Common use of FIRST RIGHT TO LEASE Clause in Contracts

FIRST RIGHT TO LEASE. Subject to the terms hereof, if (i) during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right).

FIRST RIGHT TO LEASE. Subject A. In the event any portion of office space on the sixth floor shall become available for lease by Tenant after consideration of the existing rights of tenants (or their assigns) under the leases in effect as of the date of this Lease to exercise either renewal, extension or expansion rights, and provided that at such time the First Offer Conditions (below defined) shall be in effect, then and in such event Tenant shall be afforded a right to lease such available space (the “Available Space”) within the Building upon the terms and conditions more particularly described in this Article 31. For purposes hereof, if the First Offer Conditions shall include all of the following; namely: (i) during the Term no Event of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease, shall have occurred and be continuing; (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) then be the subject of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above)Event of Bankruptcy, and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then there shall remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then effect at the time each that the Available Space is anticipated to be delivered to Tenant not less than three (3) years within the Term then in effect and (iv) the original named Tenant shall remain in occupancy of the two spaces in Demised Premises. B. If the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension optionsConditions shall be in effect, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all advise Tenant of the material terms and conditions on which Landlord is willing ability of Tenant to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Available Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten period of fifteen (1015) days after receipt following the date of Landlord’s written notice with respect to advise Landlord in writing as to whether Tenant shall lease the Available Space. Should Tenant timely accept in writing the Available Space by written notice to Landlord (the “Election Notice”), within fifteen (15) days, then Tenant shall lease the Available Space as designated by Landlord and Landlord shall lease to Tenant such First Offer Available Space as provided herein. In such event, Tenant covenants and agrees to pay Minimum Annual Rent for the Available Space at the then Fair Market Rental terms of comparable office space. Should the parties be unable to agree on the Fair Market Rental terms within thirty (30) days following provision by Tenant of the Election Notice, then the three (3) broker described method shall be employed for purposes of determining the Fair Market Rental. The brokers shall take into consideration the period of time that Tenant will be leasing the Available Space, inasmuch as the term therefor shall be co-terminous with the Term together with the factors described in section C below. Provision by Tenant of its Election Notice shall be irrevocable and shall not be conditioned upon the acceptability of the Fair Market Rental to irrevocably elect to lease be determined by either mutual agreement of the Offered Space on parties, or by use of the terms three broker method. Consequently, both Landlord and conditions set forth in Landlord’s notice. If Tenant shall so elect be bound by the determination of the Fair Market Rental for such space pursuant to the three broker method described in Article 32. C. Tenant shall lease and accept the Offered Available Space (in the then existing physical condition thereof “as is” when tendered by Landlord; and provided that unless otherwise mutually agreed to by the conditions in clauses (i) through (iii) above continue to exist parties at the time of execution of such lease or amendment)time, Landlord shall furnish a commercially reasonable draft lease not be obligated to perform or lease amendment incorporating such terms and conditions set forth pay for or grant Tenant any concessions or work allowance for any improvements or other work for the Available space. Such shall be taken into consideration by the brokers in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being determination of the essence)Fair Market Rental. D. Within thirty (30) days from receipt thereof, Tenant shall have no further rights with respect execute and return to such First Offer Landlord an amendment to this Lease in form and content as prepared by Landlord (the “Available Space (or any portion thereofAmendment”), and Landlord shall thereafter be free confirming the leasing to lease any or all Tenant of such First Offer Space to Available Space, a description thereof, the rental payable for such party space, Tenant’s receipt and acceptance of possession thereof, and any other matters Landlord reasonably deems necessary consistent with this Article 31. However, neither the execution or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% delivery of the economic terms offered to Tenant, then Landlord Available Space Amendment shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior considered as a condition precedent to the lapse leasing by Tenant of any existing right the Available Space nor shall the failure of Tenant to execute or option to extend or renew such tenant’s lease, Landlord leases deliver the same to Available Space Amendment be considered as a condition subsequent of the existing tenant leasing by Tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)the Available Space.

FIRST RIGHT TO LEASE. Subject Landlord hereby grants to Tenant the First Right to Lease additional space on the following terms hereof, if (i) and conditions. 6.1 At any time that a demised space becomes available in the Building for lease during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) term of this Lease, and (ii) Tenant Landlord shall not have assigned this Lease or currently sublet more than fifty percent (50%) give written notice thereof to Tenant. Landlord’s notice shall include a brief description of the Premises available space. 6.2 Within fourteen (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (1014) days after receipt delivery to Tenant of Landlordthe written notice referenced in Paragraph 6.1 above, Tenant shall deliver written notice to Landlord of Tenant’s notice with respect intention to such accept or reject the First Offer Space, Right of Lease. Tenant’s failure to irrevocably elect exercise its right within said fourteen (14) day period shall be deemed to be a rejection of the First Right to Lease. 6.3 In the event that Tenant elects to lease the Offered Space on available space as herein set fourth, this Lease shall be amended to incorporate the additional space. All of the terms and conditions set forth of this Lease shall then apply to also cover the additional space except the following: (a) There shall be no tenant allowance for leasehold improvements; (b) The Base Rent shall be the then current rent for similar space in Landlord’s noticethe community. If the parties cannot agree on the rent within fourteen days after Tenant accepts the First Right to Lease, the issue shall so elect be submitted to lease the Offered Space American Arbitration Association, San Diego, California, for arbitration, one arbitrator presiding. The decision of the arbitrator shall be final and enforceable in any court of competent jurisdiction; and (c) The available space shall not be used for administrative offices. Landmark National Bank Revised 8-16-01 525-937-A,B and provided that C ADDENDUM NO. 1 Addendum No 1 FINAL. 8-16-01 Addendum #1 rev 3.9.00 Landlord [ILLEGIBLE]. Tenant [ILLEGIBLE] 6.4 Notwithstanding the conditions in clauses above, Tenant’s First Right to Lease shall be invalid and void if at the time (i) through (iii) above continue to exist at the time of execution of such available space becomes available for lease or amendment), Landlord shall furnish a commercially reasonable draft (ii) the lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver to the same available space is to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence)commence, Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth is in default under this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)Lease.

FIRST RIGHT TO LEASE. Subject Provided that an Event of Default shall not then be outstanding, during the first thirty-six (36) full calendar months after the Rent Commencement Xxxx (Xxxxx Xxxxx) the Tenant shall have the First Right to Lease the terms hereofLucent space located on the second floor of the Building and containing approximately 41,000 square feet of rentable area (the "Lucent Space"), if the Lucent Space becomes available to lease during said 36 month period as a result of the actual or anticipated termination or expiration of the Lucent lease. Landlord shall provide written notice to Tenant of Landlord's interest in leasing the Lucent Space. Tenant shall have five (i5) during business days from the Term date of this its receipt of the notice from the Landlord to inform the Landlord, in writing, of its intent to lease the Lucent space. In the event the Tenant exercises its First Right to Lease there exists no Default the Lucent Space, then Landlord shall deliver the Lucent Space to Tenant in "AS-IS" condition within five (5) calendar days after the later to occur of: (a) the date of Landlord's receipt of Tenant's notice of exercise; or (b) the date Lucent vacates the Lucent Space ("Lucent Space Commencement Date"). Upon delivery by Landlord to Tenant under Section 23(a)(i) the Lucent Space shall be deemed to be part of the Premises and to be leased to Tenant on all the same terms and conditions as are set forth in this Lease, and (ii) Tenant except that the Base Rent per square foot shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied then current annual rate paid by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver Tenant, in accordance with such notice the terms of Section 10 herein, shall be given a description of that portion $12.50 per square foot Tenant Improvement Allowance, subject to reduction in accordance with the following schedule: Tenant Improvement Allowance equals $12.50 per rentable square foot to be reduced by $.15 per square foot per month beginning on the Rent Commencement Date (if less than allFifth Floor). For example: in the thirteenth (13/th/) of such First Offer month after the Rent Commencement Date (Fifth Floor), the Tenant Improvement Allowance shall be calculated as follows: $12.50 - ($.15 per month x 12 months = $1.80 reduction) = $10.70 per square foot for Tenant Improvement Allowance for Lucent Space. The rent commencement date for the Lucent Space that is available for lease shall be sixty (60) calendar days after the “Offered Space”) and all Lucent Space Commencement Date. The Tenant's Proportionate Share shall be recalculated as of the material terms and conditions on which Landlord is willing to so lease rent commencement date for the Offered Lucent Space to Tenant (including without limitation take into account the rent, any allowances and the rentable square footage of the Offered Lucent Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right).

FIRST RIGHT TO LEASE. Subject After the date of execution of Amendment G, whenever Landlord desires to lease any of the terms hereofunleased rentable space in the Building (the “First Right Space”) (which Landlord and Tenant acknowledge that as of the date this Amendment G is executed consists of the Remaining Space described in Paragraph 9 of Amendment G), if Landlord shall send to Tenant a “Special Notice” setting forth its desire to lease all or any portion of the First Right Space. The Special Notice shall contain a description of the First Right Space which Landlord so desires to lease and Landlord’s determination of the “Fair Market Rental Rate” (i) during the Term of this Lease there exists no Default of Tenant under as defined in Section 23(a)(i) of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%5(b) of the Premises (other than to an affiliated entity or successor as described in Section 20(bOriginal Lease) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Right Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have the right to lease all, but not less than all, of the First Right Space described in the Special Notice at the Fair Market Rental Rate for such space and for a one-time right on each First Offer Spaceterm which shall be coterminous with the Lease, which Tenant may exercise by giving delivering written notice of such election to Landlord notice within ten five (105) business days after receipt of the Special Notice, and, upon and concurrent with Tenant’s notice, Tenant may, at its option, object to Landlord’s notice with respect determination of the Fair Market Rental Rate, in which case the parties shall follow the procedure, and the Fair Market Rental Rate for the First Right Space shall be determined, as set forth in Section 5(b) of the Original Lease. At Landlord’s election, any Special Notice may refer to one or more separate parcels of the First Right Space and if such First Offer SpaceSpecial Notice refers to more than one parcel, Tenant may elect to irrevocably take all, some, one or none of such parcels within such five (5) business day period pursuant to the foregoing provisions of this Section 59. If Tenant does not timely elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Right Space (or any portion separate parcel(s) of First Right Space) described in the Special Notice, Tenant’s first right to lease such First Right Space (or separate parcel (s) thereof)) shall terminate, and Landlord shall may thereafter be free to lease all or any or all portion of such First Offer Right Space to such party or parties, anyone else on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic any terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall desires. The first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods right set forth in this Section 59 is not personal to respondTenant and may be assigned to any assignee of Tenant. For purposes of the purposes hereofFirst Right Space only, no First Offer Space will the term Tenant shall be deemed “available” iflimited to Nestle Food Company, prior to an assignee which assumes the lapse of any existing right entire Lease, or option to extend or renew such tenant’s lease, Landlord leases a subtenant which subleases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)entire Premises.”

FIRST RIGHT TO LEASE. Subject In the event that Landlord elects to lease Suites 201, 203 or 209 of 9318 N. 95th Way, Scottsdale, Arizona, and provided that Tenant xx xxx xx xxxxxxx xxxxxxxxx, Xxxxxxxd shall deliver a written notice (the "Offering Notice") to Tenant of such intention to lease. The Offering Notice shall state the rent and term of the proposed lease, along with a description of the property subject to the terms hereofproposed lease. Delivery of the Offering Notice to Tenant shall be deemed to be an offer by Landlord to lease the space described in the Offering Notice (the "Option Space") to Tenant upon the then customary lease form used by Landlord. The offer must be accepted within three (3) days of the delivery of the Offering Notice to Tenant (the "Acceptance Period") and may not be withdrawn by Landlord within that period. Tenant may accept the offer by delivering a written notice of acceptance of the offer to Landlord on or before the last day of the Acceptance Period. Tenant may accept such offer for all but not less than all the space described in the Offering Notice. Failure to give timely notice of acceptance shall be deemed rejection of the offer. Following Tenant's rejection of any offer made pursuant to this Section 15.03, if (i) during Tenant shall execute, acknowledge and deliver any document or instrument reasonably requested by Landlord acknowledging such rejection and confirming Tenant's waiver of any and all rights to any qualifying lease. All rights and obligations of the Term of parties under this Lease there exists no Default of Tenant under Section 23(a)(i) 15.03 shall cease and terminate upon expiration or other termination of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence)30 event, Tenant shall have no further execute, acknowledge and deliver any document or instrument reasonably requested by Landlord acknowledging the expiration or other termination of this Lease and confirming the cessation and termination of all rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% obligations of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)parties.

FIRST RIGHT TO LEASE. Subject Landlord hereby grants to Tenant a first right to lease all of the feasible space adjacent to the 1047 Xxxxxx, as described on Exhibit A ("1049 Xxxxxx"), subject to the following terms hereofand conditions: (a) Prior to entering into a lease for all or a portion of 0000 Xxxxxx, if Landlord shall notify Tenant of Landlord's intention to lease all or a portion of 1049 Xxxxxx to a third party, which notice shall set forth the terms and conditions, including, but not limited to, basic rent, under which Landlord intends to lease 1049 Xxxxxx. Such notice shall constitute an offer to lease 1049 Xxxxxx to Tenant. (i) during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease, and (iib) Tenant shall not have assigned five (5) business days from the date of the notice to deliver to Landlord its written acceptance of such offer. If Tenant accepts the offer, an amendment to this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), a new lease covering 1049 Xxxxxx and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in shall promptly be executed. If a new lease is executed with Tenant covering 1049 Xxxxxx, such new lease shall provide that any default thereunder will also constitute a default under this Lease and Tenant agrees that any default by it under this Lease shall also constitute a default under such new lease. In the event Tenant rejects the offer, or does not answer within the specified time, or fails for any reason (unless such failure to execute is due to the fault or delay of Landlord’s notice) to execute such amendment or new lease within fifteen (15) days of acceptance of such offer, Landlord shall thereafter be released of any obligation to Tenant hereunder and be free to negotiate with any number of third parties and to lease (without further obligation to Tenant) 1049 Xxxxxx, or any part thereof, to a third party upon any terms and conditions (whether more or less favorable) that Landlord and such third party may agree and this first right to lease shall be of no further force or effect. (c) This first right to lease shall be subordinate to any existing rights of refusal, rights of expansion, first rights to lease, options to extend or renew, and other rights contained in leases (or amendments to leases) executed prior to the date of this Lease. This first right to lease shall not apply on the occurrence any future renewals granted to a tenant currently or then occupying all or a portion of 1049 Xxxxxx, or its successors or assigns. (d) This first right to lease shall be void and of no force and effect and shall confer no rights on Tenant shallduring any period in which Tenant is in default under this Lease or confer any rights to any assignee or sublessee of Tenant if Tenant subleases or assigns all or a portion of the Existing Premises or the Expanded Premises. (e) Notwithstanding anything in this paragraph 11 to the contrary, within ten (10) Business Days after receipt Tenant's exercise of such this first right to lease or amendment, execute and deliver the same shall be subject to Landlord's review and approval of Tenant's financial condition (including net worth, but current ratio and working capital reserves) at the time Tenant exercises this first right to lease and notwithstanding Tenant’s failure to enter into such lease or amendment 's rights hereunder Landlord shall have no effect on Tenant’s right or obligation to lease the Offered Space1049 Xxxxxx, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have unless Tenant's financial condition at the time periods set forth in this Section of exercise is acceptable to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)Landlord.

FIRST RIGHT TO LEASE. Subject After the Commencement Date, Landlord agrees not to the terms hereof, if (i) during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces lease any unleased rentable space in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Right Space”) becomes unencumbered from until five (5) business days following Tenant’s receipt of a Special Notice. Accordingly, after the Commencement Date, whenever Landlord desires to lease any existing renewal or extension optionsof the First Right Space, Landlord shall so notify Tenantsend Tenant a Special Notice setting forth its desire to lease all or a portion of the First Right Space. The Special Notice shall contain the following information (“terms”): A. First Right Space description. B. Rental. C. Operating Expense Adjustment Allowance. D. CPI increases, and deliver with such notice a description of that portion if any. E. Rent Credits or Free Rent (if less than allany). F. Condition of Premises (“as is” or with tenant improvement allowance or building standard items or a combination thereof). G. Time to Construct Improvements prior to Commencement of Rent. H. Other Economic Concessions (if any). I. Length of Lease, which shall be for a period of time coterminous with the Lease. Tenant may, upon notice delivered by Tenant and received by Landlord within said five (5) of such First Offer Space that is available for business day period (“Period”), elect to lease (the “Offered Space”) and all of the material terms and conditions First Right Space described in the Special Notice on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage all of the Offered Space)terms set forth in the Special Notice. If Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably does not elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space such First Right Space, then thereafter, for a period of six (and provided that the conditions in clauses 6) months (i) through (iii) above continue to exist at the time of execution of such lease or amendment“Time Period”), Landlord shall furnish a commercially reasonable draft may lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Right Space substantially as described in the Special Notice to anyone else on the terms set forth in the Special Notice or on terms more beneficial to the Landlord than the terms set forth in the Special Notice. If Landlord does not lease such First Right Space to such party or partiesanyone else during the Time Period, on such terms as then Landlord may from time shall, after the expiration of the Time Period, be required to time determinesend Tenant another Special Notice, and the above-described procedures shall be repeated, until all of the First Right Space has been leased; provided, however, that if within Landlord reserves the following six (6) months, Landlord offers right to send a new Special Notice to Tenant at any time prior to the Offered Space to a third party on economic terms that are less than 95% expiration of the economic terms offered Time Period. At Landlord’s election, any Special Notice may refer to Tenantone or more separate parcels of First Right Space and if such Special Notice refers to more than one such parcel, then Landlord shall first be required Tenant may elect to re-offer take all, some, one, or none of such parcels and Landlord, once the Offered five (5) day period has lapsed, may lease one or more or all of the parcels comprising the First Right Space specified in such Special Notice until the Time Period elapses. The First Right set forth herein is not personal to Tenant on such terms, and Tenant shall have the time periods set forth in this Section may be assigned to respondany assignee of Tenant. For the purposes hereofpurpose of the First Right Space only, no First Offer Space will the term Tenant shall be deemed “available” if, prior limited to the lapse of any existing right Carnation Company, an assignee which assumes the entire Lease, or option to extend or renew such tenant’s lease, Landlord leases a subtenant which subleases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)entire Premises.

FIRST RIGHT TO LEASE. Subject Lessee shall have an on-going first right to lease any space on the 4th or 6th floor of the Building (the “Option Space”). Lessor shall provide Lessee with a listing of any available space in such Option Space from time to time. Nothing contained herein shall reduce the Expansion Space Options granted to Lessee. Space shall be “available” only to the terms hereofextent it is not subject to expansion, if (i) during the Term extension, first offer, first refusal and any other existing rights of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces Lessees in the Building which do not contradict Lessee’s Expansion Space Options. Lessee shall then have the option (in the event that are immediately adjacent to Lessee is not then in default under the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (eachLease, a “First Offer Space”) becomes unencumbered from with any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendmentapplicable cure period having expired), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, exercisable by written notice to Lessor within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) monthsbusiness days thereafter, Landlord offers to add any such available space to the Offered Premises immediately as it first becomes available. Any such available space shall be leased to Lessee at the Fair Market Rental Rate for a term coterminous with the balance of the Term remaining on Lessee’s Premises (or such shorter term as may be necessary to prevent any conflict with such other Lessees’ rights to such space or to prevent a conflict with Lessee’s Expansion Space Options, if they have not expired). Such option shall not be personal to Lessee and may also be exercised by any assignee of the Lease permitted under the terms of the Lease. In the event Lessee declines to exercise a right to lease any particular Option Space and Lessor does not subsequently lease it to a third party on economic terms that are within 90 days at the rate offered to Lessee or proposes to enter into a lease for such space at a rate less than 95% of the economic terms rate offered to TenantLessee, then Landlord Lessor shall first be required to re-offer such space to Lessee at the Offered Space to Tenant on such terms, revised Fair Market Rental Rate which Lessor would accept and Tenant Lessee shall have the time periods set forth an additional six (6) business days in this Section which to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew accept such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)Option Space.

FIRST RIGHT TO LEASE. Subject Lessee shall have the first right to lease as additional space any available vacant space on the terms hereof9th and 11th floors, if (i) during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than subject to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent rights previously granted to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease tenants (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered FRL Space). Tenant If Lessor desires to lease the space in question to a third party or take it off the market for any reason whatsoever, Lessor shall notify Lessee of its intent along with the economic terms by which Lessee may acquire the FRL space. Lessee shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s each such notice with respect to such First Offer advise Lessor in writing whether or not it will add additional space to the leased premises. Failure to do so shall be deemed an election not to add any FRL Space, to irrevocably . If Lessee does not elect to add any FRL space, then Lessor may lease the Offered FRL Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space question to a third party on economic or take it off the market for any reason whatsoever. Lessee's right under this Section 28 shall apply at any time that Lessor desires to lease the space in question to a third party or to take the space off the market during the Lease term. When FRL Space has been added to the leased premises, Lessee shall pay base monthly rent and additional rent under Section 3 and 4 for the added space under market terms that are less than 95% and conditions. Within three (3) days after receipt of Lessee's election or notice to lease FRL Space, Lessor will give Lessee written notice of the economic terms offered base monthly rent required for the additional space in a form which may be signed by Lessee confirming Lessee's obligation to Tenant, then Landlord shall first be required to re-offer pay said base monthly rent for the Offered FRL Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior added to the lapse leased premises. Upon the execution of any existing right or a lease for the additional space, Lessor and Lessee shall diligently commence and pursue the completion of tenant improvement drawings for the additional space so that the tenant improvement work can be priced and commenced within forty-five (45) days after Lessee exercises the option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)acquire additional space.

FIRST RIGHT TO LEASE. Subject to 1.1 Should any portion of the terms hereof, if (i) Building become vacant during the Lease Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Leaseor any renewal, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than which vacancy is contiguous to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and which shall be called the First Right to Lease Space ( hereinafter called "FRTL Space"); and if Lessor receives an offer to lease said space acceptable to Lessor (iii) this hereinafter called the "FRTL Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, LandlordOffer"), then at the time each Lessor shall give Lessee written notice of the two spaces in FRTL Lease Offer setting forth the Building that are immediately adjacent terms and conditions thereof. 1.2 Lessee shall have and Lessor hereby grants to Lessee a first right of refusal, exercisable at any time within five (5) business days from the date of receipt of such notice, to include the FRTL space within the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on under this Lease upon the terms and conditions set forth in Landlord’s noticethe applicable FRTL Lease Offer. If Tenant Lessee elects to exercise its first right of refusal, it shall so elect prior to lease the Offered end of such five (5) business day period, submit written notice of such exercise to the Lessor. 1.3 Notwithstanding anything contained herein to the contrary, Lessee shall have no right to exercise such first right of refusal unless Lessee shall not be in notified default of its obligations under this Lease beyond applicable periods of notice and cure. 1.4 Lessee may not assign its first right of refusal except to a permitted assignee of all of Lessee's rights under this Lease and then only in conjunction with an assignment of this Lease. 1.5 Except as otherwise set forth in the applicable FRTL Lease Offer, the leasehold improvements, if any, remaining in such space and not subject to removal by the former lessee, thereof will be provided in their then existing condition at the time said space is made available to Lessee. 1.6 Except as set forth above, in all respects, any such FRTL Space as to which such option is exercised shall become a part of the Premises and any reference in this Lease to such Premises shall be deemed to include such space, and Lessee shall have no right to extend or sooner terminate this Lease with respect to the FRTL Space unless otherwise provided in the FRTL Lease Offer 1.7 Lessee shall exercise its first right of refusal, if at all, within five (and provided that 5) business days after the conditions Notice is received by Lessee; provided, however Lessee shall use its reasonable efforts to respond in clauses as short a time period as the circumstances dictate. Lessee's obligation to pay the Annual Base Rental for such space shall commence on the earlier of (i) through the commencement date provided for in the FRTL Lease Offer, or (iiiii) above continue to exist at the time of execution date Lessee occupies any portion of such FRTL Space. 1.8 In the event Lessee fails or elects not to exercise any first right of refusal within said five (5) business day period, then Lessor shall have the right to lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver space to the same third party who made the offer to LandlordLessor, but Tenant’s failure if Lessor does not execute a lease pertaining to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered applicable FRTL Space with that third party within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) monthsmonths after the date it provided Lessee the applicable FRTL Offer, Landlord offers Lessee's first right to refusal as set forth herein shall again be effective and Lessor must offer the Offered applicable FRTL Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse Lessee upon receipt of any existing right or option offer to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew lease that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)space.

FIRST RIGHT TO LEASE. Subject Landlord hereby grants to Tenant a right of first offer with respect to the terms hereofentire space located adjacent to the Premises, if containing approximately 27,729 rentable square feet having a street address of 0000 Xxxxxx Xxxxx, Santa Clara, CA 95054 (the “FRL Space”). Notwithstanding the foregoing, such first offer right of Tenant shall commence (i) during on the Commencement Date of the Lease and expire on the date that is one (1) year prior to the Expiration Date of the Initial Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease(the “FRL Period”), and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent only if the FRL Space becomes Available (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) abovesuch term is defined below), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force upon and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent subject to the Premises terms and currently occupied by A.J. Mailing and Securadyne Northeast conditions of this paragraph (each, a the “First Offer SpaceRight to Lease”) ). From time to time when the FRL Space or any portion thereof becomes unencumbered from any existing renewal or extension optionsAvailable for lease to third parties during the FRL Period, Landlord shall so notify TenantTenant of such fact, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing prepared to so lease the Offered FRL Space to Tenant (including without limitation the rent, any allowances and the rentable square footage “Landlord’s Notice of the Offered SpaceAvailability”). The rental rate, proposed escalations, tenant improvement allowance and free rent concession, for the FRL Space shall reflect the prevailing market rate as reasonably determined by Landlord. If Tenant shall have a one-time wishes to exercise Tenant’s right on each First Offer Spaceof first offer with respect to the space described in Landlord’s Notice of Availability, which Tenant may exercise by giving Landlord notice then within ten (10) business days after receipt of delivery of Landlord’s Notice of Availability to Tenant, Tenant shall deliver notice to Landlord of Tenant’s irrevocable exercise of its right of first offer with respect to such First Offer Space, to irrevocably elect to lease the Offered Space entire space described in Landlord’s Notice of Availability on the terms and conditions set forth contained in such notice (“Tenant’s Notice of Acceptance”). Failure of Tenant to timely provide Tenant’s Notice of Acceptance shall be deemed Tenant’s election not to add the FRL Space to the Premises. If Tenant does not elect to add the FRL Space, then Landlord may lease the FRL Space to a third party or take it off the market for any reason whatsoever; provided that, if Landlord does not enter into a binding lease with any other third party for the FRL Space reflected in Landlord’s noticeNotice of Availability within six (6) months after the deadline by which Tenant was to have provided Tenant’s Notice of Acceptance, Tenant’s First Right to Lease hereunder shall be reinstated and the procedures described above shall again be followed. If Tenant As used herein, “Available” shall so elect to lease the Offered Space (and provided mean that the conditions in clauses (i) through (iii) above continue FRL Space is, or is expected by Landlord to exist at become, vacant, unencumbered and free and clear of all claims and rights of other tenants or other third parties. Without limiting the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being generality of the essence)foregoing, Tenant the FRL Space shall have no further rights with respect not be deemed Available if, as to such First Offer Space (all or any portion thereof), and Landlord shall thereafter be free there is an outstanding lease, lease option, or option or other right of extension, renewal, expansion, first refusal, first negotiation, or similar or other right, pursuant to any lease or written agreement, or if any then-existing tenant or occupant desires to renew or extend its lease as to any or all of such First Offer Space to such party space, whether or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space not pursuant to an existing right or option option. Tenant acknowledges that Landlord may give Landlord’s Notice of Availability at any time during the Term. Nothing herein shall be deemed to extend limit or renew prevent Landlord from marketing, discussing or negotiating with any other party for a lease of, or rights of any nature as to, any part of the FRL Space, provided that tenantany of the foregoing activities by Landlord shall be subject to Tenant’s rights hereunder. If Tenant timely exercises Tenant’s right to lease the FRL Space as set forth herein, Landlord and Tenant shall within fifteen (or pursuant 15) days thereafter execute a separate lease for such FRL Space upon the terms and conditions as set forth in Landlord’s Notice of Availability and this Paragraph 26. Tenant shall commence payment of Rent for the FRL Space, and the term of the FRL Space shall commence upon the date of delivery of the FRL Space to a negotiated extension Tenant (the “First Offer Commencement Date”) and terminate on the date set forth in lieu Landlord’s Notice of or Availability; provided that, Tenant acknowledges that its exercise of its Early Termination Option shall have no effect on its lease as to the FRL Space, which shall continue in addition full force and effect. Tenant’s First Right to such an existing right)Lease the FRL Space is subject to Tenant not being in default under the Lease when Landlord would otherwise be required to provide Landlord’s Notice of Availability, and when Tenant’s Notice of Acceptance is given.

FIRST RIGHT TO LEASE. Subject Tenant shall have a continuing first right to the terms hereoflease, if (i) during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) exercisable at any time after full execution of this Lease, and (ii) Tenant shall not have assigned this Lease any space that becomes available on floors immediately above or currently sublet more than fifty percent (50%) of below the Premises (other than "Additional Expansion Space"). In addition, Tenant shall have a continuing first right to an affiliated entity or successor as described in Section 20(b) above)lease, and Tenant then actually occupies exercisable at least fifty percent (50%) any time after full execution of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rentLease, any allowances and the rentable square footage of the Offered additional available lower level or storage space ("Additional Storage Space"). Tenant shall have a one-time right on each First Offer Space, which Tenant may not be entitled to exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect the aforesaid rights to lease Additional Expansion Space or Additional Storage Space if, at the Offered Space on time Tenant is entitled to exercise said rights Tenant has subleased or has entered into an agreement to sublease in the future more into by Landlord and a third party upon the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space Second Offering Notice within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) monthsmonth period, or if such space again becomes available for any other reason, Tenant shall again have the first right to lease such Additional Expansion Space in accordance with the terms of this Paragraph 39. In no event shall the failure of Landlord offers and Tenant to agree to terms under this First Right to Lease result in the Offered Space to a third party on economic terms that are less than 95% loss of any of Tenant's renewal or other expansion option rights or change of the economic terms offered to Tenantthereof. In the event Tenant leases Additional Expansion Space, then Landlord the Additional Expansion Space Improvements shall first be required to re-offer constructed in accordance with the Offered provisions of Exhibit B and the Additional Expansion Space to Tenant on such termsImprovement Allowance, and Tenant if any, shall have be paid in accordance with the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse provisions of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right).Exhibit B.

FIRST RIGHT TO LEASE. Subject to 1.1 Should any portion of the terms hereof, if (i) Building become vacant during the Lease Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Leaseor any renewal, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than which vacancy is contiguous to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and which shall be called the First Right to Lease Space ( hereinafter called "FRTL Space"); and if Lessor receives an offer to lease said space acceptable to Lessor (iii) this hereinafter called the "FRTL Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, LandlordOffer"), then at the time each Lessor shall give Lessee written notice of the two spaces in FRTL Lease Offer setting forth the Building that are immediately adjacent terms and conditions thereof. 1.2 Lessee shall have and Lessor hereby grants to Lessee a first right of refusal, exercisable at any time within five (5) business days from the date of receipt of such notice, to include the FRTL space within the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on under this Lease upon the terms and conditions set forth in Landlord’s noticethe applicable FRTL Lease Offer. If Tenant Lessee elects to exercise its first right of refusal, it shall so elect prior to lease the Offered end of such five (5) business day period, submit written notice of such exercise to the Lessor. 1.3 Notwithstanding anything contained herein to the contrary, Lessee shall have no right to exercise such first right of refusal unless Lessee shall not be in notified default of its obligations under this Lease beyond applicable periods of notice and cure. 1.4 Lessee may not assign its first right of refusal except to a permitted assignee of all of Lessee's rights under this Lease and then only in conjunction with an assignment of this Lease. 1.5 Except as otherwise set forth in the applicable FRTL Lease Offer, the leasehold improvements, if any, remaining in such space and not subject to removal by the former lessee, thereof will be provided in their then existing condition at the time said space is made available to Lessee. 1.6 Except as set forth above, in all respects, any such FRTL Space as to which such option is exercised shall become a part of the Premises and any reference in this Lease to such Premises shall be deemed to include such space, and Lessee shall have no right to extend or sooner terminate this Lease with respect to the FRTL Space unless otherwise provided in the FRTL Lease Offer. 1.7 Lessee shall exercise its first right of refusal, if at all, within five (and provided that 5) business days after the conditions Notice is received by Lessee; provided, however Lessee shall use its reasonable efforts to respond in clauses as short a time period as the circumstances dictate. Lessee's obligation to pay the Annual Base Rental for such space shall commence on the earlier of (i) through the commencement date provided for in the FRTL Lease Offer, or (iiiii) above continue to exist at the time of execution date Lessee occupies any portion of such FRTL Space. 1.8 In the event Lessee fails or elects not to exercise any first right of refusal within said five (5) business day period, then Lessor shall have the right to lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver space to the same third party who made the offer to LandlordLessor, but Tenant’s failure if Lessor does not execute a lease pertaining to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered applicable FRTL Space with that third party within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) monthsmonths after the date it provided Lessee the applicable FRTL Offer, Landlord offers Lessee's first right to refusal as set forth herein shall again be effective and Lessor must offer the Offered applicable FRTL Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse Lessee upon receipt of any existing right or option offer to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew lease that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)space.

FIRST RIGHT TO LEASE. Subject If, during the original or any additional term hereof any space (“Available Space”) in the Complex becomes available for lease due to expiration or termination of then existing leases, then Landlord shall offer the space to Tenant in writing at rates and other terms (including term of the lease and tenant improvement allowance) at which Landlord otherwise would offer the space to other parties. Tenant shall have thirty (30) days to notify Landlord whether Tenant desires to lease the Available Space. If Tenant notifies Landlord it desires to lease the Available Space, but Tenant and Landlord are unable to agree on a rental rate, then the rental rate shall be determined pursuant to the terms hereof, if procedures for determining the rental rate for the Premises during an Option Period as set forth in Paragraph 14 (i) during the Term of this Lease there exists no Default of Tenant under Section 23(a)(ib) of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material . Other terms and conditions on which of the lease for the Available space would be substantially the same terms and conditions as this Lease. If Tenant does not notify Landlord is willing that Tenant elects to so lease the Offered Space Available Space, then Landlord may offer such space to Tenant (including without limitation the rent, third parties. If at any allowances and the rentable square footage time Landlord anticipates making or receiving an offer or letter of intent for lease of the Offered Available Space, Landlord may notify Tenant of the identity of the potential tenant (“Notice of Potential Tenant”). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten twenty (1020) days after receipt of Landlord’s such notice to determine in its reasonable judgment and notify Landlord whether the potential tenant so identified is a competitor of Tenant. If Tenant does not notify Landlord within twenty (20) days after receipt of the Notice of Potential Tenant, that the potential tenant is a competitor, any offer to Landlord from that potential tenant shall not be subject to the right of refusal below. If Tenant notifies Landlord that the potential tenant is a competitor or if Landlord has not provided Tenant with respect Notice of Potential Tenant (with time to such First Offer respond as provided above), any offer or letter of intent to or from the potential tenant shall be subject to the following right of refusal. Prior to entering into any lease or rental agreement thereafter for the Available Space, Landlord shall first give Tenant written notice (“Notice of Proposed Lease”), with full particulars of the proposed lease or rental agreement (such as an executed letter of intent) and the identity of the proposed tenant. Tenant shall have five (5) days after receipt of the Notice of Proposed Lease to irrevocably notify Landlord of the determination by its Real Estate Operations group or its Operations Division whether the potential tenant is a competitor and the recommendation whether to exercise the right of refusal. If the Real Estate Operations group or Operations Division recommends not to exercise the right, the right shall be deemed waived. If the recommendation is to exercise the right, Tenant shall have fifteen (15) days after receipt of the Notice of Proposed Lease to elect to lease the Offered Available Space for the same rent and other economic terms proposed and otherwise on the terms and conditions set forth in Landlord’s noticethis Lease, provided that no term or condition of this Lease shall materially effect the economic terms of the proposed lease. If Tenant shall so elect fails to exercise its right to lease such space by giving Landlord written notice of acceptance within the Offered Space stated fifteen (and provided that 15) day period, or by waiving pursuant to the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), internal recommendation then Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to may enter into such lease or amendment shall have no effect rental arrangement with the third party identified in the notice on Tenant’s right or obligation to lease substantially the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereofterms stated in the Notice of Proposed Lease. Except as herein provided, if Failure by Tenant shall fail to elect to lease any Offered Available Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (when so offered or any portion thereof), and notified by Landlord shall thereafter be free to lease any or all not relieve Landlord of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in its obligation under this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” Paragraph if, prior to as and when other space or the lapse of any existing right or option to extend or renew such tenant’s Available Space again becomes available for lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right).

FIRST RIGHT TO LEASE. Subject In the event that Landlord decides to lease Suite 525 and/or Suite 530 in txx Xxxxxxxx, Xxxxxx xxxxx have a first right to lease such space. Prior to entering into a lease for all or a portion of the Suite 525 or 530 (the "Option Space"), Landlord shall provide Tenant with written notice of its intent to lease such space ("Lease Notice"). Tenant shall have five (5) business days from its receipt of the Lease Notice to provide written notice of Tenant's exercise of its right to lease the Option Space. If Tenant exercises its right to lease the Option Space, Tenant shall lease the Option Space on the same terms hereofand conditions as for the Third Expansion Lease Space, except as follows: 12.1 In the event that Tenant exercises its right to lease the Option Space and occupies the Option Space on or before December 31, 2000, the Monthly Base Rent for the Option Space shall be the same as the Monthly Base Rent for the Third Expansion Space. For instance, if at the time Tenant occupies the Option Space the Third Expansion Space Monthly Base Rent is $3.00 per rentable square foot, the Option Space Monthly Base Rent shall also be $3.00 per rentable square foot, and on the date that the Third Expansion Space Monthly Base Rent changes to $3.05 per rentable square foot, the Option Space Monthly Base Rent shall also change to $3.05 per rentable square foot. However, if Tenant does not occupy the Option Space until after December 31, 2000, Landlord and Tenant shall negotiate and decide on the Option Space Monthly Base Rent prior to such occupancy. 12.2 If Tenant leases Suites 525 and/or Suite 530, Laxxxxxx xxxxx xxxxx xx Xxxxxx x "Xxxxxt Improvement Allowance" in the amount of (i) during Thirty and No/100 Dollars ($30.00) per square foot of Usable Area (as defined in the Term of this Lease there exists no Default of Work Letter) for Suite 525, if Tenant under Section 23(a)(i) of this Leaseleases Suite 525, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent Five and No/Dollars (50%$5.00) per square foot of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are Usable Area for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein providedSuite 530, if Tenant leases Suite 530. The Tenant Improvement Allowance for the Option Space shall fail to elect to lease any Offered Space within such 10-day period (time being be used in accordance with the terms of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)Work Letter Agreement.

FIRST RIGHT TO LEASE. Landlord herein grants to Tenant the first right to lease that certain space located at 0000 Xxxxxx Xxxxx, Palo Alto, California, consisting of approximately six thousand nine hundred thirty (6,930) square feet, as outlined in blue on Exhibit B (the "Expansion Space"), subject to the following terms and conditions: (a) This first right to lease shall only become effective after the current lease for the Expansion Space is terminated and shall only be effective during the initial term of this lease to Tenant. Subject to the terms hereofforegoing, if (i) upon the Expansion Space thereafter becoming available for leasing at any time during the Term initial lease term, Landlord shall notify Tenant in writing of this Lease there exists no Default the availability for lease of Tenant the Expansion Space and such notice shall set forth the terms and conditions, including, but not limited to, basic rent and term (not to exceed three (3) years), under Section 23(a)(i) of this Lease, and which Landlord will lease the expansion space to tenant (ii"Offer"). (b) Tenant shall have ten (10) calendar days from the date of the notice from Landlord (which notice may be given at any time after Landlord determines that the space is or will be coming available) to deliver to Landlord its written unconditional and irrevocable acceptance of such offer. If Tenant accepts the offer, an amendment to this lease or a new lease covering the Expansion Space and incorporating said terms and conditions shall promptly be executed. If a new lease is executed with Tenant covering the Expansion Space such new lease shall provide that any default under this lease will also constitute a default under such new lease and Tenant agrees that any default by it under such new lease will also constitute a default under this lease. In the event Tenant rejects the offer, or does not have assigned this Lease answer within the specified time, or currently sublet fails for any reason (unless such failure is due to the fault or delay of Landlord) to execute such amendment or new lease within fifteen (15) days of Tenant's acceptance of the Offer, Landlord shall thereafter be released from any further obligation to Tenant hereunder with respect to the Expansion Space and be free to negotiate with any number of third parties and to lease (without further obligation to Tenant) the Expansion Space or any portion thereof upon any terms and conditions (whether more than fifty or less favorable) that Landlord and such third party may agree (provided that the amount of basic rent is at least ninety percent (5090%) of the Premises (other amount of basic rent offered to Tenant); if the amount of basic rent is less than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty ninety percent (5090%) of the Premisesamount of basic rent previously offered to Tenant, Landlord shall be obligated to extend such offer to Tenant. In addition, if the Expansion again becomes available for lease during the initial term of this lease, then this first right to lease shall again apply. (c) This right of refusal shall not apply and Tenant shall have no rights hereunder in the event any tenant (or its successors or assigns) that now or hereafter occupies all or any portion of the Expansion Space desires to extend, renew or otherwise modify its lease or desires to expand its premises to include any portion of the Expansion Space, and Landlord shall be free to extend, renew or modify such lease or amend such lease to add any portion of the Expansion Space without notice to Tenant. (iiid) this Lease is still in full This first right to lease shall be void and of no force and effect and at least two shall confer no rights on Tenant during any period in which Tenant is in default under this lease. (2e) years then remain Notwithstanding anything in this paragraph to the Term contrary, Tenant's exercise of this first right to lease shall be subject to Landlord's review and approval of Tenant's financial condition (all of which conditions are for the benefit ofincluding, without limitation, Tenant's net worth, current ratio and may be waived by, Landlord), then working capital reserves) at the time each of the two spaces in the Building that are immediately adjacent Tenant exercises this first right to the Premises lease and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, notwithstanding Tenant's rights hereunder Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing have no obligation to so lease the Offered Expansion Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist unless Tenant's financial condition at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same exercise is acceptable to Landlord, but Tenant’s failure . (f) All rights granted to enter into such lease Tenant pursuant to this paragraph are personal to Tenant and may not be transferred or amendment shall have no effect on Tenant’s assigned. If Landlord transfers its ownership interest in the Premises or Project this first right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being lapse and be of the essence), Tenant shall have no further rights with respect to such First Offer Space (force or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)effect.

FIRST RIGHT TO LEASE. Subject to During the terms hereofLease term, if (i) during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease, and (ii) Tenant shall not have assigned this Lease the one time first right to lease, subject to any existing tenant’s renewal options or currently sublet more than fifty percent (50%) of the Premises (other than first right to an affiliated entity or successor as described in Section 20(b) above)lease, and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease any space that is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately horizontally adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from which Tenant desires to lease before Landlord leases such Offer Space to a third party, subject to the following. If Landlord desires to lease any existing renewal or extension optionsportion of the Offer Space to a specific prospective Tenant with which Landlord is in active lease discussions, Landlord shall so must notify Tenant, and deliver with such Tenant (Landlord’s notice a description of that portion (if less than all) of such First Offer Space that is available for lease (being referred to herein as the “Offered SpaceOffer Notice”) and ). The Offer Notice shall specify all of the material business terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space)proposed terms to such prospective Tenant. Tenant shall have a one-time right on each First Offer Spacemay, which Tenant may exercise by giving written notice delivered to Landlord notice within ten five business (105) days after following the date of Tenant’s receipt of Landlordsuch Offer Notice (Tenant’s notice with respect being referred to such First Offer Spaceherein as an “Election Notice”), to irrevocably elect to lease the Offered Offer Space on identified in the Offer Notice upon the same terms and conditions as set forth in Landlord’s noticesuch offer to such prospective Tenant. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of timely sends such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same written notice to Landlord, but Landlord and Tenant shall enter into an amendment to this Lease for the purpose of adding such space to the terms of this Lease and making any other adjustments which may be appropriate in connection therewith. If Tenant does not timely send Landlord Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered SpaceElection Notice, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free entitled to lease any or all such portion of such First the Offer Space to such party or parties, on such upon the terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior Notice to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)prospective Tenant set forth therein.

FIRST RIGHT TO LEASE. Subject (a) From time to the terms hereof, if (i) time during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this LeaseTerm, and (ii) but not more frequently than quarterly, Tenant shall not have assigned this Lease or currently sublet more than fifty percent the option to notify Landlord of its desire to lease additional space in the Building. (50%b) Within thirty (30) days following the receipt of Tenant's notification under subsection (a) above, Landlord shall notify Tenant, in writing, of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant space which is then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces available in the Building that are immediately adjacent (or scheduled to become available within one hundred twenty (120) days from the Premises date of Landlord's notice) and currently occupied by A.J. Mailing the date upon which any expansion rights of other tenants in and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with to such notice a description of that portion (if less than all) space would permit occupation of such First Offer Space that is available for lease space by such tenant (the “Offered Space”"Other Tenant"). (c) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within Within ten (10) days after receipt notice from Landlord to Tenant of Landlord’s the available space, Tenant must notify Landlord in writing designating that space, if any, which Tenant is interested in leasing (the "Designated Space") and the term for which Tenant is interested in leasing such Designated Space (which term shall not extend beyond the Term of this Lease (as the same may be extended pursuant to Article 3 above) and either (i) shall not extend beyond the date the Landlord requires such Designated Space in order to deliver such Designated Space to the Other Tenant in accordance with the Other Tenant's expansion rights, or (ii) shall be subject to the expansion rights of the Other Tenant). Tenant shall have no option to lease the Designated Space during any period when Tenant is in default of this Lease beyond any applicable grace or cure period. (d) If Tenant does not give Landlord written notice within thirty (30) days after Tenant gives notice under subsection (c) above that Tenant has exercised Tenant's option to lease the Designated Space, Tenant shall be deemed to have elected not to exercise such option with respect to such First Offer Space, to irrevocably elect to lease the Offered Designated Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all such Designated Space in the ordinary course of business, but if such First Offer Designated Space is unleased as of the date of a request by Tenant under subsection (a), such Designated Space shall be available space under subsection (b). (e) The Designated Space shall be leased upon the terms and provisions then in effect under this Lease, except that (i) the Monthly Base Rent, escalation, concessions, etc. for the Designated Space for the balance of the then current term shall be the Fair Market Rate for the Designated Space; (ii) the Tenant shall not be entitled to such party or parties, on such terms as Landlord may from time to time determine; the "Tenant Improvement Allowance" referenced in the Work Letter (provided, however, that if within the following six absence thereof shall be taken into account in the determination of Fair Market Rate); and (6iii) months, Landlord offers the Offered term for the Designated Space to a third party on economic terms that are less than 95% shall be modified in accordance with subsection (c). The rate of Monthly Base Rent during any subsequent Renewal Term shall be determined in accordance with Article 3. The lease of the economic terms offered Designated Space shall commence and rent and other charges shall commence to accrue on the earlier of (i) ninety (90) days after the date Landlord delivers actual possession of the Designated Space to Tenant, then or (ii) the date that Tenant first occupies all or any part of the Premises for the conduct of business. Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have enter into an amendment to this Lease which evidences that Tenant has leased the Designated Space within thirty (30) days after Landlord has delivered possession of the Designated Space to Tenant. (f) If Landlord and Tenant do not agree on the Fair Market Rate for the Designated Space at any time periods after Tenant's exercise of its option right hereunder, either party may require that such Fair Market Rate be determined using the procedures set forth in Section 3.5 (which determination shall be binding on Landlord and Tenant). In recognition that the Fair Market Rate for the Designated Space may not be determined until after the commencement of the lease for such Designated Space, Tenant shall pay, as Monthly Base Rent and additional charges for the Designated Space, until such Fair Market Rate is determined, the amount of Monthly Base Rent and other charges then in effect under this Section Lease on a per rentable square foot basis multiplied by the number of rentable square feet in such Designated Space. If the Fair Market Rate is determined to respondbe less than such amount, Tenant shall receive a credit again the Monthly Base Rent and other charges thereafter coming due under this Lease in an amount equal to the difference between the amount of Monthly Base Rent and other charges actually paid by Tenant with respect to such Designated Space and the amount which Tenant would have paid at the Fair Market Rate for such Designated Space. For If such Fair Market Rate is determined to be more than such amount, Tenant shall pay such difference to Landlord within thirty (30) days after the purposes hereofdetermination of Fair Market Rate. (g) The first right to lease granted to Tenant hereunder shall be subject and subordinate to any expansion or renewal options granted, no First Offer Space will from time to time, in leases to other tenants in the building. (h) The first right to lease provided hereunder shall be deemed “available” ifsuspended during any period in which Tenant is in default under this Lease beyond any applicable grace or cure period. In addition, should any event of default hereunder occur either before or after the exercise of any first right of lease, but prior to the lapse execution of any existing right or option to extend or renew such tenant’s lease, Landlord leases an amendment for the Designated Space and the same is not cured within any applicable grace or cure period provided herein, then Landlord, at its option, may reject Tenant's notice of exercise of its first right to lease and proceed hereunder as if Tenant had declined to lease the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)Designated Space.