Common use of Extension Term Clause in Contracts

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon the timely giving of such notice, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rent.

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least sixty-five percent twelve (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined12) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than fifteen (15), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term (i) an Event of Default by Tenant exists, or (ii) Tenant is not leasing sixty percent (60%) or more of the Term shallPremises, subject or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Tenant’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any 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. All references to the Term shall be self executing, mean the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Initial Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of it may be extended by the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rentas set forth below.

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least sixty-five percent nine (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined9) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than twelve (12), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) of the Term shallPremises, subject or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Tenant’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any 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. All references to the Term shall be self executing, mean the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension [Initial] Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of it may be extended by the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rentas set forth below.

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) The Term of this Lease of all of the Premises; and Premises may be extended for three (ii3) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Term for additional one (1) additional term year periods (any of five such one (51) years (year period, an “Extension Term;” together, the “Extension TermTerms”) by unconditional written notice from Tenant to Landlord at least twelve (12) (but not more than fifteen (15), commencing as of ) months before the expiration end of the Initial Term, or the prior respective Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Leaseapplicable, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the applicable Extension Term (i) a monetary default exists, (ii) a non-monetary default beyond any applicable notice and cure periods exists, or (iii) Tenant has sublet in excess of 25% of the Term shallPremises, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term extend shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidirrevocably lapse, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term or applicable Extension Term. Notwithstanding In the fact event that Tenant’s proper and timely exercise of such option Tenant exercises its right to extend the Term pursuant to this Section 3.03, Tenant shall deposit with Landlord upon the commencement of the applicable Extension Term an amount sufficient to provide Landlord, together with amounts then being held by Landlord as the Security Deposit, with a Security Deposit equal to four (4) months of the then-applicable Base Rent and four (4) months of the then-applicable estimate of Tenant’s Pro Rata Share of Total Operating Costs, which aggregate amount shall continue to be held as a Security Deposit pursuant to Article 15 of this Lease. All references to the Term shall mean the Initial Term as it may be extended by the applicable Extension Terms. The Extension Terms shall be self executing, on all the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of same terms and conditions except that the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the respective Extension Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rentas set forth below.

Extension Term. (a) Provided that the following conditions, which may be waived by Sublandlord in its sole discretion, are satisfied (i) Tenant, an Affiliate, Subtenant has not assigned its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) interest in this Sublease nor sublet any of the PremisesSubleased Space to anyone other than an Affiliated Entity and/or a Successor; and (ii) there is no uncured Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default exists (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant and subject to Sublandlord’s consent to such extension as set forth in this Section 21, Subtenant shall have the option to extend the Term of this Sublease for a single additional term of either six (6) months or one (1) additional year (such elected term of five (5) years (length, the “Extension Term”), commencing as of the expiration of the Initial initial Term, or the prior Extension Term, as the case may be. Tenant Subtenant must exercise such option to extend (including its election to extend for either six (6) months or one (1) year), if at all, by giving Landlord Sublandlord written notice (the “Extension Notice’’”) on or before the date that is thirteen six (136) months but not more than twelve (12) months prior to the expiration of the then-then current term Term of this LeaseSublease, time being of the essence. Sublandlord shall have ten (10) days from receipt of Subtenant’s Extension Notice with which to either (i) confirm Subtenant’s extension for the Extension Term for either six (6) months or one (1) year, or (ii) in the event Subtenant elects to extend for one (1) year, to deny Subtenant’s extension for the additional six (6) months (which denial may be provided in Sublandlord’s sole discretion), in which event the Extension Term shall be automatically reduced to six (6) months. Upon the timely giving of such noticenotice by Sublandlord, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, shall be deemed extended so extended, for one (1) year or six (6) months, as so specified by Sublandlord, upon all of the same terms and conditions of this LeaseSublease, except that other than Base Rent, which shall be 103% of the Base Rent during in existence as of the Extension Term shall be calculated in accordance with this Section 1.2initial Termination Date. If Subtenant fails to give timely notice, Landlord shall have no obligation to construct or renovate the Premises and Tenant as aforesaid, Subtenant shall have no further right to extend the Term. If Tenant Sublandlord fails to give timely noticenotice in response to the Extension Notice, as aforesaid, Tenant this Sublease shall have no further right to extend be so extended for the Termeither six (6) month or one (1) year period as set forth in Subtenant’s Extension Notice. Notwithstanding the fact that TenantSubtenant’s proper and timely exercise of such option to extend the Term shall be self self-executing, the parties shall promptly execute a lease sublease amendment reflecting such Ext1nsion Extension Term after Tenant Subtenant exercises such optionoption and to the extent Sublandlord provides its consent. The execution of such lease sublease amendment shall not be deemed to waive any of the conditions to TenantSubtenant’s exercise of its rights under this Section 1.221. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rent.

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) of that the PremisesLease shall be in full force and effect; and (ii) there is no Event of Default nor an event whichthat, with the passage of time and/or the giving of notice would constitute an Event of Default except for a “Corporate Transfer” (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optiondefined below), Tenant shall have not assigned the option Lease or sublet more than thirty percent (30%) of the rentable area of the Demised Premises; and (iii) that Tenant is not in default under this Lease beyond the expiration of any applicable notice and cure period, then, and only in such event, Tenant shall have the right, at Tenant’s sole option, to extend the Term term of the Lease for one (1) additional term period of five (5) years (the “Extension Term”), commencing as . Such extension option shall be exercisable by Tenant giving written notice of the expiration exercise of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such extension option to extend by giving Landlord written notice no later than three hundred sixty five (the “Extension Notice’’365) on or before the date that is thirteen (13) months days prior to the expiration of the then-current term of this Lease, time being Lease Term and not earlier than four hundred fifty five (455) days prior to the expiration of the essenceLease Term; provided, however, in the event Tenant fails to exercise such option to extend during the aforesaid time period, such extension option shall become null and void and all rights with respect thereto shall automatically terminate and expire. Upon The Extension Term shall be upon the timely giving of such noticeterms, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms covenants and conditions of this Leaseas set forth herein with respect to the Lease Term, except that Base Annual Rent shall be adjusted for the Extension Term to the fair market rental for renewal leases in laboratory buildings in the North Rockville submarket after factoring in all prevailing fair market concessions, and the then existing build out of the Demised Premises. In the event that the parties do not, within sixty (60) days after the date that Tenant exercises its extension option, agree upon the fair market rent for the Demised Premises and enter into an amendment of the Lease setting forth the Base Annual Rent payable during the Extension Term shall be calculated in accordance with this Section 1.2and prevailing fair market concessions, Landlord shall have no obligation to construct or renovate then the Premises Base Annual Rent and Tenant shall have no further right to extend the Term. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) prevailing fair market concessions shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (iSection 3(f) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rent.

Extension Term. (a) Provided that the following conditions (the “Extension Conditions”), any or all of which may be waived by Landlord in its sole discretion, are satisfied: (i) Tenant, an Affiliate, its Affiliated Funds Affiliate (hereinafter defined) and/or its Portfolio Companies a Successor (as such terms are hereinafter defined) is/are then occupying at least sixty-five one hundred percent (65100%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (hereinafter defined) (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Initial Term for one (1) additional term of five three (53) years (the “Extension Term”), commencing as of the expiration of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend extend, if at all, by giving Landlord written notice (the “Extension Notice’’”) on or before the date that is thirteen not earlier than twelve (1312) months and no later than nine (9) months prior to the expiration of the then-current term of this Lease, time being of the essence. Notwithstanding the foregoing, Landlord may nullify Tenant’s exercise of its option to extend the Term by written notice to Tenant (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice there is an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such default within the applicable cure period set forth in Section 18.1 after receipt of the Nullification Notice. Upon the satisfaction of the Extension Conditions and the timely giving of such notice, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) belowwithout a subsequent nullification by Landlord, the Initial Term shall be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term. If Tenant fails to give a timely noticeExtension Notice, as aforesaid, Tenant shall have no further right to extend the Initial Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Initial Term shall be self self-executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Extension Term after Tenant validly exercises such its option. The execution of such lease amendment shall not be deemed to waive any Event of Default or any an event which, with the conditions to Tenant’s exercise passage of its rights under this Section 1.2time and/or the giving of notice, would constitute an Event of Default hereunder. (b) The Base Rent during the first Rent Year of the Extension Term (the “Extension Term RY1 Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term RY1 Base Rent shall be the greater of (i) one hundred two and one-half percent (102.5%) of Base Rent for the last Rent Year of the prior termInitial Term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Term Term, as determined in accordance with the process described below, for leases renewals of office space in the East Cambridge/Cambridge/ Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term RY1 Base Rent for the Extension Term. Tenant shall, within thirty fifteen (3015) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) whether Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term RY1 Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rent.Rent (“

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least sixty-five percent nine (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined9) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than fifteen (15), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) of the Term shallPremises, subject or (iii) Tenant has made any Transfer under Article 13, at Landlord’s option upon written notice to Tenant, Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Tenant’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any 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. All references to the Term shall be self executing, mean the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Initial Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of it may be extended by the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rentas set forth below.

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least sixty-five percent twelve (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined12) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than fifteen (15), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term (i) a default by Tenant exists, (ii) Tenant is not occupying seventy-five percent (75%) or more of the Term shallPremises, subject or (iii) Tenant has not subleased more than twenty-five percent (25%) of the Premises, at Landlord’s option upon written notice to Tenant, Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Xxxxxx fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Xxxxxx’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any 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. All references to the Term shall be self executing, mean the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Initial Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of it may be extended by the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rentas set forth below.

Extension Term. (a) Provided that the following conditions (the “Extension Conditions”), any or all of which may be waived by Landlord in its sole discretion, are satisfied: (i) Tenant, an Affiliate, its Affiliated Funds Affiliate (hereinafter defined) and/or its Portfolio Companies a Successor (as such terms are hereinafter defined) is/are then occupying at least sixtyseventy-five percent (6575%) of the Premises; and (ii) there is no Event of Monetary Default (hereinafter defined) continuing beyond any applicable notice and cure period nor an event which, with the passage of time and/or the giving of notice would constitute an any Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and nor (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Initial Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend extend, if at all, by giving Landlord written notice (the “Extension Notice’’”) on or before the date that is thirteen no earlier than fifteen (1315) months and no later than twelve (12) months prior to the expiration of the then-current term of this LeaseInitial Term, time being of the essence. Notwithstanding the foregoing, Landlord may nullify Tenant’s exercise of its option to extend the Term by written notice to Tenant (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice, there is an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such default within the applicable cure period set forth in Section 20.1 after receipt of the Nullification Notice. Upon the satisfaction of the Extension Conditions and the timely giving of such noticethe Extension Notice without a subsequent nullification by Landlord, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, shall be deemed extended for the Extension Term upon all of the terms and conditions of this Lease, except that Base Rent during the such Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises (which shall be taken into consideration when determining FMV (hereinafter defined)) and Tenant shall have no further right to extend the Initial Term. If Tenant fails to give a timely noticeExtension Notice, as aforesaid, Tenant shall have no further right to extend the Initial Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Initial Term shall be self self-executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Extension Term after Tenant validly exercises such its option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) the Base Rent for the last Rent Year of the prior termInitial Term, increased by three percent (3%) on the first day of such Extension Term and annually thereafter, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for leases renewals of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant Tenant, and all other relevant factors to be taken into account, with market rate increases (the “FMV”). Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension TermRent. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) whether Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rent.Rent (“

Extension Term. (a) Provided Licensee shall have the right to obtain three (3) additional successive but independent extension terms of twenty (20) years each (each, an “Extension Term”). Unless waived by Licensor in its sole discretion, Licensee must meet the following conditions in order to obtain each Extension Term: (i) TenantLicensee must provide Licensor with notice of its desire to obtain the applicable Extension Term not later than December 31, an Affiliate2088 for the first Extension Term, its Affiliated Funds and/or its Portfolio Companies not later than December 31, 2108 for the second Extension Term, and not later than December 31, 2128 for the third Extension Term, which notice shall be non-revocable; (as such terms are hereinafter definedii) is/are Licensee shall not then occupying be in a continuing event of default pursuant to the provisions of Section 17.2 of this Agreement at least sixty-five percent the time each notice set forth in subsection (65%i) of above is given and when the Premisesapplicable Extension Term is set to commence; and (iiiii) there is no Event the aggregate Gross Sales Price for the sale of Default nor Licensed Shared Ownership Products and Shared Ownership Products at Affiliated Unbranded Shared Ownership Projects (each, the “Actual Aggregate GSP”) during the prior twenty (20) years immediately preceding the last day of the Initial Term or any Extension Term, as applicable (each, an “Extension Test Period”) must not be less than one billion dollars ($1,000,000,000) as adjusted by the CPI Index at the expiration of the Initial Term for the first Extension Term, at the expiration of the first Extension Term for the second Extension Term, and at the expiration of the second Extension Term for the third Extension Term (each, a “Target Aggregate GSP”). Any applicable Target Aggregate GSP as set forth herein shall be replaced if applicable in this Section 4.2(a) by the Adjusted Target Aggregate GSP if any, determined as set forth in Section 4.2(c) below. (b) In the event whichLicensee provides notice to obtain an applicable Extension Term but then fails to satisfy condition (iii) of Section 4.2(a) above (and the other conditions have been either met or waived) Licensee shall be required to pay an Extension Fee (as defined below). Licensor shall calculate the amount of any shortfall for an Extension Test Period utilizing the formula set forth in Section 2.3(b) of this Agreement. The sum of the Initial Sale Shortfall Amount and the Re-Sales Shortfall Amount for the prior twenty (20) calendar year period immediately preceding the last day of any Extension Test Period shall be collectively referred to for any Extension Term as the “Extension Fee.” Extension Fees, if any, shall be paid in six (6) equal installments, with the passage first installment due within ten (10) Business Days after the calculations to determine the Extension Fee for the applicable Extension Test Period are finalized, and the remaining five (5) installments paid on the next five (5) anniversaries of the payment of the first installment for the applicable period. Licensee may prepay any Extension Fee without penalty. If Licensee fails to pay any installment when the same becomes due and payable, then Licensor may issue a notice to Licensee with respect to such failure. Licensee shall have thirty (30) days following Licensee’s receipt of such notice to cure the failure to pay. If Licensee fails to cure any payment failure within such thirty (30) day period, then the entire outstanding amount of the Extension Fee shall become due and payable. Without limiting any other remedies that may be available to Licensor under this Agreement or otherwise, in the event of an uncured default by Licensee of its payment of an installment of an Extension Fee, Licensor may declare that the Term shall immediately terminate at any time and/or after the giving expiration of the applicable cure period by delivering notice would constitute to Licensee. (c) The Target Aggregate GSP shall be reduced for any Extension Test Period, as applicable, by an Event amount determined at the time of Default calculation which is equal to the following fraction, (1i) the numerator of which is the total number of Shared Ownership Units in Shared Ownership Projects which were rejected by Licensor pursuant to Section 5.2(b)(ii) or Section 5.2(b)(iii) of this Agreement and subsequently developed by Licensee as Unbranded Shared Ownership Projects during the applicable Extension Test Period (but not on account of a rejection based on the location for such proposed new shared ownership project being within a Disclosed Territorial Restriction); provided, however, all such rejections must have been made after the complete New Project Application of such proposed new shared ownership project has been submitted in good faith and the related New Project Application Fee has been paid in full; and (ii) the denominator of which is the sum of (I) 109, plus (II) the total number of Shared Ownership Units in all approved New Projects as of the date of determination. The resulting fraction shall be multiplied by the then Target Aggregate GSP and the product thereof shall be subtracted from such Target Aggregate GSP to determine an adjusted Target Aggregate GSP (“Adjusted Target Aggregate GSP”). (d) Commencing on the earliest of the following occurrences: (i) Licensee does not timely deliver notice of its desire to obtain an applicable Extension Notice Term, (hereinafter defined)ii) Licensee delivers notice of its desire to not obtain an applicable Extension Term, and or (2iii) at the commencement Licensee does not pay any installment of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall Fee within the applicable cure any default within applicable notice and/or cure periodsperiod; then, then Tenant shall thereafter be entitled notwithstanding anything in this Agreement to exercise such option), Tenant shall have the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”)contrary, commencing as on the date of such occurrence and continuing until the expiration of the Initial Term, Licensor and its Affiliates shall be permitted to conduct any aspect of the Licensed Shared Ownership Business and use any and all of the Licensor Intellectual Property, the Branded Elements and the System in connection therewith. Notwithstanding the foregoing, Licensor and its Affiliates shall be prohibited from selling Licensed Shared Ownership Products or generating any revenue directly related to the prior Extension Term, as sale of Licensed Shared Ownership Products until the case may be. Tenant must exercise such option to extend by giving Landlord written notice earlier of (the “Extension Notice’’x) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being Term or (y) the expiration of the essence. Upon the timely giving of such notice, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2Exclusivity Period. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rent.

Extension Term. The Term of this Lease of all of the Premises may be extended for each applicable Extension Term by unconditional (aexcept for the Base Rent determination process as provided herein) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying written notice from Tenant to Landlord at least sixty-five percent twelve (65%12) (but not more than eighteen (18)) months before the end of the Premises; and Initial Term or first (ii1st) there is no Event Extension Term, as the case may be, time being of Default nor an event whichthe essence. If Tenant does not timely exercise such option, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of or if on the date of the Extension Notice (hereinafter defined), and (2) such notice or at the commencement beginning of the applicable Extension Term (hereinafter defined) (it being understood an uncured Event of Default by Tenant exists, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option)void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, Term or the prior first (1st) Extension Term, as the case may be. If Tenant must fails to timely exercise its rights hereunder, then within seven (7) 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 option right, and Tenant’s failure to extend by giving so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord written notice (to execute and deliver to any third party, and record, an affidavit confirming the “Extension Notice’’) on failure or before the date that is thirteen (13) months prior waiver, which affidavit, to the expiration of the then-current term of this Leaseextent true, time being of the essenceshall be binding on Tenant and may be conclusively relied on by third parties. Upon the timely giving of such notice, All references to the Term shall, subject to Tenant’s right to withdraw shall mean the Initial Term as it may be extended by an Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Term. Each Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate on all the Premises same terms and Tenant shall have no further right to extend conditions except that the Term. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the applicable Extension Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rentas set forth below.

Extension Term. (a) Provided (i) that the Tenant has not been in uncured default and is not in default at the time it sends Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined)’s Notification, and (2) at has not assigned this Lease to any entity other than a Permitted Transferee, the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Term of the Lease for one (1the additional period designated in C(ii) additional term of five (5) years (the “Extension Term”)Preamble, commencing as of on the day following the expiration of the Initial Term, Term or the first Extension Period, as the case may be (collectively, the “Extension Periods” and each an “Extension Period”). The Tenant shall notify the Landlord in writing of its intention to exercise the Option to extend at least [REDACTED: TIME PERIOD] prior to the expiry date of the Term or of the first Extension TermPeriod, as the case may be (the “Tenant’s Notification”). The Extension Periods will run on the same terms and conditions as those set out in the Lease, with the exception of (i) the Minimum Rent payable during the Extension Periods, which will be the fair market price for comparable premises in a comparable building in the same area, taking into consideration all leasing inducements; such as (a) the Free Rent Period, (b) the Allowance; (ii) this option to extend, under this Section 3.2, with respect to the applicable Extension Period shall no longer be applicable; and (iii) the Tenant will accept the Leased Premises in their “as-is” condition. If the parties cannot agree on the Minimum Rent no later than [REDACTED: TIME PERIOD] prior to the commencement of the first or the second Extension Period as the case may be, the Lease shall terminate and the Tenant shall vacate the Leased Premises at the end of the Term or of the first Extension Period, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (Notwithstanding the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration foregoing, there shall be no tacit renewal of the then-current term of this Lease, time being of the essence. Upon the timely giving of such notice, the Term shall, subject This Section 3.2 is personal to Tenant’s right to withdraw the Extension Notice Theratechnologies Inc. and any Permitted Transferee and cannot otherwise be transferred or assigned in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2way. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rent.

Extension Term. (a) Provided (i) TenantTenant shall have the right, an Affiliateupon written notice to Landlord given no later than February 1, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) of the Premises; 2021 and (ii) there is provided no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) shall have occurred and be continuing as of the date of the Extension Notice (hereinafter defined)such written notice, and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option elect to extend the Term term of this Lease for an additional term of one (1) additional term of five month (5i.e. through March 31, 2021) years (the “Extension Term”), commencing as of the expiration of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon the timely giving of such notice, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms terms, covenants and conditions of contained in this Lease, except that including but not limited to the Base Rent during specified in Section 4.1(b) and the Extension Term shall be calculated net rent basis specified in accordance with this Section 1.24.3. Provided, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term. If Tenant fails to give timely noticehowever, as aforesaid, Tenant shall have no further right to extend the Term. Notwithstanding the fact that if after Tenant’s proper and timely exercise of such option to extend the Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s correct exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised right to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of the Extension Term, Tenant shall fully vacate the credit standing of Tenant Leased Premises before March 31, 2021, and shall have (i) left the Leased Premises in a broom clean condition, (ii) made any and all other relevant factors to be taken into account. Within thirty (30) days after receipt repairs and restorations required under this Lease in connection with the surrender of the Extension NoticeLease Premises, (iii) left all fixtures and equipment owned by Landlord in the Leased Premises in the state and condition required by this Lease, and (iv) shall deliver to Tenant have given one day’s prior written notice to Landlord of its determination of Tenant’s desire to terminate the Extension Term early (collectively, the “Early Surrender Conditions”), then, Tenant shall be entitled to a per diem refund of the Base Rent actually prepaid by Tenant to Landlord for such Extension Term for each day prior to March 31, 2021 that the Extension TermEarly Surrender Conditions were met counting from the day after the Early Surrender Condition were met. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term date that the Early Surrender Conditions were met shall be presumptively correct unless in manifest error. Other than the per diem refund of Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response NoticeRent as provided above, Tenant shall not be deemed entitled to have accepted landlord’s determination a rebate or refund of any other rent or other payments Tenant is required to pay pursuant to this Lease during the Extension Term Base RentPeriod.

Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional (aexcept for the Base Rent determination process as provided herein) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying written notice from Tenant to Landlord at least sixty-five percent nine (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined9) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than fifteen (15), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term an uncured Event of Default by Tenant exists, the Term shallat Landlord’s option upon written notice to Tenant, subject to Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Tenant fails to timely exercise its rights hereunder, then within ten (10) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Tenant’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any 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. All references to the Term shall be self executing, mean the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2. (b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or (ii) ninety-five percent (95%) of the fair market rental value of the Premises then demised to Tenant as of the commencement of the Extension Initial Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/Xxxxxxx Square area of equivalent quality, size, utility and location, with the length of it may be extended by the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be deemed to have accepted landlord’s determination of the Extension Term Base Rentas set forth below.