Common use of FIRST OPTION TO EXTEND Clause in Contracts

FIRST OPTION TO EXTEND. Sublessee shall have the option to extend the Term for one (1) period of approximately three (3) years from January 1, 2008 to and including January 11, 2011 (the “First Extended Term”). This option is referred to herein as an “Extension Option”. The Extension Option may be exercised by Sublessee only by irrevocable written notice of exercise delivered to Sublessor no later than twelve (12) months prior to the expiration of the initial Term. If Sublessee does not deliver a notice of exercise by the appropriate date, then the Extension Option shall immediately terminate and be of no further force or effect and this Lease shall terminate on the Expiration Date. Sublessee’s Extension Option shall be personal to Sublessee and may not be exercised by any assignee or subtenant (other than a Permitted Transferee). Sublessee may not exercise the Extension Option if on the date of such notice Sublessee is in default (after any required notice and expiration of any applicable cure period) under this Sublease. If Sublessee becomes in default (after any required notice and expiration of any applicable cure period) under this Sublease after exercise of the Extension Option, but before the commencement of the First Extended Term, Sublessor may, in its sole discretion and in addition to its other remedies under this Lease, elect to terminate such extension by notice in writing to Sublessee, whereupon the Term shall expire without any such extension. Upon such exercise, the parties shall be obligated under all the terms and conditions of this Lease through the First Extended Term, except that (i) Sublessor shall have no obligation to alter the Premises or pay any tenant improvement or refurbishment allowance for the Extended Term, and (ii) Sublessee shall not have any additional rights to extend the Term, except to the extent Extension Options remain to be exercised under Section 20 and except as set forth in the Lessor’s Consent to Sublease as referenced above. Base Monthly Rent during the First Extended Term shall be as set forth in Section 5(a).

FIRST OPTION TO EXTEND. Sublessee terms and provisions of this Article XXXIII. Such five-year renewal period is sometimes herein referred to as the "First Renewal Term". The conditions of such First Renewal Term shall be as follows: (a) That this Lease is in full force and effect and Lessee is not in default in the performance of any of the terms, covenants and conditions herein contained, in respect to which notice of default has been given hereunder which has not been or is not being remedied in the time limited in this Lease, at the time of exercise of the right of renewal, but Lessor shall have the option right at its sole dis- cretion to extend waive the non-default conditions herein. (b) ments) payable by Lessee under the terms of this Lease immediately prior to commencement of such First Renewal Term. (c) That Lessee shall exercise its right to the First Renewal Term for one (1) period provided herein, if at all, by notifying Lessor in writing of approximately three (3) years from January 1, 2008 its election to and including January 11, 2011 (exercise the “First Extended Term”). This option is referred right to herein as an “Extension Option”. The Extension Option may be exercised by Sublessee only by irrevocable written notice renew the term of exercise delivered to Sublessor this Lease no later than twelve nine (129) months prior to the expiration end of the initial Term. If Sublessee does not deliver a notice of exercise by the appropriate dateten-year, then the Extension Option shall immediately terminate and be of no further force or effect and this Lease shall terminate on the Expiration Date. Sublessee’s Extension Option shall be personal to Sublessee and may not be exercised by any assignee or subtenant (other than a Permitted Transferee). Sublessee may not exercise the Extension Option if on the date of such notice Sublessee is in default (after any required notice and expiration of any applicable cure period) under this Sublease. If Sublessee becomes in default (after any required notice and expiration of any applicable cure period) under this Sublease after exercise of the Extension Option, but before the commencement of the First Extended Term, Sublessor may, in its sole discretion and in addition to its other remedies under this Lease, elect to terminate such extension by notice in writing to Sublessee, whereupon the Term shall expire without any such extensionzero-month term. Upon notification with respect to such exerciserenewal, and for a period of thirty (30) days thereafter, the parties hereto shall be obligated under all make a good faith effort to agree upon the terms and conditions fair market Base Rent of this Lease through the First Extended Term, except that (i) Sublessor shall have no obligation to alter the Premises or pay any tenant improvement or refurbishment allowance for such First Renewal Term. In the Extended Term, event that Lessor and Lessee fail to agree within the thirty (ii30) Sublessee shall not have any additional rights to extend the Term, except to the extent Extension Options remain to be exercised under Section 20 and except as day time period set forth in this subparagraph (c), the Lessor’s Consent to Sublease as referenced above. fair market Base Monthly Rent during of the Premises for such First Extended Renewal Term shall be as determined by appraisal in the manner set forth in Section 5(a)Article XXXV hereof. Any determination by appraisal or any agreement reached by the parties hereto with respect to such fair market Base Rent and resulting Base Rent of the Premises for such First Renewal Term shall be expressed in writing and shall be executed by the parties hereto, and a copy thereof delivered to each of the parties.

FIRST OPTION TO EXTEND. Sublessee On the condition that Tenant is not in default of its covenants and obligations under this Lease (beyond applicable notice and cure periods) both at the time of option exercise and as of the commencement of the hereinafter described additional term, Tenant shall have the option (“Tenant’s First Extension Option”) to extend the Term for one an additional term of five (1) period of approximately three (35) years from January 1, 2008 (herein referred to and including January 11, 2011 (as the “First Extended Additional Term”). This option is referred , said First Additional Term to herein as an “Extension Option”. The Extension Option may be exercised by Sublessee only by irrevocable written notice of exercise delivered to Sublessor no later than twelve (12) months prior to commence immediately after the expiration of the initial Term. If Sublessee does not deliver a Tenant desires to extend the Term as aforesaid, it shall give notice thereof (the “First Extension Notice”) to Landlord no later than one hundred twenty (120) days prior to the end of exercise by the appropriate dateinitial Term. If Tenant fails timely to give such notice, then Tenant shall have no right to extend the Term (time being of the essence with respect to exercise of Tenant’s First Extension Option shall immediately terminate and be of no further force or effect and this Lease shall terminate on the Expiration Date. Sublessee’s Extension Option shall be personal to Sublessee and may not be exercised by any assignee or subtenant (other than a Permitted TransfereeOption). Sublessee may not exercise Upon the Extension Option if on the date timely giving of such notice Sublessee is in default (after any required notice and expiration of any applicable cure period) under this Sublease. If Sublessee becomes in default (after any required notice and expiration of any applicable cure period) under this Sublease after exercise of the Extension Optionnotice, but before the commencement of the First Extended Term, Sublessor may, in its sole discretion and in addition to its other remedies under this Lease, elect to terminate such extension by notice in writing to Sublessee, whereupon the Term shall expire without any such extension. Upon such exercise, be deemed extended upon all of the parties shall be obligated under all the same terms and conditions of this Lease through the First Extended TermLease, except that (i) Sublessor the Annual Base Rent during said First Additional Term shall have no obligation to alter be at the Premises rate of $15.00 per rentable square foot NNN per year for Year 1 of the First Additional Term with said Base Rent increasing annually by the greater of CPI-U Boston or pay any tenant improvement 2.5%. The First Additional Term Annual Base Rent shall be payable in equal monthly installments in advance on or refurbishment allowance for before the Extended first day of each calendar month during the First Additional Term, and (ii) Sublessee shall not have any additional rights . Notwithstanding the fact that Tenant’s exercise of the herein option to extend the Term, except to the extent Extension Options remain to be exercised under Section 20 and except as set forth in the Lessor’s Consent to Sublease as referenced above. Base Monthly Rent during the First Extended Term shall be self-executing, as set forth aforesaid, upon the request of Landlord, Tenant shall promptly execute a lease amendment reflecting said First Additional Term and the First Additional Term Annual Base Rent and annual escalations thereof after Tenant exercises the herein option. Upon Tenant’s exercise of Tenant’s First Extension Option, the word “Term” wherever it appears in Section 5(a)this Lease shall include the First Additional Term and the phrase “Expiration Date” shall be changed to the last day of the First Additional Term.

FIRST OPTION TO EXTEND. Sublessee Borrower shall have the option to extend the Term for one (1) period of approximately three (3) years from January 1, 2008 B-Note Original Maturity Date to and including January 11, 2011 (the “First Extended Term”). This option a date which is referred to herein as an “Extension Option”. The Extension Option may be exercised by Sublessee only by irrevocable written notice of exercise delivered to Sublessor no later than twelve (12) months after the B-Note Original Maturity Date (the "B-Note First Extended Maturity Date"), upon satisfaction of each of the following conditions precedent: (i) Borrower shall provide Lender with written notice of Borrower’s request to exercise the first option to extend the B-Note not more than ninety (90) days but not less than thirty (30) days prior to the expiration B-Note Original Maturity Date; (ii) As of the initial Term. If Sublessee does not deliver a notice of exercise by the appropriate date, then the Extension Option shall immediately terminate and be of no further force or effect and this Lease shall terminate on the Expiration Date. Sublessee’s Extension Option shall be personal to Sublessee and may not be exercised by any assignee or subtenant (other than a Permitted Transferee). Sublessee may not exercise the Extension Option if on the date of such Borrower’s delivery of notice Sublessee is in default (after any required notice and expiration of any applicable cure period) under this Sublease. If Sublessee becomes in default (after any required notice and expiration of any applicable cure period) under this Sublease after request to exercise of the Extension Option, but before the commencement of the First Extended Term, Sublessor may, in its sole discretion and in addition to its other remedies under this Lease, elect to terminate such extension by notice in writing to Sublessee, whereupon the Term shall expire without any such extension. Upon such exercise, the parties shall be obligated under all the terms and conditions of this Lease through the First Extended Term, except that (i) Sublessor shall have no obligation to alter the Premises or pay any tenant improvement or refurbishment allowance for the Extended Term, and (ii) Sublessee shall not have any additional rights first option to extend the TermB-Note, except and as of the B-Note Original Maturity Date, no Default shall have occurred and be continuing, and Borrower shall so certify in writing; (iii) As of the date of Borrower’s delivery of notice of request to exercise the first option to extend the B-Note, and as of the B-Note Original Maturity Date, the Properties (so long as they have not been sold as permitted by the Loan Documents) shall be one hundred (100%) percent leased pursuant to the extent Extension Options remain Existing Tenant Leases, as hereinafter defined, or pursuant to leases entered into after the Effective Date on market terms with Lender’s prior approval in accordance herewith; and (iv) Borrower shall execute or cause the execution of all documents reasonably required by Lender to exercise the first option to extend the B-Note and shall deliver to Lender, at Borrower’s sole cost and expense, such title insurance endorsements as may be exercised under Section 20 and except as set forth in the Lessor’s Consent to Sublease as referenced above. Base Monthly Rent during the First Extended Term shall be as set forth in Section 5(a)reasonably required by Lender.

FIRST OPTION TO EXTEND. Sublessee Borrower shall have the option ("First Extension Option") to extend the Term Initial Stated Maturity Date of the Loan for one (1) a period of approximately three six (36) years from January 1months to September 7, 2008 to and including January 11, 2011 2017 (the “"First Extended Term”). This option is referred Stated Maturity Date") provided that all of the following conditions precedent have been satisfied, as determined by Lender, in its sole and absolute discretion: (a) Borrower shall deliver to herein as an “Extension Option”. The Lender a written request to exercise the First Extension Option may be exercised by Sublessee only by irrevocable written notice (the "First Extension Request") at least thirty (30) days, but not more than sixty (60) days, before the Initial Stated Maturity Date. (b) No Event of exercise delivered Default or Potential Default has occurred and is continuing on the date on which Borrower delivers the First Extension Request to Sublessor no later Lender, or on the Initial Stated Maturity Date. (c) Borrower shall have paid to Lender, in immediately available funds, an extension fee equal to $85,000. (d) During the extended term of the Loan, all terms and conditions of the Loan Documents shall continue to apply. (e) Not less than twelve (12) months 15 days and not more than 45 days prior to the expiration Initial Stated Maturity Date, Borrower shall have paid to Lender in immediately available funds for deposit into the Interest Reserve an amount estimated by Lender, in its sole discretion, to pay the Monthly Interest Payments due during the six (6) month extension period as determined by Lender, based on the outstanding principal balance of the initial Term. If Sublessee does not deliver a notice of exercise by Loan and Interest Rate in effect thirty (30) days prior to the appropriate dateInitial Stated Maturity Date, then the Extension Option shall immediately terminate and be of no further force or effect and this Lease shall terminate estimated funds remaining in the Interest Reserve on the Expiration Initial Stated Maturity Date. Sublessee’s , and Lender's estimate of the Net Operating Income estimated to be available for the payment of the Monthly Interest Payment during such six (6) month extension period. (f) Borrower shall have paid to Lender (from Borrower's funds) the applicable Extension Option Tax Deposit for deposit into the Tax Reserve in an amount to be determined by Lender pursuant to Section 3.1(1). (g) Lender shall be personal have received and approved certificates of insurance evidencing that the insurance coverage required in Article 4.1 hereof has been obtained in compliance with the requirements of Article 4 hereof and that the premiums therefor have been paid in full through the First Extended Stated Maturity Date. (h) Lender shall have received the most recent financial statement of Guarantor required under the Guaranty and if requested by Lender copies of Guarantor's most recent bank statements and a Compliance Certificate executed by Guarantor, certifying that Guarantor's Tangible Net Worth equals or exceeds Five Million Dollars ($5,000,000.00) and Guarantor's Cash Liquidity Balances equal or exceed Five Hundred Thousand Dollars ($500,000.00). (i) Borrower shall have delivered to Sublessee Lender, together with its notice pursuant to clause (a) of this Section 2.5 and may not be exercised by any assignee as of the Initial Stated Maturity Date, a Manager's Certificate in favor of Lender, certifying that no Default or subtenant (other than a Permitted Transferee). Sublessee may not exercise Event of Default exists and that each of the Extension Option if on representations and warranties of Borrower contained in the Loan Documents is true, complete and correct in all material respects as of the date of such notice Sublessee is Manager's Certificate; (j) Borrower shall have provided Lender with such information as Lender may reasonably request to enable Lender to confirm Borrower's continued compliance with Article 9. (k) Borrower shall execute and deliver such other instruments, certificates, opinions of counsel and documentation as Lender shall reasonably request in default (after order to preserve, confirm or secure the Liens and security granted to Lender by the Loan Documents, including any required notice and expiration of amendments, modifications or supplements to any applicable cure period) under this Sublease. If Sublessee becomes in default (after any required notice and expiration of any applicable cure period) under this Sublease after exercise of the Extension OptionLoan Documents, but before the commencement endorsements to Lender's title insurance policy and, if required by Lender, estoppels and other certificates. (l) Borrower shall pay all costs and expenses incurred by Lender in connection with such extension of the First Extended TermLoan, Sublessor may, in its sole discretion including Lender's reasonable attorneys' fees and in addition to its other remedies under this Lease, elect to terminate such extension by notice in writing to Sublessee, whereupon the Term shall expire without any such extension. Upon such exercise, the parties shall be obligated under all the terms and conditions of this Lease through the First Extended Term, except that (i) Sublessor shall have no obligation to alter the Premises or pay any tenant improvement or refurbishment allowance for the Extended Term, and (ii) Sublessee shall not have any additional rights to extend the Term, except to the extent Extension Options remain to be exercised under Section 20 and except as set forth in the Lessor’s Consent to Sublease as referenced above. Base Monthly Rent during the First Extended Term shall be as set forth in Section 5(a)disbursements.

FIRST OPTION TO EXTEND. Sublessee Borrower shall have the option to extend the Term for one Scheduled Maturity Date to the First Extended Maturity Date (1) period of approximately three (3) years from January 1, 2008 to and including January 11, 2011 (the “First Extended TermOption to Extend”). This option is referred , upon satisfaction of each of the following conditions precedent in Lender’s discretion: (i) Borrower shall provide written Notice to herein as an “Extension Option”. The Extension Option may be exercised by Sublessee only by irrevocable written notice of exercise delivered to Sublessor Lender at least 60 days, but no later more than twelve (12) months 90 days, prior to the expiration of the initial Term. If Sublessee does not deliver a notice of exercise by the appropriate dateScheduled Maturity Date, then the Extension Option shall immediately terminate and be of no further force or effect and this Lease shall terminate on the Expiration Date. Sublessee’s Extension Option which Notice shall be personal supplemented by such additional information as Lender may reasonably require to Sublessee and may not be exercised by any assignee or subtenant (other than a Permitted Transferee). Sublessee may not exercise the Extension Option if on the date of such notice Sublessee is in default (after any required notice and expiration of any applicable cure period) under this Sublease. If Sublessee becomes in default (after any required notice and expiration of any applicable cure period) under this Sublease after exercise of the Extension Option, but before the commencement of the First Extended Term, Sublessor maydetermine, in its sole discretion discretion, whether the conditions set forth in this Section 2.3.1 have been satisfied; (ii) Borrower shall pay on or prior to the Scheduled Maturity Date (a) all amounts due and in addition owing pursuant to its other remedies under this Leasethe Fixed Rate Note, elect if any; provided however, any unpaid principal may be converted to terminate such extension by notice in writing to Sublessee, whereupon the Term shall expire without any such extension. Upon such exercise, the parties shall be obligated under a Base Rate Borrowing Tranche if Borrower complies with all of the terms and conditions provisions of this Lease through Agreement for obtaining a Base Rate Borrowing Tranche, (b) the First Extended Term, except that Extension Fee to Lender together with the Notice delivered pursuant to clause (i) Sublessor above (provided, that if Borrower elects to terminate the First Extension Option prior to the Scheduled Maturity Date for any reason, Lender shall reimburse Borrower for the Extension Fee) and (c) all of Lender’s and Servicer’s reasonable costs and expenses (including, without limitation, Attorneys’ Fees and Costs) incurred in connection with the requested extension; (iii) Borrower shall provide to Lender all documents in connection with the requested extension as Lender shall require, in its reasonable discretion; (iv) no Potential Default or Event of Default shall have no obligation to alter occurred and then be continuing under this Agreement or any of the Premises or pay any tenant improvement or refurbishment allowance for the Extended Term, and Loan Documents; (iiv) Sublessee shall not have any additional rights to extend the Term, except to the extent Extension Options remain to be exercised under Section 20 and except as set forth in the Lessor’s Consent to Sublease as referenced above. Base Monthly Rent during the First Extended Term Borrower shall be as in compliance with the Sublimits; and (vi) The representations and warranties set forth in Section 5(a)7 shall be true and correct as of the date of Borrower’s Notice to Lender requesting the extension and as of the effective date of the extension of the Scheduled Maturity Date. If Borrower elects to exercise the First Option to Extend, then the Net Spread applicable for any Borrowing Tranche (including the converted Fixed Rate Borrowing Tranche) shall be redetermined by Lender in its sole discretion in accordance with Section 4.2.3 hereof. Lender and Borrower shall evidence the First Extended Maturity Date and applicable Net Spread pursuant to this Section 2.3.1 by executing a confirmation substantially in the form attached hereto as Schedule 2.3. If Borrower does not exercise the First Option to Extend, the entire Indebtedness shall be payable on the Scheduled Maturity Date.

FIRST OPTION TO EXTEND. Sublessee On the condition that Tenant is not in default beyond applicable notice and cure periods in the performance of any of its covenants and obligations under this Lease at the time of option exercise, Tenant shall have the option ("Tenant's First Extension Option") to extend the Term for one an additional term of five (1) period of approximately three (35) years from January 1(herein referred to as the "First Additional Term"), 2008 the First Additional Term to and including January 11commence immediately after the expiration of the Initial Term. If Tenant desires to extend the Term for the First Additional Term, 2011 then Tenant shall give notice (the “"First Extended Term”). This option is referred Extension Notice") thereof to herein as an “Extension Option”. The Extension Option may be exercised by Sublessee only by irrevocable written notice of exercise delivered to Sublessor Landlord no later than twelve the date that is eighteen (1218) months prior to the scheduled expiration of the initial Initial Term. If Sublessee does not deliver a notice Upon the timely giving of exercise by the appropriate dateFirst Extension Notice, then the Extension Option Term shall immediately terminate be deemed extended upon all of the same terms and be of no further force or effect and conditions set forth in this Lease for the Initial Term, except that the annual Base Rent payable during the First Additional Term (the "First Additional Term Annual Base Rent") shall terminate be equal at the rate of ninety-five percent (95%) of the then current fair market annual rent for five (5) year leases of comparable premises in comparable buildings in the general vicinity of the Building, as determined in accordance with the following paragraph. The First Additional Term Annual Base Rent shall be payable in equal monthly installments in advance on or before the Expiration Datefirst day of each calendar month during the First Additional Term. Sublessee’s Notwithstanding the fact that Tenant's exercise of Tenant's First Extension Option shall be personal self-executing, as aforesaid, upon the request of either Landlord or Tenant, both Landlord and Tenant shall promptly execute and deliver an amendment to Sublessee this Lease reflecting the First Additional Term and may not be exercised by any assignee or subtenant (other than a Permitted Transferee)the First Additional Term Annual Base Rent after Tenant exercises Tenant's First Extension Option. Sublessee may not exercise the Extension Option if on the date of such notice Sublessee is in default (after any required notice and expiration of any applicable cure period) under this Sublease. If Sublessee becomes in default (after any required notice and expiration of any applicable cure period) under this Sublease after Upon Tenant's timely exercise of the Tenant's First Extension Option, but before the commencement word "Term", wherever it appears in this Lease, shall include the First Additional Term. Landlord shall give Tenant written notice (the "First Additional Term Rental Notice") of Landlord's good faith determination of the First Extended TermAdditional Term Annual Base Rent on or before the date that is thirty (30) days after Landlord's receipt of the First Extension Notice. If Tenant does not accept in writing Landlord's determination of First Additional Term Annual Base Rent and if Landlord and Tenant cannot agree in writing on the First Additional Term Annual Base Rent within thirty (30) days after Tenant's receipt of the First Additional Term Rental Notice, Sublessor mayTenant may elect to rescind its exercise of Tenant's First Extension Option by written notice within thirty (30) days after Tenant's receipt of the First Additional Term Rental Notice. In the event that Tenant shall not elect to so rescind, then Landlord and Tenant shall, not later than sixty (60) days after Tenant's receipt of the First Additional Term Rental Notice, each retain a real estate professional with at least ten (10) years' continuous experience in the business of appraising or marketing commercial real estate in the Andover, Massachusetts area. The two (2) real estate professionals referred to in the preceding sentence as well as the Final Professional referred to below in this paragraph shall each be instructed by Landlord and Tenant that, in its sole discretion reaching his or her conclusion as to the First Additional Term Annual Base Rent, he or she shall take into consideration all relevant factors, including, without limitation, current market terms and in addition to its other remedies under this Leaseleasing transactions and tenant concessions, elect to terminate such extension by notice in writing to Sublessee, whereupon the Term shall expire including without any such extension. Upon such exerciselimitation, the parties shall fact no tenant improvement allowance, free rent, moving expenses or other concessions will be obligated under all payable to Tenant in connection with its leasing the terms and conditions of this Lease through Premises for the First Extended TermAdditional Term and he or she shall take into consideration the amount of brokerage commissions, except that (i) Sublessor shall have no obligation to alter if any, payable by Landlord in connection with Tenant's leasing of the Premises or pay any tenant improvement or refurbishment allowance for the Extended First Additional Term. The two (2) real estate professional referred to above in this paragraph shall, and within thirty (ii30) Sublessee shall not have any additional rights to extend the Termdays after his or her selection, except prepare a written report summarizing his or her conclusion as to the extent Extension Options remain First Additional Term Annual Base Rent. Landlord and Tenant shall exchange such reports; provided, however, that if one Party has not delivered to be exercised under Section 20 and except as the other Party such a report within ninety (90) days after Tenant's receipt of the First Additional Term Rental Notice, then the determination set forth in the Lessor’s Consent other Party's report shall be final and binding upon the Parties. If both Parties so deliver reports within such time and the lesser of the two (2) determinations is within ten (10%) percent of the higher determination, then the average of these determinations shall be deemed to Sublease as referenced above. Base Monthly Rent during be the First Extended Additional Term Annual Base Rent. If these determinations differ by more than ten (10%) percent, then Landlord and Tenant shall mutually select a person with the qualifications stated above (the "Final Professional") to resolve the dispute as to the First Additional Term Annual Base Rent. If Landlord and Tenant cannot agree upon the designation of the Final Professional within thirty (30) days after the exchange of the first valuation reports, then either party may apply to the American Arbitration Association, the Greater Boston Real Estate Board, or any successor thereto, for the designation of a Final Professional. Within ten (10) days after the selection of the Final Professional, Landlord and Tenant shall each submit to the Final Professional a copy of their respective real estate professional's determination of the First Additional Term Annual Base Rent. The Final Professional shall not perform his or her own valuation but rather shall, within thirty (30) days after such submissions, select the submission which is closest to the determination of the First Additional Term Annual Base Rent which the Final Professional would have made acting alone. The Final Professional shall give notice of his or her selection to Landlord and Tenant and such decision shall be as set forth final and binding upon Landlord and Tenant. Each party shall pay the fees and expenses of its real estate professional and counsel, if any, in Section 5(a)connection with any proceeding under this paragraph, and the losing party (i.e., the party whose submission was not selected by the Final Professional) shall pay the fees and expenses of the Final Professional.

FIRST OPTION TO EXTEND. Sublessee Provided the Tenant is not in default, Tenant shall have the one (1) option to extend the Term of this Lease for one (1) a further period of approximately three (3) years from January 1and no months provided, 2008 to and including January 11however, 2011 (the “First Extended Term”). This option is referred to herein as an “Extension Option”. The Extension Option may be exercised by Sublessee only by irrevocable written that Tenant shall give Landlord notice of exercise delivered its intention to Sublessor no later extend not less than twelve six (126) months prior to the expiration of the initial Termoriginal Term of this Lease. If Sublessee does not deliver a Said notice of exercise by the appropriate date, then the Extension Option shall immediately terminate and be of no further force or effect and this Lease shall terminate on the Expiration Date. Sublessee’s Extension Option shall be personal effective only if given in the timely manner described (time being of the essence in relation to Sublessee said notice) and may provided Tenant is not be exercised by any assignee or subtenant (other than a Permitted Transferee). Sublessee may not exercise in default under the Extension Option if Lease on the date of such the notice Sublessee is in default (after any required notice and expiration of any applicable cure period) under this Sublease. If Sublessee becomes in default (after any required notice and expiration of any applicable cure period) under this Sublease after exercise nor on the date the original Term of the Extension Option, but before the commencement Lease is scheduled to expire. Such extended term shall be subject to all of the First Extended Termagreements, Sublessor may, in its sole discretion and in addition to its other remedies under this Lease, elect to terminate such extension by notice in writing to Sublessee, whereupon the Term shall expire without any such extension. Upon such exercise, the parties shall be obligated under all the terms covenants and conditions of set forth in this Lease through the First Extended Term, except that for (i) Sublessor shall have no obligation the Minimum Rent payable pursuant to alter the Premises or pay any tenant improvement or refurbishment allowance for the Extended Term, and (ii) Sublessee shall not have any additional rights to extend the Term, except to the extent Extension Options remain to be exercised under Section 20 and except as set forth in the Lessor’s Consent to Sublease as referenced above. Base Monthly Rent during the First Extended Term Article III hereof which shall be as set forth hereinafter, and except for (ii) further Options to Extend, as to which there shall be one (1). It is agreed and understood that the annual Minimum Rent for the extended period shall be equal to ninety- five (95%) percent of fair market rental value rate of the Premises as of the Commencement Date of this extended term. The Parties shall execute an Amendment to this Lease at least three (3) months prior to the said original expiration date memorializing said new Minimum Rent. If the Landlord and the Tenant are unable to mutually agree in Section 5(a).writing upon the said fair market rental value with thirty (30) days after Tenant's exercise of its rights hereunder the said fair market rental value shall be determined by a panel of two appraisers who are members of the American Institute of Real Estate Appraisers one of whom shall be selected by landlord and one by Tenant. The two appraisers shall attempt to agree on the said value and if they cannot agree within thirty (30) days, a third shall be selected by the two so nominated and a decision by the majority of these three shall be accepted as final and binding upon the Landlord and Tenant. All costs and expenses of said appraisers shall be borne in equal shares by the Landlord and the Tenant, except the said costs and expenses shall be borne by the party requesting this appraisal procedure if the figure thus determined is within ten (10%) percent of the figures proffered in writing by the other party prior to commencing selection of the appraisers. If Landlord or the Tenant shall fail to select an appraiser in accordance with the provisions hereof and such failure shall continue for a period of twenty (20) days after written notice thereof by either to the other, then in that event the appraisers selected by the party selecting an appraiser shall alone determine the fair market value and the costs of such appraisal shall be paid in equal shares by the Landlord and the Tenant. ARTICLE XXXIX ------------- 39.1 SECOND

FIRST OPTION TO EXTEND. Sublessee Landlord hereby grants to Tenant an Option to Extend ("First Option to Extend") this Lease for an additional ten (10) year period upon the following terms and conditions; A. Tenant shall have the option to extend the Term for one (1) period of approximately three (3) years from January 1, 2008 to and including January 11, 2011 (the “First Extended Term”). This option is referred to herein as an “Extension Option”. The Extension Option may be exercised by Sublessee only by irrevocable give Landlord written notice of Tenant's exercise delivered of this First Option to Sublessor no Extend not later than twelve (12) months prior to the expiration date of the initial Initial Term. If Sublessee does not deliver a notice , in which event this Lease shall be extended for an additional ten (10) years ("First Extended Term") on all of exercise by the appropriate date, then terms and conditions of this Lease except that the Extension Option Basic Rent shall immediately terminate be adjusted as set forth below and this Paragraph 44 shall be of no further force or and effect and deemed deleted thereby. In the event that Tenant fails to timely exercise Tenant's option as set forth herein in writing, Tenant shall have no further Option to Extend this Lease, and this Lease shall terminate continue in full force and effect for the full remaining Term, absent this Paragraph 44 and Paragraph 45 below. B. It is hereby agreed that (i) the monthly Basic Rent for the first year of the First Extended Term shall increase by $.05 per square foot per month over the monthly Basic Rent for the last month in the Initial Term (i.e. if said Building is 120,000 square feet and the monthly Basic Rent for the last month in the Initial Term is $2.461 per square foot per month); 120,000 x ($2.461 + $0.05) = $301,380.00), and (ii) commencing on the Expiration Date. Sublessee’s Extension Option shall be personal to Sublessee and may not be exercised by any assignee or subtenant (other than a Permitted Transferee). Sublessee may not exercise the Extension Option if on anniversary following the date of such notice Sublessee is in default (after any required notice and expiration of any applicable cure period) under this Sublease. If Sublessee becomes in default (after any required notice and expiration of any applicable cure period) under this Sublease after exercise of the Extension Option, but before the commencement of the First Extended Term, Sublessor may, in its sole discretion and in addition to its other remedies under this Lease, elect to terminate such extension by notice in writing to Sublessee, whereupon the Term shall expire without any such extension. Upon such exerciseon each successive anniversary thereafter, the parties shall be obligated under all the terms and conditions monthly Basic Rent (as provided for in Paragraph 4A) for each succeeding one (1) year period of this Lease through the First Extended Term, except shall be increased over the monthly Basic Rent in effect immediately prior to such anniversary by a percentage amount thereof equivalent to the percentage increase in the CPI (as defined below) with respect to the period from the calendar month preceding the date of commencement of the respective one (1) year period of the Lease Term (including the month preceding the date of commencement of the First Extended Term) to the calendar month immediately preceding the date of expiration of the respective one (1) year period of the Lease Term; For example: if the Rent Commencement Date is November 1, 1999, then the Basic Rent adjustment would be based on the increase in the Index from October 2014 to October 2015; from October 2015 to October 2016; from October 2016 to October 2017; from October 2017 to October 2018; from October 2018 to October 2019; from October 2019 to October 2020; from October 2020 to October 2021; from October 2021 to October 2022; and from October 2022 to October 2023; provided, however, that (i) Sublessor in no event shall have no obligation to alter the Premises or pay monthly Basic Rent for any tenant improvement or refurbishment allowance for one (1) year period of the First Extended Term, after adjustment, be less than the monthly Basic Rent in effect at the expiration of the one (1) year period of the Lease Term immediately preceding, and (ii) Sublessee in the event the CPI declines in one year from the immediately preceding year CPI and then escalates the following year, the following year's CPI increase shall not have any additional rights be the net increase over the prior two year period (or such longer period if the CPI had fallen below its prior level for a period of two years or more). For Example; if the CPI Index for October 2013 is 152.1 and the CPI Index for October 2014 is 147.5, the change in the CPI Index is 147.5 / 152.1 = -3%; therefore no increase shall be due for the year commencing November 2014; if the CPI index for October 2015 is 154.9, the net CPI increase from October 2013 to extend October 2015 shall be 1.84%. Subject to the terms stated herein, the monthly Basic Rent shall be subject to a CPI adjustment on the following dates (assuming a November 1, 1999 Rent Commencement Date): 11/01/15, 11/01/16, 11/01/17, 11/01/18, 11/01/19, 11/01/20, 11/01/21, 11/01/22 and 11/01/23. The First Extended Term's monthly Basic Rent, as stated above, shall be adjusted, commencing on the first anniversary following the date of commencement of the First Extended Term, except in accordance with the following formula based on the Consumer Price Index for all Urban Consumers, subgroup "All Items", San Francisco-Oakland-San Jose, California Metropolitan Area (1982-84 = 100) published by the Bureax xx Xxxxx Xxxxxxxxxx, X.X. Department of Labor (the "CPI" or "Index") which is published for the calendar month which most nearly precedes each and every adjustment date (the "Beginning Index") and the Index which is published for the calendar month which most nearly precedes each and every anniversary of the adjustment date (the "Adjustment Index"). The initial "CPI" adjusted Basic Rent shall be calculated by adding to the extent Extension Options remain to be exercised under Section 20 and except as set forth monthly Basic Rent due for the first year of the First Extended Term an amount calculated by multiplying the monthly Basic Rent due for the first year of the First Extended Term by the percent increase in the Lessor’s Consent Index (to Sublease wit: the percent increase from Beginning Index for the calendar month which immediately precedes the date of commencement of the First Extended Term to the Adjustment Index for the calendar month which immediately precedes the first anniversary of the date of commencement of the First Extended Term). The Basic Rent for each succeeding one-year period will be determined by using the same formula applied to the prior year's adjusted monthly Basic Rent. Landlord will as referenced abovesoon as practicable, notify Tenant in writing of each CPI increase and the adjusted Basic Rent, and Tenant will make any Basic Rent payments falling due more than ten (10) days after the receipt of notice of such adjusted Basic Rent in the adjusted amount (and if such notice shall be delayed so that Tenant shall have theretofore underpaid the Basic Rent applicable to the period since the last anniversary of the date of commencement of the First Extended Term, Tenant shall, within ten (10) days following receipt from Landlord of notice of the amount of such underpayment, pay such previously underpaid amount. If the Index is changed so that the Base Monthly Rent Year of the Index differs from that used as of the month immediately preceding the month in which the term commences, the Index shall be converted in accordance with the conversion factor published by the United States Department of Labor, Bureau of Labor Statistics. If the Index is discontinued or revised during the term, such other government index or other computation with which it is replaced or if not replaced, which most closely resembles it, shall be used in order to obtain substantially the same result as would be obtained if the Index had not been discontinued or revised. If the Index is no longer published on a monthly basis, and it is no longer published for the respective calendar month immediately preceding the date of commencement of the First Extended Term, then the Index for such calendar month for which the Index is published which most nearly precedes the date of commencement of the First Extended Term shall instead be used. Each annual increase in the Basic Rent will be calculated as set forth shown below in Section 5(a).the example displayed (based on the below reflected Basic Rent and CPI adjustment assumptions): CPI Calculation Example CPI ANNUAL EXAMPLE CPI CHANGE INCREASE % CPI increase 156.0 * 11/15 2.56% 152.1 * 11/14 (*factors used for example only) Basic Rent @ 10/15 $301,380.00 Increase of 2.56% $ 7,715.33 New Adjusted Basic Rent commencing the second year of the First Extended Term $309,095.33