfilled at the applicable timeor first Extension Term, the Extension Option as applicable). Such extension shall be void upon all of the same terms, covenants, and of no further force or effect and conditions contained in this Lease, except that (a) Tenant shall have no further right to extend the Lease Term (other than, during the first Extension Option. Landlord shallTerm, within ten the right to extend the Lease Term for the second Extension Term), (10b) business days after Landlord’s receipt the Base Rent for (i) the first Extension Term shall be at a rate of $365,673.93 per month, and (ii) the second Extension Term shall be at a rate equal to Fair Market Rent (as defined below) as of the notice from Tenant exercising commencement date of the second Extension Option give Tenant a notice specifying Term, and (c) Landlord shall have no obligation to make or pay for any improvements to the reasonsPremises or Building or to pay any allowances, if any, Landlord is rejecting Tenant’s exercise brokerage commissions or inducements of such Extension Optionany kind.

Extension Option. Section 32.01 (a) Provided that at the time 37 of the exercise of Lease is amended by deleting the Extension Option (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default or material non-monetary default under this Lease beyond any applicable notice first paragraph thereof and cure period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of substituting therefor the rentable area of the Premises that is being renewed, following: “Tenant shall have the option (the “Extension Option”) to unconditionally extend the Term, as it relates Term of this Lease for two (2) additional periods of five (5) years each with respect to all of the Premises or any with respect to only the portion of the Premises that constitutes a contiguous block located on the third (3rd) floor of two the Building consisting of 33,224 rentable square feet. Tenant’s right to exercise its Extension Option is conditioned upon (2a) no Default of Tenant existing on the date of exercise or the date the Extension Term is to commence, (b) this Lease being in full floors starting at force and effect and (c) Monotype Imaging Holdings Inc. (or Affiliate to whom the top or bottom Lease has been assigned pursuant to Section 9.2 of the Lease) occupying no less than 50% of the Premises for either one five (5) year period or one ten (10) year period (but not both), commencing from the New Premises Commencement Date on the day after date of its exercise of such Extension Option and the Expiration Date and ending date on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration Date, as the case may be (the “Extended Term”). Tenant shall exercise which the Extension Option by written notice Term is 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 commence. If Tenant exercises the its Extension Option, Tenant may not thereafter revoke such exercise. If any then the portion of the Term preceding the originally scheduled Termination Date shall be referred to as the “Initial Term,” and the portion of the Term from and after the originally scheduled Termination Date shall be referred to as the “Extension Term.” The Extension Term shall be upon all the same terms, covenants and conditions as the Initial Term, except (i) as to Annual Rent and Monthly Installment of Rent, which shall be determined as set forth in clauses Section 37.2, and (iii) through (iii) above are not fulfilled at that on the applicable time, the Extension Option shall be void and of no further force or effect and second extended term Tenant shall have no further Extension Option. Landlord shall, within ten (10) business days after extension rights unless otherwise expressly provided herein or hereafter agreed to in writing by Landlord’s receipt of the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise of such Extension Option.”

Extension Option. Section 32.01 On the conditions (awhich conditions Sublandlord may waive in its sole discretion by notice to Tenant) Provided that that, both at the time Subtenant exercises an Extension Option (as defined below) or at any time thereafter until the commencement of the corresponding Extension Term (as defined below), (i) there exists no event of default (beyond applicable notice and cure periods) hereunder, both (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined), and (ii) this Sublease is still in full force and effect and Subtenant is in actual occupancy of the entire Subleased Premises and has not assigned its interest in this Sublease nor sublet more than thirty percent (30%) of the Subleased Premises to anyone other than an affiliated entity and/or a successor of Subtenant, Subtenant may extend the term of the Sublease for one (1) initial extension term of one (1) year (the “Initial Extension Option”), followed by one (1) additional extension term through the expiration of the Prime Lease, which date is February 28, 2028 (the “Second Extension Option”, and collectively with the Initial Extension Option, the “Extension Option”), by delivering written notice of its exercise of the Extension Option (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default or material non-monetary default under this Lease beyond any applicable notice and cure period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewed, Tenant shall have the option (the “Extension Option”) to unconditionally extend the Term, as it relates to all or any portion of the Premises that constitutes a contiguous block of two (2) full floors starting at the top or bottom of the Premises for either one five (5) year period or one ten (10) year period (but not both), commencing on the day after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration Date, as the case may be (the “Extended Term”). Tenant shall exercise the Extension Option by written notice to Landlord given no later than the date which is fifteen nine (159) 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 expiration of the conditions set forth in clauses applicable Term (i) through (iii) above are not fulfilled at the applicable time, “Extension Notice”). The initial extension term along with the Extension Option second extension term shall be void and of no further force or effect and Tenant shall have no further collectively referred to herein as the “Extension OptionTerm”. Landlord shall, within ten (10) business days after Landlord’s receipt of the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise The Base Rent for each year of such Extension OptionTerm shall continue to increase by three (3%) annually (on each anniversary of the Commencement Date) through the Extension Term.

Extension Option. Section 32.01 (a) Provided that at Landlord hereby grants Tenant an option to extend the time of the exercise of the Extension Option Term (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default or material non-monetary default under this Lease beyond any applicable notice and cure period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewed, Tenant shall have the option (the “Extension Option”) to unconditionally extend the Term, as it relates to all or any portion for one (1) additional period of the Premises that constitutes a contiguous block of two (2) full floors starting at the top or bottom of the Premises for either one five (5) year period or one ten years (10) year period (but not both“Option Term”), commencing on the day immediately after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary expiration of the Expiration DateTerm. The Extension Option shall be upon the terms and conditions contained in the Lease, as except that the case may initial Monthly Base Rent for the Premises during the Option Term shall be (equal to 95% of the “Extended fair market rent” for the Premises as of the commencement of the Option Term (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 Rent payable (on a per square foot basis) by 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 the initial Term”). The fair market rent shall not take into account any Tenant shall Additions paid for by Tenant without reimbursement from Landlord. Tenant’s election to exercise the Extension Option by written notice (“Tenant’s Extension Notice”) must be given to Landlord given no later in writing not less than the date which is fifteen nine (159) 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 expiration of the conditions set forth in clauses (i) through (iii) above are not fulfilled at initial Term of the applicable timeLease. Notwithstanding anything to the contrary contained herein, the Extension Option shall exercised by Tenant shall, at Landlord’s option, be null and void and of no further force or effect and if Tenant shall have no further Extension Option. Landlord shall, within ten (10) business days after Landlord’s receipt is in Default under the Lease as of the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting date of Tenant’s exercise of such Extension OptionNotice.

Extension Option. Section 32.01 Subject to the other provisions hereof, Tenant may at its option extend the Term of this Lease for one (a1) Provided period of five (5) years. Such 5-year period is called the “Renewal Term”. The Renewal Term shall be upon the same terms contained in this Lease excluding the provisions of Exhibit D of this Lease and except that the payment of Base Rent during the Renewal Term shall be at the time Market Rate as provided in paragraph 39 of the this Lease. Upon Tenant’s exercise of the Extension Option Renewal Term as provided herein, 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. Tenant shall have no additional extension options. To exercise such Renewal option, Tenant must deliver a binding notice to Landlord not less than twelve (herein defined): 12) months prior to the expiration of the initial Term of this Lease. If Tenant fails to timely give its notice of exercise, Tenant will be deemed to have waived its option to extend. Tenant’s option to extend this Lease is subject to the conditions that: (i) on the date that Tenant delivers its binding notice exercising an option to extend, Tenant is not in default under this Lease shall not have been terminated; after the expiration of any applicable notice and cure periods, and (ii) Tenant shall not be in monetary default have assigned the Lease or material non-monetary default under this Lease beyond any applicable notice and cure period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewed, Tenant shall have the option (the “Extension Option”) to unconditionally extend the Term, as it relates to all or sublet any portion of the Premises that constitutes a contiguous block Premises. EXHIBIT “J” LETTER OF CREDIT [Letterhead of two (2) full floors starting at Financial Institution] IRREVOCABLE LETTER OF CREDIT No. , 2000 BC Plaza II/III, Ltd. as Landlord under the top or bottom of the Premises for either one five (5) year period or one ten (10) year period (but not both)Lease referred to below c/o Xxxxxxxx Xxxx Company 000 Xxxxxxxx Xxxxxx, commencing on the day after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration DateXxxxx 0000 Xxxxxx, as the case may be (the “Extended Term”). 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 applicable time, the Extension Option shall be void and of no further force or effect and Tenant shall have no further Extension Option. Landlord shall, within ten (10) business days after Landlord’s receipt of the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise of such Extension Option.Xxxxx 00000 Attention: Xxxx X. Xxxxx Gentlemen:

Extension Option. Section 32.01 (a) Provided that at So long as no default of this Lease on the time part of Landlord has occurred and is continuing on the date of the exercise delivery of the Extension Option (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default Notice or material non-monetary default under this Lease beyond any applicable notice and cure period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewedBase Term Expiration Date, Tenant Landlord shall have the one-time right and option (the “Extension Option”) to unconditionally extend the Term, as it relates to all or any portion of the Premises that constitutes a contiguous block of two (2) full floors starting at the top or bottom of the Premises for either one five (5) year period or one ten (10) year period (but not both), commencing on the day after the Expiration Date and ending on the fifth exercisable upon (5tha) anniversary or the tenth (10th) anniversary of the Expiration Date, as the case may be written notice (the “Extended TermExtension Notice”). ) to Tenant shall exercise the Extension Option by written notice to Landlord given no not later than the date which is fifteen twelve (1512) months prior to the Expiration Date scheduled expiration of the Base Term, to extend the Base Term by a period (TIME BEING OF THE ESSENCE the “Extension Term”) of not less than one (1) month, and not more than twelve (12) months, as to such date) and once Tenant exercises Extension Term is specified by Landlord in such Extension Notice (the date on which the Extension OptionTerm 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 first day of the calendar month after the Extension Notice is delivered and on the first day of each calendar month thereafter until the Base Term Expiration Date. In the event that Landlord fails to timely pay Tenant any monthly portion of the Extension Fee, Tenant may not thereafter revoke offset the amount of such exercisefee from its next payment of monthly Rent. If any so extended, the Base Term shall be extended to the end of the conditions set forth in clauses (i) through (iii) above are not fulfilled at the applicable time, the Extension Option shall be void and of no further force or effect Term and Tenant shall continue to lease the Premises pursuant to the terms of this Lease including the provisions of Article 2 and Section 5.10; provided, however, that Landlord shall have no further Extension Option. Landlord shall, within ten (10) business days after Landlord’s receipt of option or right to extend the notice from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise of such Extension OptionTerm.

Extension Option. Section 32.01 (a) Provided that no Event of Default then exists and Tenant is then occupying for the conduct of Tenant’s business at the time least 95% of the exercise of the Extension Option (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default or material non-monetary default under this Lease beyond any applicable notice and cure period; and (iii) Tenant is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewedPremises, Tenant shall have two (2) successive rights to extend the option Term (the “Extension Option”) beyond the Initial Term for 10 additional years in the aggregate (each, an “Extension Term”) by delivering to unconditionally extend Landlord a written extension election notice (each, an “Extension Exercise Notice”) no later than 12 months prior to the Term, as it relates to all or any portion expiration of the Premises that constitutes Initial Term or first Extension Term (as applicable). The first Extension Term shall be for a contiguous block of two (2) full floors starting at term not less than 3 years and not greater than 7 years and the top or bottom second Extension Term shall be for a term of the Premises for either one five difference of (5i) year period or one ten 10 years less (10ii) year period (but not both), commencing on the day after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration Date, as the case may be (the “Extended first Extension Term”). Tenant shall specify in Tenant’s Extension Exercise Notice the length of the applicable Extension Term consistent with the terms and conditions of this Section. If Tenant exercises the Extension Option for the first Extension Term, Tenant shall have no obligation to exercise the Extension Option by written notice to Landlord given no later than for the date which is fifteen second Extension Term. The terms and conditions of this Lease during the Extension Term shall remain unchanged, except the annual Fixed Rent for the applicable Extension Term shall be the Extension Rent (15) months prior to as defined below), and 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 applicable time, the Extension Option shall be void and the last day of no further force or effect and such Extension Term. Notwithstanding anything to the contrary in this Lease, Tenant shall have no further Extension Option. Landlord shall, within ten (10) business days after Landlord’s receipt of right to extend the notice from Tenant exercising Term other than or beyond the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise of such Extension OptionOptions described in this Section 27.

Extension Option. Section 32.01 (a) Provided that at the time The term of the exercise of the Extension Option (herein defined): (i) this Lease shall not have been terminated; (ii) Tenant shall not be in monetary default expire on the last day of the month preceding the Fifth Anniversary of the Commencement date or material non-monetary default under if the Lease is extended as set forth below, the Tenth Anniversary of the Commencement Date. In the event TENANT has performed all of the terms, conditions, and covenants of this Lease beyond any applicable notice and cure period; and (iii) Tenant which are required of it, then TENANT is in occupancy of at least seventy-five percent (75%) of the rentable area of the Premises that is being renewed, Tenant shall have the hereby granted an option (the “Extension Option”) to unconditionally extend the Term, as it relates to all or any portion of the Premises that constitutes for a contiguous block of two (2) full floors starting at the top or bottom of the Premises for either one five (5) year period or one ten (10) year period (but not both), commencing on extension from the day after the Expiration Date and ending on the fifth (5th) anniversary or the tenth (10th) anniversary of the Expiration Fifth Anniversary of the Commencement Date through the last day of the month preceding the Tenth Anniversary of the Commencement Date, as . The option shall be exercised by TENANT notifying LANDLORD in writing by certified or registered mail at least ninety (90) days before the case may be (Fifth Anniversary of the “Extended Term”). Tenant shall Commencement Date of its intention to 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 exerciseoption. If any the option is not exercised as herein provided for, then the option right is being waived and the Lease shall terminate accordingly. If said option is exercised, all of the conditions terms, conditions, and covenants of this Lease shall prevail and be binding upon the parties for the extended period. The annual base rental for the extension period shall be $45,885.00 ($15.00 sq. ft.) payable as set forth in clauses (i) through (iii) above are not fulfilled at the applicable time, the Extension Option shall be void and of no further force or effect and Tenant shall have no further Extension Optionthis Lease with such additional rent as is provided for in this Lease. Landlord shall, within ten (10) business days after Landlord’s receipt The breakpoint for Percentage Rental payable by TENANT during each Lease Year of the notice extension period shall begin upon the Gross Sales of the TENANT from Tenant exercising the Extension Option give Tenant a notice specifying the reasons, if any, Landlord is rejecting Tenant’s exercise Leased Premises reaching One Million Five Hundred Twenty Nine Thousand Five Hundred (1,529,500.00) Dollars ($500.00/sq. ft.) breakpoint. Thereafter TENANT shall pay three percent (3%) of such Extension OptionGross Sales above this amount to LANDLORD.