Common use of Grant of Option; Conditions Clause in Contracts

Grant of Option; Conditions. Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described below, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. A. Subject to the terms of this Section 8, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to the following space in 14th and 15th floors of the Office Section: Building (and with respect to each portion thereof) (each such floor or portion thereof, a “Potential Offering Space”). Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the terms of this Section 8, shall provide Tenant with a written notice (for purposes of this Section 8, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 8.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not leased to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of mutual execution and delivery of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred Potential Offering Space shall be deemed to herein as the “become Available when Landlord has received a written proposal to lease such Potential Offering Space”. If during the Term Landlord determines Space from a prospective tenant; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as the existing tenant date of mutual execution and delivery of this Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. If the term for the Offering Space, then Landlord as set forth in the Advice, extends beyond the expiration date for the balance of the Premises, Landlord, at its option, may state in the Advice that if Tenant exercises its Right of First Offer based on the Advice, the term for the balance of the Premises shall so advise Tenant (be extended to be coterminous with the “Advice”term for the Offering Space, as provided in Section 8.2.E below). Upon receiving an Advice, Tenant may lease such the Offering Space Space, in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord satisfying any applicable requirements of Section 8.2.E below (the for purposes of this Section 8, a “Notice of Exercise”) within ten five (5) business (10) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 8.1.A above, Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. C. Notwithstanding any contrary provision hereof, (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; orand (ii) if Tenant receives an Advice from Landlord, Tenant shall not be entitled to lease the Offering Space based on such Advice if any of the following conditions exists: (b1) Tenant herein named a Default exists; (or a transferee pursuant to a Related Party Transfer, as 2) more than the Maximum Portion (defined in ARTICLE 17 of this Leasebelow) is not in occupancy of at least 70% of the Premises initially leased at is sublet (As used herein, “Maximum Portion” means 20%; provided, however, that if the time Landlord would otherwise deliver Premises have been expanded to include any portion of the Advice; or14th or 15th floors of the Building, then “Maximum Portion” means the lesser of (i) 33%, or (ii) 21,000 rentable square feet); (c3) This the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer); or (4) prior Tenant is not occupying the Premises. If, by operation of the preceding sentence, Landlord is not required to provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Offering Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceOffering Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. On the conditions set forth below, which conditions Landlord may waive, at its election, by written notice to Tenant at any time, Tenant shall have a continuing the ongoing right of first offer refusal (the “Right of First OfferRefusal”) with respect to all or any portion of the following space third (3rd) floor of the Building (the “Refusal Space”) for the period from the Execution Date hereof through the date Landlord first executes a lease for the Refusal Space in question with Tenant or another party. (In other words, the Office Section: (i) Commencing Refusal Space is currently vacant, and Xxxxxx’s Right of First Refusal with respect to any portion of the Refusal Space shall end on the date hereof, all space in Tower IV other than on the Landlord first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premisesenters into a lease for such portion, whether on a floor above such lease is with Tenant or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02with another party.) Tenant’s Right of First Refusal shall be exercised as follows: When Active Negotiations, as hereinafter defined, have occurred with respect to all or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering Refusal Space, then Landlord shall so advise Tenant (the “Advice”). ) of the terms of such Active Negotiations (with the Pro Rata Modifications, as hereinafter defined) (provided, however, that if the Active Negotiations are in effect because of the exchange of 4 bona fide written proposals, as set forth below, then the Advice shall be based upon the terms of Landlord’s last proposal, with the Pro Rata Modifications) and Tenant may lease such Offering Space in its entirety onlythe Refusal Space, under the applicable terms described belowsuch terms, by delivering providing Landlord with written notice of exercise to Landlord (the “Notice of Exercise”) within ten five (5) business (10) days after the date of the Advice. In any eventAs used herein, Tenant’s delivery “Active Negotiations” means that Landlord has entered into negotiations with a third party tenant (a “Prospect”) for such portion of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference Refusal Space, which negotiations have progressed to the Advice below shall be earlier to occur of (i) an exchange of four (4) bona fide written proposals between Landlord and the Prospect, or (ii) a reference to signed letter of intent between Landlord and the Advice with respect to which a Notice of Exercise was givenProspect. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an Advice, Advice if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. Tenant shall have a continuing right of first offer refusal (the “Right of First OfferRefusal”) following its Right of First Offer with respect to any portion of the following space in 9th floor of the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is Building contiguous to the then Premises, whether on a floor above Premises as such space becomes available (the “First Refusal Space”). (a) Tenant’s Right of First Refusal shall be exercised as follows: At any time that Landlord receives an offer that Landlord intends to accept for all or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the PremisesFirst Refusal Space that is then vacant or to become vacant, but in Tower Ill; Landlord shall advise Tenant of the terms of such offer (iiithe “ROFR Notice”) Commencing July 1and Tenant shall thereafter have seven (7) Business Days to waive or exercise its Right of First Refusal (the “Notice of Exercise”). Time shall be of the essence with respect to Tenant’s Notice of Exercise, 2019and Tenant’s failure to give such notice within the ten Business Day period shall be deemed a rejection of Landlord’s offer, any space in Tower I, but subject principles of law or equity to the rightscontrary notwithstanding. A ROFR Notice may only be accepted in whole, existing as not in part. Should Tenant not match the terms and conditions of the date proposed new lease (or if Tenant waives its Right of this LeaseFirst Refusal or if Tenant does not timely respond to Landlord) the Landlord has a four (4) month period to execute the lease on terms substantially similar to those set forth in the ROFR Notice, after which Tenant will again have a Right of other tenants of the Building. Any First Refusal as to such space that becomes available as hereinafter described is referred to herein as the “Offering First Refusal Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to does not enter into a lease to with a third party other than within the existing tenant above-described four (4) month period or licensee of the Offering Spaceterms are not substantially the same terms as set forth in the ROFR Notice, then Landlord shall so advise Tenant again offer the First Refusal Space to tenant on the terms set forth in this Section 5. (the “Advice”). b) Tenant may lease such Offering First Refusal Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days after the date of the Advice. In any event, Tenant’s delivery of a its Notice of Exercise shall be deemed to be Landlord within the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference timeframe described above for responding to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoingROFR Notice, except that Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an Advicea ROFR Notice and any attempted exercise shall be void and of no effect, if: (ai) A material default Default shall have occurred and such Default shall not have been cured at the time that Landlord would otherwise be obligated to give the ROFR Notice or, if such Default occurs after Tenant’s attempted exercise of its Right of First Refusal, at the time of the proposed commencement of the lease of the First Refusal Space; or (ii) Any part of the Premises is then continuing sublet (other than as permitted under the Lease) at the time that Landlord would otherwise deliver the AdviceROFR Notice; or (biii) Tenant herein named has assigned the Lease (or a transferee pursuant to a Related Party Transfer, other than as defined in ARTICLE 17 of this permitted under the Lease) is not in occupancy of or has at least 70% any time subleased any portion of the Premises initially leased at prior to the time date that Landlord would otherwise deliver the AdviceROFR Notice; or (civ) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to Tenant is not occupying the Premises on the date that Landlord would otherwise deliver the AdviceROFR Notice; or (v) The existing tenant in the First Refusal Space is interested in extending or renewing its lease for the First Refusal Space or entering into a new lease for the First Refusal Space; or (vi) The original Term shall have expired. Notwithstanding anything to the contrary contained herein, Tenant’s Right of First Refusal is subject and subordinate to the tenancies, rights and options of other parties (if any) predating this Lease. This section shall not preclude Landlord from extending a lease for an existing tenant or entering into a new lease with a then existing Tenant for the First Refusal space or a portion thereof.

Grant of Option; Conditions. Subject to the terms of this Section 9.4. Tenant shall have a continuing one-time right of first offer (the “Additional Right of First Offer”) with respect to each of the following space in the Office Section: suites (and with respect to each portion of each such suite) (each such suite or portion thereof, a “Potential Offering Space”): (i) Commencing the 3,211 rentable square feet known as Suite No. 600 on the date hereof, all space in Tower IV other than sixth floor of the Building shown on the first floor; demising plan attached hereto as Exhibit E-1, a (ii) Commencing the 1,682 rentable square feet known as Suite No. 605 on the date hereof, any space in Tower Ill that is contiguous to sixth floor of the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or Building shown on the same floor demising plan attached hereto as a portion of the PremisesExhibit E-2, but in Tower Ill; and (iii) Commencing July 1, 2019, the 1,113 rentable square feet known as Suite No. 610 on the sixth floor of the Building shown on the demising plan attached hereto as Exhibit E-3. Tenant’s Right of First Offer shall be exercised as follows: At any space in Tower Itime after Landlord has determined that a Potential Offering Space has become Available (defined below), but subject before leasing such Potential Offering Space to a third party, Landlord shall provide Tenant with written notice (the rights“Advice”) advising Tenant of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Extended Term and the Second Extended Term, existing which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is not under lease to a third party as of the date of mutual execution and delivery of this LeaseAmendment, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to under lease to a third party other than the existing tenant or licensee as of the date of mutual execution and delivery of this Amendment, such Potential Offering Space shall be deemed to become Available when Landlord has determined that the third-party tenant of such Potential Offering Space, then Landlord shall so advise Tenant (and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or renew the “Advice”)term of its lease, or enter into a new lease, for such Potential Offering Space. Tenant may lease such any Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. 5.1.1 Subject to the terms of this Section 5.1, Tenant shall have a continuing an ongoing right of first offer (the “Right of First Offer”) with respect to each of the following space in the Office Section: suites (and with respect to each portion of each such suite) (each such suite or portion thereof, a “Potential Offering Space”): (i) Commencing on to the date hereofextent Tenant does not deliver a Suite 100 Retention Notice pursuant to Section 4.3, all space in Tower IV other than on above, the first floor; Suite 100 Premises, and (ii) Commencing on the date Suite 110 Premises. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord shall provide Tenant with written notice (the “Advice”) advising Tenant of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Term, which terms shall reflect ninety-five percent (95%) of the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. For purposes hereof, any space in Tower Ill that a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is contiguous not under lease to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of this mutual execution and delivery of the Lease, such Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant for such Potential Offering Space as evidence by an exchange of other tenants of the Building. Any written lease proposals; and (ii) if such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Potential Offering Space is available to under lease to a third party other than as of, or at any time after, the existing tenant or licensee date of mutual execution and delivery of the Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that the third-party tenant of such Potential Offering Space, then Landlord shall so advise Tenant (and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or renew the “Advice”)term of its lease, or enter into a new lease, for such Potential Offering Space. Tenant may lease such any Offering Space in its entirety onlyonly (except that if Landlord notices Tenant on both the Suite 100 Premises and the Suite 110 Premises, Tenant may elect to exercise its right of first offer with respect to one such space and not the other), under the applicable terms described belowset forth in the Advice, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten five (5) business (10) days after the date of the Advice. In . 5.1.2 Notwithstanding any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoingcontrary provision hereof, Tenant shall have no such Right of First Offer Offer, and Landlord need shall not be required to provide Tenant with an Advice, with respect to any Potential Offering Space, if: (a) A material 1. Tenant is in default is then continuing at under the time that Lease beyond any applicable cure period when Landlord would otherwise deliver the Advice; or 2. Twenty-five percent (b25%) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% more of the Premises initially leased at the time is sublet (other than to an Affiliate of Tenant) when Landlord would otherwise deliver the Advice; or (c) This 3. the Lease has been assigned (other than pursuant to a Related Party Transfer) prior to before the date on which Landlord would otherwise deliver the Advice; or 4. Landlord has delivered an Advice to Tenant with respect to all or any portion of the Potential Offering Space at any time on the preceding six (6) month period.

Grant of Option; Conditions. A. Subject to the terms of this Section 5, Tenant shall have a continuing one-time right of first offer (the “Right of First Offer”) with respect to each of the following space in the Office Section: suites (and with respect to each portion of each such suite) (each such suite or portion thereof, a “Potential Offering Space”): (i) Commencing the 2,732 rentable square feet known as Suite 405 on the date hereof, all space in Tower IV other than fourth floor of the Building shown on the first floor; demising plan attached to the Lease as Exhibit H and (ii) Commencing the 4,347 rentable square feet known as Suite 420 on the date fourth floor of the Building shown on the demising plan attached to the Lease as Exhibit I. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord shall provide Tenant with written notice (the “Advice”) advising Tenant of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. For purposes hereof, any space in Tower Ill that a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is contiguous not under lease to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of this mutual execution and delivery of the Lease, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to under lease to a third party other than the existing tenant or licensee as of the date of mutual execution and delivery of the Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that the third-party tenant of such Potential Offering Space, then Landlord shall so advise Tenant (and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or renew the “Advice”)term of its lease, or enter into a new lease, for such Potential Offering Space. Tenant may lease such any Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) 10 days after the date Tenant’s receipt of the Advice. In . B. Notwithstanding any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoingcontrary provision hereof, Tenant shall have no such Right of First Offer Offer, and Landlord need shall not be required to provide Tenant with an Advice, with respect to any Potential Offering Space, if: (a) A material default 1. Tenant is then continuing at in Default under the time that Lease when Landlord would otherwise deliver the Advice; or (b) Tenant herein named (2. the Premises, or a transferee pursuant to a Related Party Transferany portion thereof, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time sublet when Landlord would otherwise deliver the Advice; or (c) This 3. the Lease has been assigned before the date on which Landlord would otherwise deliver the Advice (other than pursuant to a Related Party Permitted Transfer) prior to ); or 4. Tenant is not occupying the date Premises when Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. On the conditions set forth below, which conditions Landlord may waive, at its election, by written notice to Tenant at any time, Tenant shall have a continuing the one-time right of first offer expansion (the “Right of First OfferExpansion Option”) to lease a block of space (the “Expansion Space”) containing a minimum of 20,000 contiguous rentable square feet of floor area and a maximum of the entire remainder of the Unleased (as hereinafter defined) space on the applicable floor of the Building, the exact size and location of which is to be reasonably designated by Landlord, within the Potential Expansion Space, as hereinafter defined. The Expansion Space shall be located on the third (3rd) floor of the Building, provided, however, that if there is not at least 20,000 contiguous rentable square feet of floor area of Unleased space on the third (3rd) floor of the Building, then the Expansion Space shall be located on the fifth (5th) floor of the Building (collectively, the “Potential Expansion Space”). Tenant’s Expansion Option shall be in effect for the period from the Execution Date hereof through the date that there is no longer sufficient Unleased Potential Expansion Space remaining to satisfy the Expansion Space (such date, the “Expansion Option Expiration Date”). As used herein, “Unleased” shall mean that Landlord (i) has not executed a lease for the space in question (with Tenant or with another tenant(s)), and (ii) Landlord does not have copies of a lease for such space outstanding. (In other words, the Potential Expansion Space is currently vacant, and Xxxxxx’s Expansion Option with respect to each portion of the following space in the Office Section: (i) Commencing Potential Expansion Space shall end on the date hereof, all space in Tower IV other than on the Landlord first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premisesenters into a lease for such portion, whether on such lease is with Tenant or with another party. Furthermore, during any period in which Landlord has a floor above or below draft lease outstanding, Tenant shall also have no rights in the Premises (including SSB space to which such draft apply.) While the Expansion Space and Early may be located anywhere within the Potential Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the PremisesSpace, but in Tower Ill; (iii) Commencing July 1Tenant shall have only one Expansion Option hereunder, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering only one Expansion Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described below, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an AdviceExpansion Option if, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (of option exercise or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior Commencement Date with respect to the date Landlord would otherwise deliver the Advice.Expansion Space:

Grant of Option; Conditions. Tenant shall have a continuing an ongoing right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: suite (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous and with respect to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a each portion of the Premisessuch suite) (such suite or portion thereof, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the a “Potential Offering Space”. If during ): the Term 3,090 rentable square feet known as Suite 250 on the second floor of the Building shown on the demising plan attached to the Lease as Exhibit H. Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord determines (in Landlord’s sole judgment) has determined that any Potential Offering Space is available has become Available (defined below), but prior to lease leasing such Potential Offering Space to a third party other than the existing tenant or licensee of the Offering Spaceparty, then Landlord shall so advise Tenant (the “Advice”) of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord (subject to Section 8.2 below). For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is not under lease to a third party as of the date of mutual execution and delivery of the Lease, such Potential Offering Space shall be deemed to first become Available when Landlord has delivered to (or received from) a prospective tenant that may be interested in leasing such Potential Offering Space a written proposal for such Potential Offering Space; and (ii) if such Potential Offering Space is under lease to a third party as of the date of mutual execution and delivery of the Lease, or if such Potential Offering Space is under lease to a third party at any time after the date of mutual execution and delivery of the Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that the third-party tenant of such Potential Offering Space, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Tenant may lease such any Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an AdviceAdvice with respect to any Potential Offering Space, if: (a) A material A. Tenant is in default is then continuing under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or B. more than 50% of the Premises is sublet (b) Tenant herein named (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 Section 14.8 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or C. a Transfer (c) This Lease has been assigned (defined in Article 14 of the Lease), other than pursuant a sublease or a Permitted Transfer (defined in Section 14.8 of the Lease), has occurred before the date Landlord would otherwise deliver the Advice; or D. subject to a Related Party TransferSection 8.1(B) prior to above, Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. Tenant shall have a continuing an ongoing right of first offer (the “Right of First Offer”) with respect to the following space in entire 22nd floor of the Office Section: (i) Commencing Building shown on the date hereof, all space in Tower IV other than on the first floor; demising plan attached hereto as Exhibit A-2 (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”). If Tenant’s Right of First Offer shall be exercised as follows: if during the Term Landlord determines (in Landlord’s sole judgment) that any portion of the Offering Space is available to lease to a third party other than (i) the existing tenant or licensee occupant of the Offering Space, or (ii) any person or entity then having any preexisting rights to the Offering Space, then Landlord shall so advise Tenant (the “Advice”)) of the economic and other terms and conditions under which Landlord is willing to lease the Offering Space to Tenant. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days 5 Business Days after the date of the Advice. In any event, Tenant’s delivery of a which Notice of Exercise shall be deemed include a representation and warranty from Tenant to be Landlord that the irrevocable exercise by Offering Space is intended for the exclusive use of Tenant of its Right of First Offer subject to and in accordance with during the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoingTerm, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default a. Tenant is then continuing in Default under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or b. more than 40% of the Premises (bin the aggregate) Tenant herein named is sublet (or a transferee other than pursuant to a Related Party Business Transfer, as defined in ARTICLE 17 Section 11.04 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This c. the Lease has been assigned (other than pursuant to a Related Party Business Transfer, as defined in Section 11.04 of the Lease) prior to the date Landlord would otherwise deliver the Advice; or d. Tenant is not occupying the Premises (other than on a temporary basis) on the date Landlord would otherwise deliver the Advice; or e. the Offering Space is not intended for the exclusive use of Tenant (or any sublessee or transferee pursuant to a Business Transfer) during the Term; or f. the existing tenant or occupant in the Offering Space is interested in extending or renewing its lease for the Offering Space or entering into a new lease for such Offering Space or any other person or entity having any pre-existing rights in the Offering Space is interested in entering into a new lease for the Offering Space.

Grant of Option; Conditions. Tenant shall have a the continuing right of first offer (the “Right of First Offer”"RIGHT OF FIRST OFFER") with respect to the following space in 18,035 rentable square feet known as suite number 1700 on the 17th floor of the Office Section: (i) Commencing Building shown on the date hereof, all space demising plan attached hereto as EXHIBIT A-1 (the "OFFERING SPACE"). Tenant's Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the existing tenant in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to Offering Space will not extend or renew the rights, existing as term of its lease for such portion of the date of this Lease, of other tenants Offering Space (but prior to leasing such portion of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering Spacetenant), then Landlord shall so advise Tenant (the “Advice”)"ROFO ADVICE") of the terms under which Landlord is prepared to lease the applicable Offering Space to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”"ROFO NOTICE OF EXERCISE") within ten business (10) days 5 Business Days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be ROFO Advice is deemed to be the irrevocable exercise have been received by Tenant of its Right of First Offer subject to and (in accordance with Section 24 of the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoingLease), except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an a ROFO Advice, if: (a) A material default A. Tenant is then continuing in Default under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the ROFO Advice; or B. the Premises, or any portion thereof, is sublet (b) Tenant herein named (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 Section 11 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the ROFO Advice; or (c) This C. the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer, as defined in Section 11 of the Lease) prior to the date Landlord would otherwise deliver the ROFO Advice; or D. Tenant is not occupying the Premises on the date Landlord would otherwise deliver the ROFO Advice; or E. the applicable portion of the Offering Space is not intended for the exclusive use of Tenant during the Term; or F. the existing tenant in the applicable portion of the Offering Space is interested in extending or renewing its lease for such applicable portion of the Offering Space or entering into a new lease for such applicable portion of the Offering Space.

Grant of Option; Conditions. Commencing upon the execution of this Lease and continuing until the first (1st) anniversary of the Commencement Date (the “ROFO Period”), subject to the terms of this Rider No. 4 and Rider No. 3 entitled “Options in General”, Tenant shall have a continuing the one-time right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or located on the same tenth (10th) floor as a portion of the PremisesBuilding (the “ROFO Space”); provided, but in Tower Ill; (iii) Commencing July 1however, 2019, ROFO Space shall not include any space in Tower I, but subject to the rights, existing premises which is vacant as of the date of this Lease, . Tenant’s Right of other tenants of the Building. Any such space that becomes available First Offer shall be exercised as hereinafter described is referred to herein as the “Offering Space”. If follows: at any time during the Term ROFO Period, but after Landlord determines has determined that the existing tenant in any ROFO Space will not extend or renew the term of its lease for such ROFO Space (in Landlord’s sole judgment) that Offering but prior to leasing such ROFO Space is available to lease to a third party other than the existing tenant or licensee of the Offering Spacetenant), then Landlord shall so advise deliver written notice to Tenant (the “AdviceROFO Notice”)) of the terms under which Landlord is prepared to lease the ROFO Space to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such ROFO Space as reasonably determined by Landlord. Tenant may lease such Offering ROFO Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten five (5) business (10) days after the date of the Advice. In any eventROFO Notice, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advicea ROFO Notice, if: (a) A material default a. Tenant is then continuing at not entitled to exercise the time that Landlord would otherwise deliver the AdviceRight of First Offer pursuant to Rider No. 3; or (b) b. Tenant herein named (or a transferee pursuant does not intend to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of use the Premises initially leased at ROFO Space for Tenant’s exclusive use during the time Landlord would otherwise deliver the AdviceTerm; or (c) This Lease has been assigned (other than pursuant to c. the existing tenant in the ROFO Space is interested in extending or renewing its lease for the ROFO Space or entering into a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advicenew lease for such ROFO Space.

Grant of Option; Conditions. A. Subject to the terms of this Section 5, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to each of the following space in the Office Section: suites (and with respect to each portion of each such suite) (each such suite or portion thereof, a “Potential Offering Space”): (i) Commencing the 6,741 rentable square feet known as Suite 200 on the date hereof, all space in Tower IV other than second floor of the Building shown on the first floor; demising plan attached to the Lease as Exhibit F-2; (ii) Commencing the 5,092 rentable square feet known as Suite 220 on the date hereof, any space in Tower Ill that is contiguous second floor of the Building shown on the demising plan attached to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor Lease as a portion of the Premises, but in Tower Ill; Exhibit F-3; (iii) Commencing July 1, 2019, the 5,333 rentable square feet known as Suite 230 on the second floor of the Building shown on the demising plan attached to the Lease as Exhibit F-4; and (iv) the 19,430 rentable square feet known as Suite 250 on the second floor of the Building shown on the demising plan attached to the Lease as Exhibit F-5. Tenant’s Right of First Offer shall be exercised as follows: At any space in Tower Itime after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the rightsterms of this Section 5, existing shall provide Tenant with a written notice (for purposes of this Section 5, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 5.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is not leased to a third party as of the date of mutual execution and delivery of this Lease, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of, or at any time after, the existing tenant date of mutual execution and delivery of this Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 5, a “Notice of Exercise”) within ten business five (105) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Txxxxx receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 5.1.A above, Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. C. Notwithstanding any contrary provision hereof, (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; or and (bii) if Tenant herein named (or a transferee pursuant receives an Advice from Landlord, Tenant shall not be entitled to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% lease the Offering Space based on such Advice if any of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advice.following conditions exists:

Grant of Option; Conditions. Tenant shall have a continuing the one time right of first offer refusal (the “Right of First Offer”"RIGHT OF FIRST REFUSAL") with respect to the following approximately 23,199 rentable square feet of space in the Office Section: (i) Commencing known as suite number 300 on the date hereof, all space in Tower IV other than 3rd floor of the Science Building shown on the first floor; demising plan attached hereto as EXHIBIT A-2 (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as "REFUSAL SPACE"). As of the date of this Lease, the Refusal Space is currently vacant and unoccupied. Tenant's Right of other tenants First Refusal shall be exercised as follows: when Landlord has a prospective tenant (the "ROFR PROSPECT") interested in leasing any portion of the Building. Any such space that becomes available as hereinafter described is referred to herein as Refusal Space in connection with the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to initial lease to a third party other than the existing tenant or licensee up of the Offering Refusal Space, then Landlord shall so advise Tenant (the “Advice”). "ROFR ADVICE") of the terms under which Landlord is prepared to lease the applicable portion of the Refusal Space to such ROFR Prospect and Tenant may lease such Offering Space in its entirety onlythe applicable portion of the Refusal Space, under the applicable terms described belowsuch terms, by delivering providing Landlord with written notice of exercise to Landlord (the “Notice of Exercise”"ROFR NOTICE OF EXERCISE") within ten business (10) days 5 Business Days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be ROFR Advice is deemed to be the irrevocable exercise have been received by Tenant of its Right of First Offer subject to and (in accordance with Section 24 of the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoingLease), except that Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an a ROFR Advice, if: (a) A material default A. Tenant is then continuing in Default under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the ROFR Advice; or B. the Premises, or any portion thereof, is sublet (b) Tenant herein named (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 Section 11 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the ROFR Advice; or (c) This C. the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer, as defined in Section 11 of the Lease) prior to the date Landlord would otherwise deliver the ROFR Advice; or D. the applicable portion of the Refusal Space is not intended for the exclusive use of Tenant during the Term; or E. Tenant is not occupying the Premises on the date Landlord would otherwise deliver the ROFR Advice.

Grant of Option; Conditions. Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to currently leased by 24M Technologies, Inc. at the then Premises, whether on a floor above or below the Premises Building (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the an “Offering Space”). If Tenant’s Right of First Offer shall be exercised as follows: if during the Term Landlord determines (in Landlord’s sole judgment) that all or a portion of the Offering Space is available to lease to a third party other than 24M Technologies, Inc., its successors or assigns (hereafter the existing tenant or licensee of the Offering Space“Existing Tenant”), then Landlord shall so advise Tenant (the “{X00000000.9 } "Advice”)") of the economic and other terms and conditions under which Landlord is prepared to lease such portion of the Offering Space to Tenant, which terms shall reflect the fair market rental rate for such Offering Space as reasonably determined by Landlord. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “"Notice of Exercise”") within ten 10 business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was givenSection 6. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing There exists an Event of Default under the Lease at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant as of the date on which the Offering Space is expected to a Related Party Transferbe delivered to Tenant, as defined in ARTICLE 17 of this Lease) there is not in occupancy of at least 70three (3) years remaining in the Term; or (c) more than 25% of the Premises initially leased (in the aggregate) is sublet (other than pursuant to a Transfer to an Affiliated Entity or Successor under Section 13.7 of the Lease) at the time Landlord would otherwise deliver the Advice; or (cd) This the Lease has been assigned (other than pursuant to a Related Party TransferTransfer to an Affiliated Entity or Successor under Section 13.7 of the Lease) prior to the date Landlord would otherwise deliver the Advice; or (e) the Existing Tenant is interested in extending or renewing its lease for such portion of the Offering Space or entering into a new lease for such portion of the Offering Space.

Grant of Option; Conditions. Tenant shall have a continuing an on-going right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same 6th floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any , as more particularly shown on Exhibit D hereto (any portion of such space that becomes available as hereinafter described is referred to herein as or collectively, the “Offering Space”). If during Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the Term Landlord determines (existing tenant in Landlord’s sole judgment) that the Offering Space is available will not extend or renew the term of its lease for the Offering Space (but prior to lease leasing such Offering Space to a third party other than the existing tenant or licensee of the Offering Spacetenant), then Landlord shall so advise notify Tenant (the “AdviceOffer”)) of the terms under which Landlord is prepared to lease the Offering Space to Tenant for the remainder of the Lease Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) 10 days after the date Tenant’s receipt of the Advice. In any eventOffer, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an AdviceOffer, if: (a) A material a. Tenant is in default is then continuing in any monetary obligations under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or b. more than 15% of the Premises is sublet (b) Tenant herein named (or a transferee pursuant other than to a Related Party Transferan Affiliate, as defined in ARTICLE 17 of this the Original Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This c. the Lease has been assigned (other than pursuant to a Related Party Transferan Affiliate, as defined in the Original Lease) prior to the date Landlord would otherwise deliver the Advice; or d. Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice; or e. the Offering Space is not intended for the exclusive use of Tenant during the Lease Term; or f. the existing tenant in the Offering Space is interested in extending or renewing its lease for the Offering Space or entering into a new lease for such Offering Space.

Grant of Option; Conditions. A. Subject to the terms of this Section 10, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to the following space in entirety (and each portion) of the Office Section: rentable area on the fourth (4th) floor of the Building (such area or portion thereof; a “Potential Offering Space”). Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the terms of this Section 10 shall provide Tenant with a written notice (for purposes of this Section 10, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 10.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not leased to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of mutual execution and delivery of this LeaseAmendment, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than tenant as of, or at any time after, the existing tenant date of mutual execution and delivery of this Amendment, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under on the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice (for purposes of exercise to Landlord (the this Section 10, a “Notice of Exercise”) within ten seven (7) business (10) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 10.1.A above, Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. C. Notwithstanding any contrary provision hereof; (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; orand (ii) if Tenant receives an Advice from Landlord, Tenant shall not be entitled to lease the Offering Space based on such Advice if any of the following conditions exists: (b1) Tenant herein named a default beyond any applicable cure period exists; (2) all or a transferee any portion of the Premises is sublet (other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice); or (c3) This the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer) prior ); or If, by operation of the preceding sentence, Landlord is not required to provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Offering Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceOffering Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. Subject to Section 10.5 below, Tenant shall have a continuing the one time right of first offer refusal (the “"Right of First Offer”Refusal") with respect to the following space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than Suite 102A containing approximately 6,302 rentable square feet on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the PremisesBuilding (i.e. Celebration Office Center I) (the "Refusal Space"). Tenant's Right of Refusal shall be exercised as follows: when Landlord has a prospective tenant, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant in the Refusal Space (the "Prospect"), interested in leasing the Refusal Space (as evidenced by a signed letter of intent or licensee an exchange of the Offering Spacegood faith proposals and a tenant request to prepare lease documents), then Landlord shall so advise Tenant (the “"Advice”). ") of the terms under which Landlord is prepared to lease the Refusal Space to such Prospect and Tenant may lease such Offering Space in its entirety onlythe Refusal Space, under the applicable terms described belowsuch terms, by delivering providing Landlord with written notice of exercise to Landlord (the “"Notice of Exercise”") within ten 5 business (10) days after the date of the Advice. In any eventthe event that another Tenant has superior rights to the Refusal Space in accordance with Section 10.5, Landlord shall have the right to either: (i) send Tenant an Advice only after such superior rights have lapsed or been rejected; or (ii) concurrently send an Advise to Tenant and the tenant with superior rights on the condition that Tenant’s delivery of a Notice of Exercise shall be deemed 's right to be the irrevocable exercise by Tenant of its Right of First Offer subject Refusal will be conditioned and contingent upon the lapse or rejection of all superior rights to and in accordance with lease the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was givenRefusal Space. Notwithstanding the foregoing, Tenant shall only have no such a Right of First Offer and Landlord need not provide Tenant with an Advice, Refusal if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) A. Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy Default under the Lease beyond any applicable cure period when Tenant delivers the Notice of at least 70% Exercise; B. No part of the Leased Premises initially leased at is sublet (other than to a Tenant Affiliate in accordance with the time Landlord would otherwise deliver terms of the AdviceLease, as amended hereby) when Tenant delivers the Notice of Exercise; orand (c) This Lease C. The Lease, as amended, has not been assigned (other than pursuant to a Related Party Permitted Transfer) prior to before Tenant delivers the date Landlord would otherwise deliver the AdviceNotice or Exercise.

Grant of Option; Conditions. A. Subject to the terms of this Section 7, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to the following space in suite (and with respect to each portion of such suite) (such suit or portion thereof, a “Potential Offering Space”); the Office Section: 35,405 rentable square feet known as Suite 200 on the 2nd floor of the Building shown on the demising plan attached to this Lease as Exhibit F-2. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space a third party, Landlord, subject to the terms of this Section 7, shall provide Tenant with a written notice (for purposes of this Section 7, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 7.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not leased to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of mutual execution and delivery of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred Potential Offering Space shall be deemed to herein as the “become Available when Landlord has received from a prospective tenant a written proposal to lease such Potential Offering Space”. If during the Term Landlord determines ; (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of, or at any time after, the existing tenant date of mutual execution and delivery of this Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space; and (iii) if, after such Potential Offering Space becomes Available, Landlord becomes entitled to lease such Potential Offering Space to a third party pursuant to Section 7.1.B or 7.1.C below but fails to do so within 180 days, then such Potential Offering Space shall be deemed to become Available again at the expiration of such 180-day period. If the term for the Offering Space, then Landlord as set forth in the Advice, extends beyond the expiration date for the balance of the Premises, Landlord, at its option, may state in the Advice that if Tenant exercises its Right of First Offer based on the Advice, the term for the balance of the Premises shall so advise Tenant (be extended to be coterminous with the “Advice”term for the Offering Space, as provided in Section 7.2.E below). Upon receiving an Advice, Tenant may lease such the Offering Space Space, in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord satisfying any applicable requirements of Section 7.2.E below (the for purposes of this Section 7, a “Notice of Exercise”) within ten business (10) 10 days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives art Advice but does not deliver a Notice of Exercise within the period of time required under Section 7.1.A above. Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. C. Notwithstanding any contrary provision hereof, (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; orand (ii) if Tenant receives an Advice from Landlord. Tenant shall not be entitled to lease the Offering Space based on such Advice if any of the following conditions exists: (b1) Tenant herein named a Default exists: (or a transferee 2) more then 35,475 rentable square feet of the Premises is sublet (other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or); (c3) This this Lease has been assigned (other than pursuant to a Related Party Permitted Transfer): or (4) prior Tenant is not occupying the Premises. If by operation of the preceding sentence, Landlord is not required to provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Offering Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceOffering Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. Tenant shall have a continuing an ongoing right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: (i) Commencing 8,691 rentable square feet on the date hereof, all 14th floor of the Building (“Offering Space 1”) and the 5,197 rentable square feet of space in Tower IV other than on the first floor; 14th floor of the Building (ii) Commencing “Offering Space 2”), each as shown on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor demising plan attached hereto as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but Exhibit A-3 subject to the rights, existing as of the date of this Lease, of other tenants of the Buildingfollowing terms and conditions. Any such space that becomes available as hereinafter described is Offering Space 1 and Offering Space 2 are each referred to herein as the an “Offering Space”. If Tenant’s Right of First Offer shall be exercised as follows: if during the Term Landlord determines (in Landlord’s sole judgment) that all or a portion of an applicable Offering Space is available to lease to a third party other than (i) the existing tenant or licensee occupant of the such Offering Space, or (ii) any person or entity then having any preexisting rights to such Offering Space, then Landlord shall so advise Tenant (the “Advice”)) of the economic and other terms and conditions under which Landlord is prepared to lease the applicable Offering Space to Tenant, which terms shall reflect the Prevailing Market (as defined in Section 3 of this Exhibit F) rate for such Offering Space as reasonably determined by Landlord. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days 10 Business Days after the date of the Advice, which Notice of Exercise shall include a representation and warranty from Tenant to Landlord that the applicable Offering Space is intended for the exclusive use of Tenant during the Term. In any eventthe event Tenant desires to exercise its Right of First Offer, Tenantbut Tenant disagrees with Landlord’s delivery determination of the Prevailing Market rate for the applicable Offering Space, Tenant shall have the right to provide Landlord with a Notice of Exercise shall be deemed to be meeting the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with requirements set forth above within the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a time period specified above, but such Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: also (a) A material default is then continuing at indicate Tenant’s disagreement with Landlord’s determination of the time that Landlord would otherwise deliver Prevailing Market rate for the Advice; or applicable Offering Space, (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% set forth Tenant’s determination of the Premises initially leased at Prevailing Market rate for the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advice.applicable Offering Space, and

Grant of Option; Conditions. Following initial leasing of such space by Landlord, Tenant shall have a continuing the one time right of first offer (the “Right of First Offer”) with respect on any space immediately adjacent to the following space in the Office Section: (i) Commencing Premises on the date hereof, all space in Tower IV other than on the first floor; 2nd floor (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is being referred to herein as the “Offering Space”). If during Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the Term Landlord determines (then existing tenant in Landlord’s sole judgment) that the Offering Space is available will not extend or renew the term of its lease for the Offering Space (but prior to lease leasing such Offering Space to a third party other than the existing tenant or licensee of the Offering Spacea party with superior rights), then Landlord shall so advise Tenant (the “Advice”)) of the terms under which Landlord is prepared to lease the Offering Space to Tenant for the remainder of the Term, which terms shall reflect the greater of the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord or the Base Rent per rentable square foot and Tax and Expense Base Year for the Premises. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten 3 business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material a. Tenant is in default is then continuing under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or b. the Premises, or any portion thereof, is sublet (b) Tenant herein named (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 Section 14.8 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This c. the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer, as defined in Section 14.8 of the Lease) prior to the date Landlord would otherwise deliver the Advice; or d. Tenant (or other entity in connection with a Permitted Transfer) is not occupying the entire Premises on the date Landlord would otherwise deliver the Advice; or e. the Offering Space is not intended for the exclusive use of Tenant during the Term; or f. the existing tenant in the Offering Space is interested in extending or renewing its lease for the Offering Space or entering into a new lease for such Offering Space or a tenant with superior rights is interested in leasing the Offering Space.

Grant of Option; Conditions. Tenant shall have a continuing right of first offer refusal (the “Right of First OfferRefusal”) with respect to all or any portion of the following rentable space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill Building that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space vacated by any prior tenant and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as for lease (the “Offering Refusal Space”). If during the Term Tenant’s Right of First Refusal shall be exercised as follows: when Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to has a third party prospective tenant, other than the existing tenant or licensee in the subject portion of the Offering Refusal Space, then (the “Prospect”) which has made a bona fide offer (as evidenced by reasonable written documentation indicating the material terms of such offer) to lease a subject portion of the Refusal Space, Landlord shall so advise Tenant (the “Advice”). ) of the terms of such offer and Tenant may lease such Offering Space in its entirety onlythe subject portion of the Refusal Space, under the applicable such terms described below(except as expressly provided herein), by delivering providing Landlord with written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days 10 Business Days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an Advice, Advice if: (a1) A material Tenant is in default is then continuing under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or (b2) Tenant herein named more than 25% of the Premises is sublet (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 Article 11 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c3) This the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer, as defined in Article 11 of the Lease) prior to the date Landlord would otherwise deliver the Advice.; or (4) the subject portion of the Refusal Space is not intended for the exclusive use of Tenant during the Term; or (5) the Tenant or a Permitted Transferee (as defined in Article 11 of the Lease) is not occupying the Premises on the date Landlord would otherwise deliver the Advice; or

Grant of Option; Conditions. A. Subject to the terms of this Section 8, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to each of the following space in the Office Section: suites (and with respect to each portion of each such suite) (each such suite or portion thereof, a “Potential Offering Space”): (i) Commencing the 27,475 rentable square feet known as Suite No. 500 on the date hereof, all space in Tower IV other than 5th floor of the Building shown on the first floor; demising plan attached hereto as Exhibit C, and (ii) Commencing the 14,278 rentable square feet known as Suite No. 400 on the date hereof, any space in Tower Ill that is contiguous to 4th floor of the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or Building shown on the same floor demising plan attached hereto as Exhibit C. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a portion of the PremisesPotential Offering Space has become Available (defined below), but in Tower Ill; (iii) Commencing July 1before leasing such Potential Offering Space to a third party, 2019Landlord, any space in Tower I, but subject to the rightsterms of this Section 8, existing shall provide Tenant with a written notice (for purposes of this Section 8, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 8.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is not leased to a third party as of the date of mutual execution and delivery of this LeaseAmendment, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of the existing tenant date of mutual execution and delivery of this Amendment, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 8, a “Notice of Exercise”) within ten business five (105) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 8.1.A above, Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. C. Notwithstanding any contrary provision hereof, (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; orand (ii) if Tenant receives an Advice from Landlord, Tenant shall not be entitled to lease the Offering Space based on such Advice if any of the following conditions exists: (b1) Tenant herein named a Default (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this the Lease) is not in occupancy of at least 70exists; (2) 33% or more of the Premises initially leased at the time Landlord would otherwise deliver the Advice; oris sublet; (c3) This the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer, as defined in the Lease); or (4) prior Tenant is not occupying the Premises. If, by operation of the preceding sentence, Landlord is not required to provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Offering Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceOffering Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. A. Subject to the terms of this Section 7, Tenant shall have a continuing right of first offer refusal (the “Right of First OfferRefusal”) with respect to the following space in entirety (and each portion) of the Office Section: (i) Commencing rentable area on the date hereof4th floor of the Building (such area or portion thereof, all space a “Potential Refusal Space”). Tenant’s Right of First Refusal shall be exercised as follows: If Landlord has a prospective tenant interested in Tower IV leasing a Potential Refusal Space (other than on the first floor; (ii) Commencing on the date hereofto a then existing tenant or occupant thereof), any space in Tower Ill that is contiguous to the then Premisesthen, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rightsterms of this Section 7, existing as Landlord, before leasing such Potential Refusal Space to such prospective tenant, shall provide Tenant with a written notice (for purposes of this Section 7, an “Advice”) advising Tenant of the date of this Lease, of other tenants of the Building. Any material terms on which Landlord is prepared to lease such space that becomes available as hereinafter described is Potential Refusal Space (sometimes referred to herein as the a “Offering Refusal Space”) to such prospective tenant. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering SpaceUpon receiving an Advice, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space the Refusal Space, in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 7, a “Notice of Exercise”) within ten three (3) business (10) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Xxxxxx receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 7.1.A above, then (i) Landlord may lease the Refusal Space to any party on the terms set forth in the Advice or on any Exhibit F other terms that are not more favorable to the tenant than those set forth in the Advice; and (ii) if Landlord, without first leasing the Refusal Space as permitted under this Section 7.1, proposes to lease the Refusal Space to a prospective tenant (other than to a then existing tenant or occupant thereof) on material terms that are more favorable to the tenant than those set forth in the Advice, then Section 7.1.A above shall apply again as if Landlord had not provided the Advice to Tenant. For purposes hereof, the material terms offered to another party (for purposes of this Section 7.1.B, the “Proposed Terms”) shall not be deemed to be more favorable than those set forth in an Advice unless the irrevocable exercise annualized net present value of the rent for the Refusal Space as provided under the Proposed Terms is less than the annualized net present value of the rent for the Refusal Space as provided under the Advice, as determined in good faith by Tenant of its Right of First Offer subject to Landlord using a discount rate selected in good faith by Landlord and in accordance with the provisions of this ARTICLE 43. Any reference taking into account all proposed material terms relating to the Advice below Refusal Space, including the length of the term, the net rent, any base year, any tax or expense escalation or other financial escalation, and any allowances or other financial concessions, but excluding any right to extend the term or any right to expand the leased premises (whether in the form of an expansion option, a right of first offer or refusal, or any similar right). C. Notwithstanding any contrary provision hereof, (i) Landlord shall not be a reference required to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; orand (ii) if Tenant receives an Advice from Landlord, Tenant shall not be entitled to lease the Refusal Space based on such Advice if any of the following conditions exists: (b1) Tenant herein named a Default exists; (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease2) is not in occupancy of at least 70more than 10% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; oris sublet (other than to an Affiliate of Tenant); (c3) This this Lease has been assigned (other than pursuant to a Related Party Permitted Transfer); or (4) prior Tenant is not occupying the Premises. If, by operation of the preceding sentence, Landlord is not required to provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Refusal Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceRefusal Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. Tenant shall have a continuing the one time right of first offer (the “"Right of First Offer”) with respect to either the following space in the Office Section: (i) Commencing 15,626 rentable square feet known as Suite No. B220 on the date hereof, all space in Tower IV other than 2nd floor of the New Building shown on the first floor; (ii) Commencing demising plan attached hereto as Exhibit D-1, or the 2,055 rentable square feet known as Suite No. B270 on the date hereof, any space in Tower Ill that is contiguous to 2nd floor of the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or New Building shown on the same floor demising plan attached hereto as a portion of the Premises, but in Tower Ill; Exhibit D-2 (iii) Commencing July 1, 2019, any either space in Tower I, but subject as applicable to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is be referred to herein as the “"Offering Space”"). If during Tenant's Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the Term Landlord determines (existing tenant in Landlord’s sole judgment) that the Offering Space is available will not extend or renew the term of its lease for the Offering Space (but prior to lease leasing such Offering Space to a third party other than the existing tenant or licensee of the Offering Spacetenant), then Landlord shall so advise Tenant (the “"Advice”)) of the terms under which Landlord is prepared to lease the Offering Space to Tenant for the remainder of the Term, which terms shall reflect (the Offering Space Prevailing Market (as defined below) rate for such Offering Space as reasonably determined by Landlord. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “"Notice of Exercise”") within ten business (10) 5 days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material a. Tenant is in default is then continuing under the Lease as amended hereby beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (b. the Substitution Space, or a transferee pursuant to a Related Party Transferany portion thereof, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased sublet at the time Landlord would otherwise deliver the Advice (except in connection with a subletting or assignment approved by Landlord as provided for in the Lease): or c. the Lease as amended hereby has been assigned prior to the date Landlord would otherwise deliver the Advice (except in connection with a subletting or assignment approved by Landlord as provided for in the Lease); or d. Tenant is not occupying the Substitution Space on the date Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to e. the Offering Space is not intended for the exclusive use of Tenant during the Term or any Extended Term; or f. the existing tenant in the Offering Space is interested in extending or renewing its lease for the Offering Space or entering into a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advicenew lease for such Offering Space.

Grant of Option; Conditions. Tenant If any lease for any portion of the Expansion Space (referred to in this Section 6 as the “Refusal Space”) shall have expire and if Landlord intends to enter into a continuing right lease for the Expansion Space (“Proposed Lease”) with any party other than the tenant then occupying the Expansion Space prior to the end of the Term then Landlord shall first offer to Tenant the right to lease the Refusal Space (as defined below) as part of the Premises upon the terms and conditions of the Proposed Lease (the “Right of First OfferRefusal”). Tenant’s Right of First Refusal is on-going right during the Initial Term and shall be exercised as follows: when Landlord has received a bona fide written offer for the Refusal Space from a prospective tenant, other than the tenant then occupying the Refusal Space (the “Prospect”) interested in leasing the Refusal Space, Landlord shall, after offering the space to any other parties with respect superior rights to the following such space as specified in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering Space, then Landlord shall so advise Tenant (the “Advice”) of the terms and conditions under which Landlord is prepared to lease the Refusal Space to such Prospect, which terms and conditions shall be adjusted to reflect the remaining Term of the Lease (including any then-exercised Renewal Option). The Advice shall include any and all other space in the Building (which, for purposes of such Advice, shall be deemed to be part of the Refusal Space) that such Prospect is interested in leasing, and Tenant must exercise this Right of First Refusal, if at all, by accepting all such space in the Building identified in the Advice (the “Refusal Space”). Tenant may lease the Refusal Space under such Offering Space in its entirety onlyterms, under the applicable terms described subject to Section 6.2(c) below, by delivering providing Landlord with written notice of exercise to Landlord (the “Notice of Exercise”) within ten 5 business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise Tenant shall be deemed to be the irrevocable have declined to exercise by Tenant of its this Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Refusal if its Notice of Exercise was givenis delayed or if the Notice of Exercise changes any term or condition of the Advice. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an Advice, Advice if: (a) A material default an Event of Default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named the Premises, or any portion thereof, is sublet (or a transferee other than pursuant to a Related Party TransferTransfer to a Permitted Transferee, as defined in ARTICLE 17 Section 14.2 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This the Lease has been assigned (other than pursuant to a Related Party TransferTransfer to a Permitted Transferee, as defined in Section 14.2 of the Lease) prior to the date Landlord would otherwise deliver the Advice; or (d) Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. Tenant shall have a continuing the one time right of first offer refusal (the “Right of First OfferRefusal”) with respect to the following approximately 910 rentable square feet of space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than 2nd floor of the Building shown on the first floor; demising plan attached hereto as Exhibit A-2 (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Refusal Space”). If during the Term Tenant’s Right of First Refusal shall be exercised as follows: when Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to has a third party prospective tenant, other than the existing tenant or licensee of in the Offering Refusal Space, then (the “Prospect”) interested in leasing the Refusal Space, Landlord shall so advise Tenant (the “Advice”). ) of the financial terms and other material terms under which Landlord is prepared to lease the Refusal Space to such Prospect and Tenant may lease such Offering Space in its entirety onlythe Refusal Space, under the applicable terms described belowsuch terms, by delivering providing Landlord with written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) 5 days after the date of the Advice. In any event, Tenant’s delivery of a which Notice of Exercise shall be deemed include a representation and warranty from Tenant to be Landlord that the irrevocable exercise by Refusal Space is intended for the exclusive use of Tenant of its Right of First Offer subject to and in accordance with during the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was givenTerm. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an Advice, Advice if: (a) A material default a. Tenant is then continuing in Default under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or b. the Premises, or any portion thereof, is sublet (b) Tenant herein named (or a transferee other than pursuant to a Related Party Business Transfer, as defined in ARTICLE 17 Section 11.04 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This c. the Lease has been assigned (other than pursuant to a Related Party Business Transfer, as defined in Section 11.04 of the Lease) prior to the date Landlord would otherwise deliver the Advice; or d. Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice; or e. the Refusal Space is not intended for the exclusive use of Tenant during the Term; or f. the existing tenant or occupant in the Refusal Space is interested in extending or renewing its lease for the Refusal Space or entering into a new lease for such Refusal Space or any other person or entity having any pre-existing rights in the Refusal Space is interested in entering into a new lease for the Refusal Space.

Grant of Option; Conditions. A. Subject to the terms of this Section 4, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to each of the following space in the Office Section: suites (and with respect to each portion of each such suite) (each such suite or portion thereof, a “Potential Offering Space”): (i) Commencing the 18,817 rentable square feet known as Suite No. 200 on the date hereof, all space in Tower IV other than second floor of the Building shown on the first floor; demising plan attached to the Lease as Exhibit H-1, and (ii) Commencing the 17,205 rentable square feet known as Suite No. 250 on the date hereof, any space in Tower Ill that is contiguous second floor of the Building shown on the demising plan attached to the then Premises, whether on Lease as Exhibit H-2. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a floor above or below the Premises Potential Offering Space has become Available (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premisesdefined below), but in Tower Ill; (iii) Commencing July 1before leasing such Potential Offering Space to a third party, 2019Landlord, any space in Tower I, but subject to the rightsterms of this Section 4, existing shall provide Tenant with a written notice (for purposes of this Section 4, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 4.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is not leased to a third party as of the date of mutual execution and delivery of this Lease, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of (or at any time after), the existing tenant date of mutual execution and delivery of this Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 4, a “Notice of Exercise”) within ten business (10) 10 days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 4.1.A above, Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. C. Notwithstanding any contrary provision hereof, (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; orand (ii) if Tenant receives an Advice from Landlord, Tenant shall not be entitled to lease the Offering Space based on such Advice if any of the following conditions exists: (b1) Tenant herein named a Default exists; (2) 25% or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% more of the Premises initially leased at the time Landlord would otherwise deliver the Advice; oris sublet (other than to an Affiliate of Tenant); (c3) This the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer); or (4) prior Tenant is not either occupying the Premises nor preparing the same for occupancy. If, by operation of the preceding sentence, Landlord is not required to provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Offering Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceOffering Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. A. Subject to the terms of this Section 1, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to the following space in suite (and with respect to each portion of such suite) (such suite or portion thereof, a “Potential Offering Space”): the Office Section: 1,418 rentable square feet known as Suite 101 on the first floor of the Building shown on the demising plan attached to the Lease as Exhibit F. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the terms of this Section 1, shall provide Tenant with a written notice (for purposes of this Section 1, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 1.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not leased to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of mutual execution and delivery of this Lease, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of, the existing tenant date of mutual execution and delivery of this Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 1, a “Notice of Exercise”) within ten business five (105) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver receiving the Advice.

Grant of Option; Conditions. Tenant Subtenant shall have a continuing right of first offer the option (the “Right of First OfferExpansion Option”) to sublease the remaining portion of the Building consisting of the entire first (1st) and second (2nd) floors as depicted on the floor plan attached hereto as Exhibit A-1 (the “Expansion Space”) (it being understood, for the avoidance of doubt, that the Expansion Option is for the Expansion Space in its entirety only and cannot be exercised with respect to the following space in the Office Sectiononly a portion thereof) if: (i) Commencing Sublandlord receives written notice (the “Expansion Notice”) from Subtenant of the exercise of the Expansion Option on or before December 31, 2025 (the date hereof“Outside Expansion Exercise Date”); provided, if Subtenant fails to deliver the Expansion Notice by the Outside Expansion Exercise Date, time being of the essence, then Subtenant shall be deemed to have waived its Expansion Option with respect to the Expansion Space, in which case Sublandlord shall be free to continue to lease and/or sublease all space or any portion of the Expansion Space (subject to the ROFO as defined and set forth in Tower IV other than on the first floor;Section 22 below); and (ii) Commencing on Subtenant is not in Default hereunder at the date hereof, any space in Tower Ill time that is contiguous Subtenant delivers the Expansion Notice to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill;Sublandlord; and (iii) Commencing July 1, 2019, any space Subtenant has not vacated or abandoned the Subleased Premises at the time Sublandlord receives the Expansion Notice; and (iv) Other than in Tower I, but connection with a Permitted Transfer (subject to Landlord’s consent and the rightsConsent), existing as Subtenant has not assigned its interest in this Sublease, or further sublet all or any portion of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease Subleased Premises to a third party other party; and (v) Other than in connection with a Permitted Transfer (subject to Xxxxxxxx’s consent and the existing tenant or licensee of Consent), the Offering Space, then Landlord shall so advise Tenant original subtenant to this Sublease (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described below, by delivering written notice of exercise to Landlord (the “Notice of ExerciseOriginal Subtenant”) within ten business (10) days after exercises the date Expansion Option and such right may not be assigned or transferred. Notwithstanding anything to the contrary in this Section 21, Subtenant’s exercise of the Advice. In any eventExpansion Option and Sublandlord’s subsequent obligation to sublease the Expansion Space to Subtenant is expressly conditioned upon the parties’ obtaining the consent of Landlord to such subleasing, Tenant’s delivery of a Notice of Exercise shall be deemed which Sublandlord and Subtenant agree to be use good faith efforts to achieve and endeavor to expressly include in the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the AdviceConsent.

Grant of Option; Conditions. A. Subject to the terms of this Section 3, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to each of the following space in suites (and with respect to each portion of such suites) (each such suite or portion thereof, a “Potential Offering Space”): (1) the Office Section: 8,820 rentable square feet known as Suite No. 145 on the first floor of the Building and (2) the 8,110 rentable square feet known as Suite No. 100 on the first floor of the Building, each of which is shown on the demising plan attached to the Lease as Exhibit G. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the terms of this Section 3, shall provide Tenant with a written notice (for purposes of this Section 3, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 3.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not leased to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of mutual execution and delivery of this Lease, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of the existing tenant date of mutual execution and delivery of this Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 3, a “Notice of Exercise”) within ten business five (105) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 3.1.A above, Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. C. Notwithstanding any contrary provision hereof, (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; orand (ii) if Tenant receives an Advice from Landlord, Tenant shall not be entitled to lease the Offering Space based on such Advice if any of the following conditions exists: (b1) Tenant herein named a Default exists; (2) all or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% any portion of the Premises initially leased at the time Landlord would otherwise deliver the Advice; oris sublet, other than to an Affiliate of Tenant; (c3) This the Lease has been assigned (assigned, other than pursuant to a Related Party Permitted Transfer; or (4) prior Tenant is not occupying the Premises. If, by operation of the preceding sentence, Landlord is not required to provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Offering Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceOffering Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. Tenant shall have a continuing the one time right of first offer (the “Right of First Offer”) with respect to the following any available space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on third (3rd) floor of the first floor; Building (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous "Offering Space"). Notwithstanding anything to the then Premisescontrary contained herein, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a no portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as Offering Space shall be deemed available until each such portion of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease has been leased to a third party and thereafter Landlord determines that such third party tenant of such Offering Space will vacate such Offering Space. Tenant’s Right of First Offer shall be exercised, if at all, as follows: at any time after Landlord has determined that the existing tenant in the Offering Space will not extend or renew the term of its lease for the Offering Space (but prior to leasing such Offering Space to a party other than the existing tenant or licensee of the Offering Spacetenant), then Landlord shall so advise Tenant (the “"Advice”)") of the terms under which Landlord is prepared to lease the Offering Space to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “"Notice of Exercise”") within ten 10 business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (ai) A material Tenant is in default is then continuing under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or (bii) Tenant herein named the Premises, or any portion thereof, is sublet (or a transferee other than pursuant to a Related Party Transfer, as defined in ARTICLE 17 Article 13 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (ciii) This the Lease has been assigned (other than pursuant to a Related Party TransferTransfer described in Section 13.7 above) prior to the date Landlord would otherwise deliver the Advice; or (iv) Tenant is not occupying 60% or more of the Premises on the date Landlord would otherwise deliver the Advice; or (v) the Offering Space is not intended for the exclusive use of Tenant during the Term; or (vi) the existing tenant in the Offering Space is interested in extending or renewing its lease for the Offering Space or entering into a new lease for such Offering Space.

Grant of Option; Conditions. 1. Subject to the terms of this Section 6, Tenant shall have a continuing right of first offer (the for purposes of this Section 6, “Right of First Offer”) with respect to the following space in suite (and with respect to each portion of such suite) (such suite or portion thereof, a “Potential Offering Space”): the Office Section: 3,915 rentable square feet known as Suite 510 on the fifth floor of the Building shown on the demising plan attached to the Amendment as Exhibit B.Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the terms of this Section 6, shall provide Tenant with a written notice (for purposes of this Section 6, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 6.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not leased to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of mutual execution and delivery of this LeaseAmendment, of other tenants of the Building. Any such space Potential Offering Space shall bedeemed to becomeAvailable when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of the existing tenant date of mutual execution and delivery of this Amendment, such Potential OfferingSpace shall be deemedto become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 6, a “Notice of Exercise”) within ten 10 business (10) days after the date of receiving the Advice. 2. In any event, Tenant’s delivery of If Tenant receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 6.1.A above, Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. 3. Notwithstandingany contrary provision hereof, (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; or and (bii) if Tenant herein named (or a transferee pursuant receives an Advice from Landlord, Tenant shall not be entitled to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% lease the Offering Space based on such Advice if any of the Premises initially leased at following conditions exists: a. a Default exists; b. all or any portion of the time Landlord would otherwise deliver Premisesis sublet (other than pursuantto a Permitted Transfer); c. the AdviceLease has been assigned(other than pursuantto a Permitted Transfer); or (c) This Lease has been assigned (other than pursuant d. Tenant is not occupying the Premises. If, by operation of the preceding sentence, Landlord is not required to a Related Party Transfer) prior provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Offering Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceOffering Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. At any time during the period commencing on December 1, 2005 and expiring on November 30, 2007 (but if Tenant has previously delivered any such notice, then not sooner than 90 days after such prior delivery), Tenant may deliver to Landlord written notice (an “Offering Space Notice”) stating that Tenant is interested in leasing a Potential Offering Space (defined below) having an approximate rentable square footage (the “Desired Square Footage”) specified (as a single number, and not as a range) by Tenant in such notice. As used herein, “Potential Offering Space” means any contiguous space that is located on one or more of the 22nd through the 47th floors of the Building and is not included in the Premises. Upon its valid delivery of an Offering Space Notice, Tenant shall have a continuing one-time right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: each Potential Offering Space, if any, that (ia) Commencing on the date hereof, all space in Tower IV other has a rentable square footage which is neither less than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion 80% nor greater than 120% of the PremisesDesired Square Footage, but in Tower Ill; and (iiib) Commencing July 1Landlord, 2019, any space in Tower I, but subject to the rights, existing as of the date Landlord receives such Offering Space Notice, determines in good faith is, or will become, Available (defined below) during the 90-day period commencing on the date Landlord receives such Offering Space Notice (the “Offer Period”), which Right of this LeaseFirst Offer shall be exercised as follows: within 5 Business Days after Landlord receives such Offering Space Notice, of and prior to leasing any such Potential Offering Space to any other tenants party, Landlord shall provide Tenant with written notice as to whether any such Potential Offering Spaces exist. If such notice states that one or more such Potential Offering Spaces exist, then, except as provided below, Landlord, on the date it gives such notice, shall also advise Tenant (an “Advice”) of the Building. Any terms under which Landlord is prepared to lease each such space that becomes available as hereinafter described is referred to herein as the Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Lease Term. If during the Term Landlord determines (in Landlord’s sole judgment) that For purposes of this Section 10.07, a Potential Offering Space is available shall be deemed to lease to a become “Available” during an Offer Period, if at all, on the date, if any, in such Offer Period on which no third party has a right to occupy such Potential Offering Space pursuant to any lease or other than the existing tenant or licensee agreement, but only if, as of the first day of such Offer Period, no prospective tenant (including, without limitation, any tenant of such Potential Offering Space, then Landlord shall so advise Tenant (the “Advice”)) is interested in leasing such Potential Offering Space. Tenant may lease such any Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days 5 Business Days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an AdviceAdvice with respect to any Potential Offering Space, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. A. Subject to the terms of this Section 11, during the first 36 full calendar months of the Expansion Term (the “ROFO Term”), Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to lease any full floor of the Building shown on the demising plan attached to the following space in Lease (“Potential Offering Space”). Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the Office Sectionterms of this Section 11, shall provide Tenant with a written notice (for purposes of this Section 11, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 11.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not leased to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of mutual execution and delivery of this LeaseAmendment, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Potential Offering Space is available shall be deemed to lease become Available any time after Landlord has leased such Potential Offering Space to a third party other than tenant and Landlord has determined that such third party Tenant’s lease will expire and neither such third party tenant nor any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or renew the existing term of its lease, or enter into a new lease, for such Potential Offering Space; and (ii) if such Potential Offering Space is leased to a third party tenant as of the date of mutual execution and delivery of this Amendment, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under on the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice (for purposes of exercise to Landlord (the this Section 11.1, a “Notice of Exercise”) within ten five (5) business (10) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 11.1.A above, Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. C. Notwithstanding any contrary provision hereof, (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; orand (ii) if Tenant receives an Advice from Landlord, Tenant shall not be entitled to lease the Offering Space based on such Advice if any of the following conditions exists: (b1) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the AdviceDefault exists; or (c2) This no more than twenty five percent (25%) of the Premises is sublet (other than pursuant to a Permitted Transfer); or (3) the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer) prior ). If, by operation of the preceding sentence, Landlord is not required to provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Offering Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceOffering Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. Tenant Subject to the terms of this Section 22, Subtenant shall have a continuing one-time right of first offer to sublease (the “Right of First Offer”) with respect to the following entire office space in on the Office Sectionfirst floor of Building 170 (excluding the vivarium) (the “ROFO Space”). Subtenant’s Right of First Offer shall be exercised as follows: (i) Commencing on At any time before the date hereof, all space in Tower IV other than on the first floor; thirty-sixth (ii36th) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion month of the PremisesSublease Term and after Sublandlord has determined that the ROFO Space has become Available (defined below), but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any before leasing such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering ROFO Space is available to lease to a third party other than the existing tenant or licensee of the Offering Spaceparty, then Landlord Sublandlord shall so advise Tenant provide Subtenant with written notice (the “Advice”)) advising Subtenant of the terms under which Sublandlord is prepared to sublease such ROFO Space to Subtenant for the remainder of the Sublease Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such ROFO Space as reasonably determined by Sublandlord. Tenant For purposes hereof, the ROFO Space shall be deemed to become “Available” after both of the following occur: (A) Sublandlord hereafter subleases the ROFO Space to a third party and (B) thereafter Sublandlord has determined that such third-party tenant of such ROFO Space, and any occupant of such ROFO Space claiming under such third-party tenant, will not extend or renew the term of its sublease for such ROFO Space pursuant to a renewal right in the original sublease, or enter into a new sublease. Subtenant may lease such Offering sublease the ROFO Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering written notice of exercise to Landlord Sublandlord (the “Notice of Exercise”) within ten business five (105) days after the date of the Advice. In . (ii) Notwithstanding any eventcontrary provision hereof, Tenant’s delivery of a Notice of Exercise Subtenant shall be deemed to be the irrevocable exercise by Tenant of its have no Right of First Offer subject Offer, and Sublandlord shall not be required to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant Subtenant with an Advice, with respect to any ROFO Space, if: (a) A material default is then continuing , at the time that Landlord Sublandlord would otherwise deliver the Advice: (A) Subtenant is in default under the Sublease beyond applicable notice and cure periods; or or (bB) Tenant herein named (Subtenant has assigned the Sublease or a transferee pursuant sublet all or any portion of the Subleased Premises other than to a Related Party Transfer, as defined in ARTICLE 17 of this LeasePermitted Transferee; or (C) Subtenant is not in occupancy of at least 70% occupying any of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord when Sublandlord would otherwise deliver the Advice.

Grant of Option; Conditions. Landlord hereby agrees that it shall not enter into a new lease for the occupancy of Suite 200 in the Building for a period of 6 months from the date of this Lease and Tenant shall have a continuing right of first offer the option (the "Suite 200 Expansion Option") to lease the space located on the 2nd floor of the Building containing approximately 9,174 rentable square feet known as “Right Suite 200” shown on Exhibit A-1 to this Lease (the "Suite 200 Expansion Space") and Landlord shall deliver the Suite 200 Expansion Space, subject to paragraph (b)(iv) below, no later than the last day of First Offerthe 6th calendar month following the Commencement Date of this Lease, subject to the completion of any Tenant Improvements required by Tenant, matters of force majeure or Tenant Delays (“Suite 200 Delivery Date”) with respect to the following space in the Office Sectionif: (i) Commencing Landlord receives written notice (the "Suite 200 Expansion Notice") from Tenant of the exercise of its Suite 200 Expansion Option on the date hereofor before April 15, all space in Tower IV other than on the first floor;2012; and (ii) Commencing on the date hereof, Tenant is not in monetary default beyond any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises applicable notice (including SSB Expansion Space actually provided and Early Expansion Space not added under Section 41.01 properly received by Tenant) and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described below, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing cure periods at the time that Landlord would otherwise deliver receives the AdviceSuite 200 Expansion Notice; orand (biii) Tenant herein named Not more than twenty-five percent (or a transferee 25%) of the Premises is sublet (other than pursuant to a Related Party TransferTenant Affiliate, as defined in ARTICLE 17 Section 9.1(f) of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver receives the AdviceSuite 200 Expansion Notice; orand (civ) This Not more than twenty-five percent (25%) of the Lease has been assigned (other than pursuant to a Related Party TransferTenant Affiliate as defined in Section Section 9.1(f) of the Lease) prior to the date that Landlord would otherwise deliver receives the AdviceSuite 200 Expansion Notice; and (v) Tenant has not advised Landlord of its intent not to occupy the Premises or has vacated or abandoned the Premises at the time Landlord receives the Suite 200 Expansion Notice; and (vi) Tenant may request that Landlord’s architect verify the measurement of the Suite 200 Expansion Space; provided that Landlord’s architect’s measurement is conclusive and cannot be contested by Tenant. Landlord will have measured the Premises using Xxxxxxxxx Systems, which measurement system is computed similarly in accordance with The American National Standard method of measuring floor area in office buildings of Building Owners and Managers Association.

Grant of Option; Conditions. Tenant shall have a continuing an ongoing right of first offer refusal (the “Right of First OfferRefusal”) with respect to the following space in the Office Section: buildings located at either [***], Carlsbad, California and [***], Carlsbad, California (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Refusal Space”). If during the Term Tenant’s Right of First Refusal shall be exercised as follows: when Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to has a third party prospective tenant, other than the existing tenant in the Refusal Space, (the “Prospect”) interested in leasing all or licensee a portion of the Offering Refusal Space, then Landlord shall so advise Tenant (the “Advice”) of the financial terms and other material terms, including the tenant improvement allowance being offered to the prospective tenant, under which Landlord is prepared to lease the Refusal Space to such Prospect, which shall include a copy of any written offer received from the Prospect (to the extent such an offer exists). , and Tenant may lease such Offering Space in its entirety onlythe Refusal Space, under the applicable terms described belowsuch terms, by delivering providing Landlord with written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days after the date of the Advice. In any event, Tenant’s delivery of a which Notice of Exercise shall be deemed include a representation and warranty from Tenant to be Landlord that the irrevocable exercise by Refusal Space is intended for the exclusive use of Tenant of its Right of First Offer subject to and in accordance with during the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was givenTerm. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an Advice, Advice if: (a) A material default is then continuing 2.1.1 An Event of Default by Tenant has occurred under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (2.1.2 the Premises, or a transferee pursuant to a Related Party Transferany portion thereof, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased sublet at the time Landlord would otherwise deliver the Advice; or (c) This 2.1.3 the Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advice, except pursuant to a Permitted Transfer; or 2.1.4 Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice; or 2.1.5 the Refusal Space is not intended for the exclusive use of Tenant during the Term; or 2.1.6 the existing tenant or occupant in the Refusal Space is interested in extending or renewing its lease for the Refusal Space or entering into a new lease for such Refusal Space or any other person or entity having any pre-existing rights in the Refusal Space is interested in entering into a new lease for the Refusal Space.

Grant of Option; Conditions. During the initial Term and Renewal Term, if any, and subject to Section 6.06, below, Tenant shall have a continuing one-time right of first offer (the “Right of First Offer”"RIGHT OF FIRST OFFER") with respect to the following space approximately 18,000 rentable square feet known as Suite 200 on the 2nd floor of the Building shown on the demising plan attached hereto as EXHIBIT G (the "OFFERING SPACE"). Tenant's Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the existing tenant in the Office Section: (i) Commencing on Offering Space will not extend or renew the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, term of its lease for any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, Offering Space (but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject prior to the rights, existing as leasing such portion of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering Spacetenant), then Landlord shall so advise Tenant (the “Advice”)"ADVICE") of the terms under which Landlord is prepared to lease such portion of the Offering Space (which may be all of, or less than, the entire Offering Space) to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such portion of the Offering Space as reasonably determined by Landlord. Tenant may lease such the applicable portion of the Offering Space described in the Advice in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”"NOTICE OF EXERCISE") within ten business (10) days 5 Business Days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a1) A material Tenant is in default is then continuing under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or (b2) Tenant herein named the Premises, or any portion thereof, is sublet (or other than a transferee pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c3) This the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer) prior to the date Landlord would otherwise deliver the Advice; or (4) Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice; or (5) the Offering Space is not intended for the exclusive use of Tenant; or (6) the existing tenant in the Offering Space is interested in extending or renewing its lease for the Offering Space or entering into a new lease for such Offering Space.

Grant of Option; Conditions. Tenant shall have a continuing the one-time right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: each portion of (i) Commencing the approximately 8,114 rentable square feet known as Suite 4150 on the date hereof41st floor of the Building, all space in Tower IV other than on the first floor; and (ii) Commencing the 1,298 rentable square feet known as Suite 4120 on the date 41st floor of the Building, each shown on the demising plan attached hereto as Exhibit H (each such Suite, or portion of such Suite, a “Potential Offering Space”). Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that any Potential Offering Space has become Available (defined below), but prior to leasing such Potential Offering Space to a party other than any existing tenant thereof, Landlord shall advise Tenant (the “Advice”) of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. For purposes hereof, any space in Tower Ill that a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is contiguous not under lease to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor third party as a portion of the Premisesdate of mutual execution and delivery of the Lease, but such Potential Offering Space shall be deemed to first become Available when Landlord has located a prospective tenant that may be interested in Tower Ill; leasing such Potential Offering Space; and (iiiii) Commencing July 1thereafter, 2019or if such Potential Offering Space is under lease to a third party as of the date of mutual execution and delivery of the Lease, any space in Tower Isuch Potential Offering Space shall be deemed to become Available when Landlord has determined that the third-party tenant of such Potential Offering Space will not extend or renew the term of its lease, but subject to the rightsor enter into a new lease, existing for such Potential Offering Space. Landlord and Tenant each acknowledge that, as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described Suite 4120 is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to occupied and under lease to a third party other than the existing tenant or licensee of the Offering SpacePaloma Securities, then Landlord shall so advise Tenant (the “Advice”)LLLC, and Suite 4150 is unoccupied and not leased. Tenant may lease such any Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days 5 Business Days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an AdviceAdvice with respect to any Potential Offering Space, if: (a) A material Tenant is in default is then continuing under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named the Premises, or any portion thereof, is sublet (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 Section 11 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; oror Exhibit F (c) This the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer, as defined in Section 11 of the Lease) prior to the date Landlord would otherwise deliver the Advice; or (d) Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice; or (e) such Potential Offering Space is not intended for the exclusive use of Tenant during the Term.

Grant of Option; Conditions. Tenant shall have a the continuing right of first offer (the “Right of First Offer”) with respect to the following any available and vacated rentable space in the Office Section: Lake Marriott Business Park (iso long as Landlord or its affiliate owns the subject building at the Property) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”). If during Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the Term Landlord determines (existing tenant in Landlord’s sole judgment) that a portion of the Offering Space is available will not extend or renew the term of its lease for the Offering Space (but prior to lease leasing such Offering Space to a third party other than the existing tenant or licensee of the Offering Spacetenant), then Landlord shall so advise Tenant (the “Advice”)) of the terms under which Landlord is prepared to lease the subject Offering Space to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days 5 Business Days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A 1. Tenant is in material default is then continuing under the Lease beyond any applicable notice and cure periods at the time that Landlord would otherwise deliver the Advice; or 2. 50% or more of the Premises, or any portion thereof, is sublet (b) Tenant herein named (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This 3. the Lease has been assigned by Tenant (other than pursuant to a Related Party Permitted Transfer) prior to the date Landlord would otherwise deliver the Advice; or 4. Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice; or 5. the Offering Space is not intended for the exclusive use of Tenant and/or any Permitted Transferee during the Term; or 6. the existing tenant in the Offering Space is interested in extending or renewing its lease for the Offering Space or entering into a new lease for such Offering Space and subsequently extends and leases such Offering Space.

Grant of Option; Conditions. 5.1.1 Subject to the terms of this Section 5, Tenant shall have a continuing one time right of first offer (the “Right of First Offer”) with respect to any space which may become “Available” (as defined below) on the following space in third (3rd) floor of the Office Section: Building (each, a “Potential Offering Space”). Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the terms of this Section 5, shall provide Tenant with a written notice (for purposes of this Section 5, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 5.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not leased to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of mutual execution and delivery of this Lease, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than tenant as of the existing tenant date of mutual execution and delivery of this Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under on the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice (for purposes of exercise to Landlord (the this Section 5, a “Notice of Exercise”) within ten business five (105) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver receiving the Advice.

Grant of Option; Conditions. Subject to the terms and conditions of this Rider No. 1, Tenant shall have a continuing one-time right of first offer to lease (the “Right of First Offer”) with respect to the following space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than Suite 100 on the first floor; (ii1st) Commencing on floor in the date hereof, Building (“ROFO Space”). Tenant’s Right of First Offer shall be exercised as follows: at any space time after Landlord has determined that the existing tenant in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion ROFO Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants Effective Date of the Building. Any Amendment to which this Rider is attached (Cisco) will not extend or renew the term of its lease for such space that becomes available as hereinafter described is referred ROFO Space (but prior to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering leasing such ROFO Space is available to lease to a third party other than the existing tenant or licensee of the Offering Spacetenant), then Landlord shall so advise deliver written notice to Tenant (the “AdviceROFO Notice”)) of the terms under which Landlord is prepared to lease the ROFO Space to Tenant including rental rate and length of term, which terms shall reflect the then fair market rental rate (hereinafter defined) for such ROFO Space. Tenant may lease such Offering ROFO Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business thirty (1030) days after the date of the Advice. In any eventROFO Notice, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advicea ROFO Notice, if: (a) A material a. Tenant is in default is then continuing under the Amended Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the AdviceROFO Notice; or (b) Tenant herein named (b. the existing tenant in the ROFO Space has notified Landlord that they intend to renew or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Adviceextend its lease for such ROFO Space.

Grant of Option; Conditions. A. Subject to the terms of this Section 7, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to each of the following space in the Office Section: suites (and with respect to each portion of each such suite) (each such suite or portion thereof, a “Potential Offering Space”): (i) Commencing the 6,927 rentable square feet known as Suite No. 110 on the date hereof, all space in Tower IV other than 1st floor of the Building shown on the first floor; demising plan attached to this Fifth Amendment as Exhibit B-1 (ii) Commencing the 8,475 rentable square feet known as Suite No. 210 on the date hereof, any space in Tower Ill that is contiguous to 2nd floor of the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or Building shown on the same floor demising plan attached to this Fifth Amendment as a portion of the PremisesExhibit B-2, but in Tower Ill; (iii) Commencing July 1, 2019, the 6,413 rentable square feet known as Suite No. 460 on the 4th floor of the Building shown on the demising plan attached to this Fifth Amendment as Exhibit B-3. Tenant’s Right of First Offer shall be exercised as follows: At any space in Tower Itime after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the rightsterms of this Section 7, existing shall provide Tenant with a written notice (for purposes of this Section 7, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 7.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is not leased to a third party as of the date of mutual execution and delivery of this LeaseFifth Amendment, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of the date of mutual execution and delivery of this Fifth Amendment, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not exercise any existing tenant rights to extend or licensee renew the term of its lease that are memorialized in such tenant’s existing lease document as of the date of mutual execution and delivery of this Fifth Amendment. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 7, a “Notice of Exercise”) within ten business five (105) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives an Advice but does not deliver a Notice of Exercise shall be deemed within the period of time required under Section 7.1.A above, Landlord may lease the Offering Space to be the irrevocable exercise any party on any terms determined by Tenant of Landlord in its Right of First Offer subject to sole and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Adviceabsolute discretion.

Grant of Option; Conditions. A. Subject to the terms of this Section 6, Tenant shall have a continuing right of first offer refusal (the “Right of First OfferRefusal”) with respect to the following space suite (and with respect to each portion of such suite) (such suite or portion thereof, a “Potential Refusal Space”): the 5,990 rentable square feet known as Suite 125 on the ground floor of the Building shown on the demising plan attached to this Lease as Exhibit F-2. Tenant’s Right of First Refusal shall be exercised as follows: If Landlord has a prospective tenant (“Prospective Tenant”) interested in leasing a Potential Refusal Space, then, subject to the Office Section: terms of this Section 6, Landlord, before leasing such Potential Refusal Space to such Prospective Tenant, and after entering into a non-binding letter of intent or similar written agreement with such Prospective Tenant on the material economic terms for the leasing of such Potential Refusal Space, shall provide Tenant with a notice (for purposes of this Section 6, an “Advice”) advising Tenant that Landlord is prepared to lease such Potential Refusal Space (sometimes referred to herein as a “Refusal Space”) to Tenant. If the Advice is delivered within 18 months after the Commencement Date, the Advice shall state the proposed Delivery Date for the Refusal Space. If the Advice is delivered more than 18 months after the Commencement Date, then (i) Commencing the Advice shall state the material economic terms on which Landlord is prepared to lease the date hereof, all space in Tower IV other than on Refusal Space to the first floor; Prospective Tenant; and (ii) Commencing on if the term for the Refusal Space, as set forth in the Advice, extends beyond the expiration date hereof, any space in Tower Ill that is contiguous to for the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion balance of the Premises, but in Tower Ill; (iii) Commencing July 1then the Advice, 2019at Landlord’s option, any space in Tower Imay state that if Tenant exercises its Right of First Refusal based on the Advice, but subject to the rights, existing as term for the balance of the date of this Lease, of other tenants of Premises shall be extended to be coterminous with the Building. Any such space that becomes available as hereinafter described is referred to herein as term for the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering Refusal Space, then Landlord shall so advise Tenant (the “Advice”as provided in Section 6.2.B.5 below). Upon receiving an Advice, Tenant may lease such Offering Space the Refusal Space, in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering written to Landlord a notice of exercise to Landlord (the for purposes of this Section 6.1.A, a “Notice of Exercise”) within ten business five (105) days after the date of receiving the Advice. In any eventIf the Advice is delivered more than 18 months after the Commencement Date, Tenant’s delivery of a the Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant satisfy any applicable requirements of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the AdviceSection 6.2.B.5 below.

Grant of Option; Conditions. Tenant shall have a continuing the one time right of first offer (the “Right of First Offer”) with respect to the following balance of the presently available space in on the Office Section: second (2nd) floor of the Building, consisting of approximately 12,898 rentable square feet (the “First Offer Space”). Landlord shall notify Tenant (the “First Offer Notice”) from time to time if Landlord makes or receives a written offer to lease any of the First Offer Space from a third party or a written request for a proposal for the lease of any of the First Offer Space from a third party. The First Offer Notice shall describe the space so offered to Tenant and shall set forth Landlord’s proposed material economic terms and conditions applicable to Tenant’s lease of such space (collectively, the “Economic Terms”), including the proposed term of lease and the proposed rent payable for the First Offer Space. In the event the commencement of Tenant’s lease of First Offer Space occurs on or before December 31, 2011, (i) Commencing on the date hereofterm of the lease shall be concurrent with the original Premises, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill Base Rent for the First Offer Space shall be at the Base Rent per rentable square foot that is contiguous to the then Premises, whether on a floor above or below payable for the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion set forth in Item 5 of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date Basic Lease Provisions of this Lease, subject to abatement of other tenants Base Rent for any portion of the Buildingterm of the First Offer Space occurring during the Abatement Period, (iii) Tenant shall be entitled to a one-time tenant refurbishment allowance in an amount adequate to refurbish the First Offer Space in a manner equivalent in lay-out and finish to the Premises. Any In the event the commencement of Tenant’s lease of such First Offer Space occurs on or after January 1, 2012, the Economic Terms shall be equal to those then being offered (not quoted) by Landlord for the leasing of comparable space that becomes available as hereinafter described is referred in the Building pro rated for the then remaining term of this Lease, but in no event shall the Base Rent for such First Offer Space be less than the then current monthly Base Rent plus Additional Operating Expenses for the Premises under this Lease calculated on a square foot basis and the term of the lease for the First Offer Space shall expire concurrently with the Term for the original Premises. However, such Base Rent may be subject to herein abatement as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant parties may lease such Offering Space in its entirety only, under the applicable terms described below, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was givenagree. Notwithstanding the foregoing, Tenant shall have no such Right of Landlord’s obligation to deliver the First Offer and Notice shall not apply during the last seven (7) months of the Initial Term unless Tenant has timely delivered the Extension Notice to Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. A. Subject to the terms of this Section 5, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to the following space in suite (and with respect to each portion of such suite) (such suite or portion thereof, a “Potential Offering Space”): the Office Section: 27,475 rentable square feet known as Suite No. 500 on the fifth floor of the Building shown on the demising plan attached to the Lease as Exhibit I. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the terms of this Section 5, shall provide Tenant with a written notice (for purposes of this Section 5, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 5.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not leased to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of mutual execution and delivery of this Lease, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of the existing tenant date of mutual execution and delivery of this Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 5, a “Notice of Exercise”) within ten business five (105) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives an Advice but does not deliver a Notice of Exercise within the period of time required under Section 5.1.A above, Landlord may lease the Offering Space to any party on any terms determined by Landlord in its sole and absolute discretion. C. Notwithstanding any contrary provision hereof, (i) Landlord shall not be deemed required to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at Advice if any of the time that following conditions exists when Landlord would otherwise deliver the Advice; orand (ii) if Tenant receives an Advice from Landlord, Tenant shall not be entitled to lease the Offering Space based on such Advice if any of the following conditions exists: (b1) Tenant herein named a Default exists; (2) all or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% any portion of the Premises initially leased at is sublet; (3) the time Landlord would otherwise deliver the AdviceLease has been assigned; or (c4) This Lease has been assigned (other than pursuant Tenant is not occupying the Premises. If, by operation of the preceding sentence, Landlord is not required to a Related Party Transfer) prior provide Tenant with an Advice, or Tenant, after receiving an Advice, is not entitled to lease the date Offering Space based on such Advice, then Landlord would otherwise deliver may lease the AdviceOffering Space to any party on any terms determined by Landlord in its sole and absolute discretion.

Grant of Option; Conditions. Tenant If at any time during the First Floor Expansion Term any lease for Suites 100, 105, or 145 on the first (1st) floor of the Building shown on the demising plan attached hereto as Exhibit B (the “Refusal Space”) shall have expire and if Landlord intends to enter into a continuing right of lease for such Refusal Space (“Proposed Lease”) with any party other than the tenant then occupying the Refusal Space, then Landlord shall first offer to Tenant the right to lease the Refusal Space as part of the Premises upon the terms and conditions of the Proposed Lease (the “Right of First OfferRefusal”) with respect to ). Each refusal right of the following space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then PremisesRefusal Space, whether on a floor above 100, 105, or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as 145 shall be independent of each other right to a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as Refusal Space. Tenant’s Right of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described First Refusal is referred to herein as the “Offering Space”. If an ongoing right effective during the Extension Term and shall be exercised as follows: when Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to has entered into a third party written agreement with a prospective tenant, other than the existing tenant or licensee of then occupying the Offering Refusal Space (the “Prospect”) interested in leasing the Refusal Space, then Landlord shall so advise Tenant (the “Advice”)) of the terms and conditions under which Landlord is prepared to lease the Refusal Space to such Prospect. The Advice shall include any and all other space in the Building (which, for purposes of such Advice, shall be deemed to be part of the Refusal Space) that such Prospect is interested in leasing, and Tenant must exercise this Right of First Refusal, if at all, by accepting all such space in the Building identified in the Advice. Tenant may lease the Refusal Space under such Offering Space in its entirety only, under the applicable terms described below, by delivering providing Landlord with written notice of exercise to Landlord (the “Notice of Exercise”) within ten 5 business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise Tenant shall be deemed to be the irrevocable have declined to exercise by Tenant of its this Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Refusal if its Notice of Exercise was givenis delayed or if the Notice of Exercise changes any term or condition of the Advice. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an Advice, Advice if: (a) A material default an Event of Default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named the Premises, or any portion thereof, is sublet (or a transferee other than pursuant to a Related Party TransferTransfer to a Permitted Transferee, as defined in ARTICLE 17 Section 14.2 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This the Lease has been assigned (other than pursuant to a Related Party TransferTransfer to a Permitted Transferee, as defined in Section 14.2 of the Lease) prior to the date Landlord would otherwise deliver the Advice; or (d) the Refusal Space is not intended for the exclusive use of Tenant during the Term; or (e) Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. Tenant shall have a continuing an on-going right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Suite 500 Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02(the “Potential Offering Space”) or on the same 5th floor as a portion of the PremisesBuilding. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord shall provide Tenant with written notice (the “Advice”) advising Tenant of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Extended Term, which terms shall reflect the Market Rental Rate (defined in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject Section C of Rider No. 1 to the rightsLease) rate for such Offering Space as reasonably determined by Landlord. For purposes hereof, existing a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is not under lease to a third party as of the date of mutual execution and delivery of this LeaseAmendment, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to under lease to a third party other than the existing tenant or licensee as of the date of mutual execution and delivery of the Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that the third-party tenant of such Potential Offering Space, then Landlord shall so advise Tenant (and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or renew the “Advice”)term of its lease, or enter into a new lease, for such Potential Offering Space. Tenant may lease such any Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten 7 business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer Offer, and Landlord need shall not be required to provide Tenant with an Advice, with respect to any Potential Offering Space, if: (a) A material A. Tenant is in default is then continuing at under the time that Lease beyond any applicable cure period when Landlord would otherwise deliver the Advice; or (b) Tenant herein named (B. the Premises, or a transferee pursuant to a Related Party Transferany portion thereof, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time sublet when Landlord would otherwise deliver the AdviceAdvice (except in connection with a Permitted Transfer); or (c) This C. the Lease has been assigned (other than pursuant to except in connection with a Related Party Permitted Transfer) prior to before the date on which Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. A. Subject to the terms of this Section 9, Tenant shall have a continuing an ongoing right of first offer (the “Right of First Offer”) with respect to the following space in suite (and with respect to each portion of such suite) (such suite or portion thereof, a “Potential Offering Space”): the Office Section: 23,245 rentable square feet known as Suite No. 450 on the 4th floor of the Building shown on the demising plan attached as Exhibit F-3. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord shall provide Tenant with written notice (the “Advice”) advising Tenant of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that if such Potential Offering Space is contiguous not under lease to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of this mutual execution and delivery of the Lease, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to under lease to a third party other than as of, or at any time after, the existing tenant or licensee date of mutual execution and delivery of the Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that the third-party tenant of such Potential Offering Space, then Landlord shall so advise Tenant (and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or renew the “Advice”)term of its lease, or enter into a new lease, for such Potential Offering Space. Tenant may lease such any Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten five (5) business (10) days after the date of the Advice. In . B. Notwithstanding any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoingcontrary provision hereof, Tenant shall have no such Right of First Offer Offer, and Landlord need shall not be required to provide Tenant with an Advice, with respect to any Potential Offering Space, if: (a) A material 1. Tenant is in default is then continuing at under the time that Lease beyond any applicable cure period when Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 702. more than 30% of the Premises initially leased at is sublet (other than to an Affiliate of Tenant) for more than 75% of the time remaining balance of the Term when Landlord would otherwise deliver the Advice; or (c) This 3. the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer) prior to before the date on which Landlord would otherwise deliver the Advice; or 4. Tenant is not occupying the Premises when Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. Tenant shall have a continuing the one-time right of first offer (the “Right of First Offer”) with respect to the following space in the Office Section: each portion of (i) Commencing the approximately 8,114 rentable square feet known as Suite 4150 on the date hereof41st floor of the Building, all space in Tower IV other than on the first floor; and (ii) Commencing the 1,298 rentable square feet known as Suite 4120 on the date 41st floor of the Building, each shown on the demising plan attached hereto as Exhibit H (each such Suite, or portion of such Suite, a “Potential Offering Space”). Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that any Potential Offering Space has become Available (defined below), but prior to leasing such Potential Offering Space to a party other than any existing tenant thereof, Landlord shall advise Tenant (the “Advice”) of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. For purposes hereof, any space in Tower Ill that a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is contiguous not under lease to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor third party as a portion of the Premisesdate of mutual execution and delivery of the Lease, but such Potential Offering Space shall be deemed to first become Available when Landlord has located a prospective tenant that may be interested in Tower Ill; leasing such Potential Offering Space; and (iiiii) Commencing July 1thereafter, 2019or if such Potential Offering Space is under lease to a third party as of the date of mutual execution and delivery of the Lease, any space in Tower Isuch Potential Offering Space shall be deemed to become Available when Landlord has determined that the third-party tenant of such Potential Offering Space will not extend or renew the term of its lease, but subject to the rightsor enter into a new lease, existing for such Potential Offering Space. Landlord and Tenant each acknowledge that, as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described Suite 4120 is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to occupied and under lease to a third party other than the existing tenant or licensee of the Offering SpacePaloma Securities, then Landlord shall so advise Tenant (the “Advice”)LLLC, and Suite 4150 is unoccupied and not leased. Tenant may lease such any Offering Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days 5 Business Days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an AdviceAdvice with respect to any Potential Offering Space, if: (a) A material Tenant is in default is then continuing under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named the Premises, or any portion thereof, is sublet (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 Section 11 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer, as defined in Section 11 of the Lease) prior to the date Landlord would otherwise deliver the Advice; or (d) Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice; or (e) such Potential Offering Space is not intended for the exclusive use of Tenant during the Term.

Grant of Option; Conditions. A. Subject to the terms of this Section 6, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to each of the following space in the Office Section: suites and each portion thereof (each, a “Potential Offering Space”): (i) Commencing the 7,816 rentable square feet known as Suite No. 650 on the date hereof, all space in Tower IV other than sixth (6th) floor of the Building and shown on the first floor; demising plan attached to the Lease as Exhibit F-4, and (ii) Commencing the 2,814 rentable square feet known as Suite No. 665 on the date hereof, any space in Tower Ill that is contiguous sixth (6th) floor of the Building and shown on the demising plan attached to the then Premises, whether on Lease as Exhibit F-4. Tenant’s Right of First Offer shall be exercised as follows: At any time after Landlord has determined that a floor above or below the Premises Potential Offering Space has become Available (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premisesdefined below), but in Tower Ill; (iii) Commencing July 1before leasing such Potential Offering Space to a third party, 2019Landlord, any space in Tower I, but subject to the rightsterms of this Section 6, existing shall provide Tenant with a written notice (for purposes of this Section 6, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 6.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is not leased to a third party as of the date of mutual execution and delivery of this Lease, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of the existing date of mutual execution and delivery of this Lease, such Potential Offering Space shall be deemed to become Available when Landlord has determined that (a) such third-party tenant will not extend or licensee renew the term of its lease, or enter into a new lease, for such Potential Offering Space, and (b) no occupant of such Potential Offering Space claiming under such third-party tenant will enter into a new lease for such Potential Offering Space (provided, however, that this clause (b) shall not apply unless Landlord has leased such Offering Space to such third-party tenant after the date of this Lease and as permitted under this Section 6.1). Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 6, a “Notice of Exercise”) within ten three (3) business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver receiving the Advice.

Grant of Option; Conditions. A. Subject to the terms of this Section 7, Tenant shall have a continuing right of first offer (the “Right of First Offer”) with respect to each of the following space in the Office Section: suites (and with respect to each portion of each such suite) (each such suite or portion thereof, a “Potential Offering Space”): (i) Commencing the 9,244 rentable square feet known as Suite No. 450 on the date hereof, all space in Tower IV other than 4th floor of the Building shown on the first floor; demising plan attached to this Third Amendment as Exhibit B-1 (ii) Commencing the 12,611 rentable square feet known as Suite No. 400 on the date hereof, any space in Tower Ill that is contiguous to 4th floor of the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or Building shown on the same floor demising plan attached to this Third Amendment as a portion of the PremisesExhibit B-1, but in Tower Ill; (iii) Commencing July 1the 3,668 rentable square feet known as Suite No. 410 on the 4th floor of the Building shown on the demising plan attached to this Third Amendment as Exhibit B-1, 2019, and (iv) the 45,284 rentable square feet known as Suite Nos. 600 and 700 on the 6th and 7th floors of the Building shown on the demising plan attached to this Third Amendment as Exhibit B-2. Tenant’s Right of First Offer shall be exercised as follows: At any space in Tower Itime after Landlord has determined that a Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord, subject to the rightsterms of this Section 7, existing shall provide Tenant with a written notice (for purposes of this Section 7, an “Advice”) advising Tenant of the material terms on which Landlord is prepared to lease such Potential Offering Space (sometimes referred to herein as an “Offering Space”) to Tenant, which terms shall be consistent with Section 7.2 below. For purposes hereof, a Potential Offering Space shall be deemed to become “Available” as follows: (i) if such Potential Offering Space is not leased to a third party as of the date of mutual execution and delivery of this LeaseThird Amendment, of other tenants of the Building. Any such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; and (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to lease leased to a third party other than as of the date of mutual execution and delivery of this Third Amendment, such Potential Offering Space shall be deemed to become Available when Landlord has determined that such third-party tenant, and any occupant of such Potential Offering Space claiming under such third-party tenant, will (1) with respect to Suites 450, 400 and 410, not exercise any existing tenant rights to extend or licensee renew the term of its lease that are memorialized in such tenant’s existing lease document as of the date of mutual execution and delivery of this Third Amendment, and (2) with respect to Suites 600 and 700, not extend or renew the term of its lease, or enter into a new lease, for such Potential Offering Space whether or not such extension or renewal is pursuant to the formal exercise of an existing right to extend or renew. Upon receiving an Advice, Tenant may lease the Offering Space, then Landlord shall so advise Tenant (the “Advice”). Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering to Landlord a written notice of exercise to Landlord (the for purposes of this Section 7, a “Notice of Exercise”) within ten business five (105) days after the date of receiving the Advice. In any event, Tenant’s delivery of . B. If Tenant receives an Advice but does not deliver a Notice of Exercise shall be deemed within the period of time required under Section 7.1.A above, Landlord may lease the Offering Space to be the irrevocable exercise any party on any terms determined by Tenant of Landlord in its Right of First Offer subject to sole and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default is then continuing at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease has been assigned (other than pursuant to a Related Party Transfer) prior to the date Landlord would otherwise deliver the Adviceabsolute discretion.

Grant of Option; Conditions. Tenant shall have a continuing an ongoing right of first offer (the “Right of First Offer”) with respect to adjacent, contiguous space to the following space in the Office Section: (i) Commencing Expansion Premises on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a ground floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; Expansion Building (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering ROFO Space”). If during Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the Term Landlord determines existing tenant in any ROFO Space will not extend or renew the term of its lease for such ROFO Space (in Landlord’s sole judgment) that Offering but prior to leasing such ROFO Space is available to lease to a third party other than the existing tenant or licensee of the Offering Spacetenant), then Landlord shall so advise deliver written notice to Tenant (the “AdviceROFO Notice”)) of the terms under which Landlord is prepared to lease the ROFO Space to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such ROFO Space as reasonably determined by Landlord. Tenant may lease such Offering ROFO Space in its entirety only, under the applicable terms described belowsuch terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days Business Days after the date of the Advice. In any eventROFO Notice, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advicea ROFO Notice, if: (a) A material i. Tenant is in default is then continuing under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the AdviceROFO Notice; or ii. the Expansion Premises, or any portion thereof, is sublet (b) Tenant herein named (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the AdviceROFO Notice; or (c) This iii. the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer) prior to the date Landlord would otherwise deliver the AdviceROFO Notice; or iv. Tenant is not occupying the Expansion Premises on the date Landlord would otherwise deliver the ROFO Notice (provided, however, that the Right of First Offer shall be effective upon the mutual execution of this Amendment notwithstanding that Tenant will not yet have taken initial occupancy of the Expansion Premises); or v. Tenant does not intend to use the ROFO Space for Tenant’s exclusive use during the Term; or vi. the existing tenant in the ROFO Space is interested in extending or renewing its lease for the ROFO Space or entering into a new lease for such ROFO Space.

Grant of Option; Conditions. Tenant shall have a continuing the one time right of first offer refusal (the “"Right of First Offer”Refusal") with respect to the following approximately 1,972 rentable square feet of space in the Office Section: (i) Commencing known as Suite No. 1030 on the date hereof, all space in Tower IV other than 10th floor of the Building shown on the first floor; demising plan attached hereto as Exhibit A (ii) Commencing on the date hereof"Refusal Space"). Tenant's Right of First Refusal shall be exercised as follows: when Landlord has a prospective tenant, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the existing tenant or licensee of in the Offering Refusal Space, then (the "Prospect") interested in leasing the Refusal Space, Landlord shall so advise Tenant (the “"Advice”). ") of the terms under which Landlord is prepared to lease the Refusal Space to such Prospect and Tenant may lease such Offering Space in its entirety onlythe Refusal Space, under the applicable terms described belowsuch terms, by delivering providing Landlord with written notice of exercise to Landlord (the “"Notice of Exercise”") within ten business (10) 5 days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an Advice, Advice if: (a) A material a. Tenant is in default is then continuing under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or b. the Premises, or any portion thereof, is sublet (b) Tenant herein named (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 Article XII of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This c. the Lease has been assigned (other than pursuant to a Related Party Permitted Transfer, as defined in Article XII of the Lease) prior to the date Landlord would otherwise deliver the Advice; or d. the Refusal Space is not intended for the exclusive use of Tenant during the Term; or e. the Tenant is not occupying the Premises on the date Landlord would otherwise deliver the Advice.

Grant of Option; Conditions. Tenant shall have a continuing an ongoing and continuous right of first offer refusal (the “Right of First OfferRefusal”) with respect to all of the following office space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than on the first floor; (ii) Commencing on the date hereof, any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space 15th and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion 17th floors of the PremisesBuilding (the "Refusal Space"). Tenant’s Right of First Refusal shall be exercised as follows: when Landlord is prepared to accept an offer (an “Acceptable Offer”) from a prospective tenant, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing as of the date of this Lease, of other tenants of the Building. Any such space that becomes available as hereinafter described is referred to herein as the “Offering Space”. If during the Term Landlord determines (in Landlord’s sole judgment) that Offering Space is available to lease to a third party other than the then-existing future tenant or licensee in the Refusal Space that is leasing such Refusal Space (after Tenant previously declined to give Notice of Exercise for such Refusal Space following Landlord’s delivery of an Advice in connection with such future tenant’s initial occupancy of the Offering Refusal Space), then interested in leasing the Refusal Space (the “Prospect”), Landlord shall so advise Tenant (the “"Advice”). ") of the terms of the Acceptable Offer under which Landlord is prepared to lease the Refusal Space to such Prospect and Tenant may lease such Offering Space in its entirety onlythe Refusal Space, under the applicable terms described belowsuch terms, by delivering providing Landlord with an irrevocable written notice of exercise to Landlord (the “"Notice of Exercise”") within ten 10 business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer Refusal and Landlord need not provide Tenant with an Advice, Advice if: (a) A : a. Tenant is in economic or material default is then continuing non-economic Default under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or (b) Tenant herein named (or a transferee pursuant b. the Premises, or any portion thereof, is sublet except to a Related Party Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased an Affiliate at the time Landlord would otherwise deliver the Advice; or (c) This or c. the Lease has been assigned (other than pursuant to assigned, except in case of a Related Party Permitted Transfer) , prior to the date Landlord would otherwise deliver the Advice.; or Exhibit 10.26

Grant of Option; Conditions. Tenant shall have a continuing an ongoing right of first offer (the “Right of First Offer”) with respect to each the following space in the Office Section: suites (and with respect to each portion of each such suite) (each such suite or portion thereof, a “Potential Offering Space”): (i) Commencing the 6,263 rentable square feet known as Suite No. 120 on the date hereof, all space in Tower IV other than 1st floor of the Building shown on the first floor; demising plan attached to this Amendment as Exhibit D (“Suite 120”), and (ii) Commencing the 5,762 rentable square feet referred to herein as the Reduction Space, which shall be designated as Suite No. 100, on the date 1st floor of the Building shown on the demising plan attached to this Amendment as Exhibit D (“Suite 100”). Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that any Potential Offering Space has become Available (defined below), but before leasing such Potential Offering Space to a third party, Landlord shall provide Tenant with written notice (the “Advice”) advising Tenant of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. For purposes hereof, any space in Tower Ill that a Potential Offering Space shall be deemed to become “Available” as follows: (i) except for Suite 100, if such Potential Offering Space is contiguous not under lease to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but subject to the rights, existing third party as of the date of this Lease, of other tenants mutual execution and delivery of the Building. Any Amendment, such space Potential Offering Space shall be deemed to become Available when Landlord has located a prospective tenant that becomes available as hereinafter described is referred to herein as the “may be interested in leasing such Potential Offering Space”. If during the Term Landlord determines ; (in Landlord’s sole judgmentii) that if such Potential Offering Space is available to under lease to a third party other than the existing tenant or licensee as of the date of mutual execution and delivery of the Amendment, such Potential Offering Space shall be deemed to become Available when Landlord has determined that the third-party tenant of such Potential Offering Space, then and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or renew the term of its lease, or enter into a new lease, for such Potential Offering Space; and (iii) with respect to Suite 100 (or any portion thereof) only, such Potential Offering Space shall be deemed to become Available when Landlord shall so advise Tenant (has determined that the “Advice”)first third-party tenant of such Potential Offering Space to lease such Potential Offering Space following the Reduction Effective Date, and any occupant of such Potential Offering Space claiming under such third-party tenant, will not extend or renew the term of its lease, or enter into a new lease, for such Potential Offering Space. Tenant may lease such any Offering Space in its entirety only, under the applicable terms described belowset forth in the Advice, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) days after the date of the Advice. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was given. Notwithstanding the foregoing, except that Tenant shall have no such Right of First Offer and Landlord need shall not be required to provide Tenant with an AdviceAdvice with respect to any Potential Offering Space, if: 8.1.1 Tenant is in default under the Lease (aas amended) A material default is then continuing at the time that beyond any applicable cure period when Landlord would otherwise deliver the Advice; or 8.1.2 the Premises is sublet (b) Tenant herein named (or a transferee other than pursuant to a Related Party Permitted Transfer, as defined in ARTICLE 17 of this Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This Lease 8.1.3 the Lease, as amended, has been assigned (other than pursuant to a Related Party Permitted Transfer) prior to before the date Landlord on which would otherwise deliver the Advice.; or

Grant of Option; Conditions. Tenant shall have a continuing an ongoing right of first offer (the “Right of First Offer”) with respect to the following any space in the Office Section: (i) Commencing on the date hereof, all space in Tower IV other than 1st floor of the Building as shown on the first floor; demising plan attached hereto as Exhibit A-3 (ii) Commencing on the date hereof“Option Space”, provided that any space in Tower Ill that is contiguous to the then Premises, whether on a floor above or below the Premises (including SSB Expansion Space and Early Expansion Space not added under Section 41.01 and any expansion space under Section 41.02) or on the same floor as a portion of the Premises, but in Tower Ill; (iii) Commencing July 1, 2019, any space in Tower I, but Option Space which is the subject to the rightsan Advice, existing as of the date of this Leaseherein defined, of other tenants of the Building. Any such space that becomes available as hereinafter described is shall be referred to herein as the an “Offering Space”). If Tenant’s Right of First Offer shall be exercised as follows: if during the Term Landlord determines (in Landlord’s sole reasonable judgment) that any Offering Space is available to lease to a third party other than (i) the existing tenant or licensee occupant of the Offering Space, or (ii) any person or entity then having any preexisting rights to such Offering Space which predate the date of this Lease, then Landlord shall so advise Tenant (the “Advice”)) of the economic and other terms and conditions under which Landlord is prepared to lease such Offering Space to Tenant, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. Tenant may lease such Offering Space in its entirety only, under the applicable terms described belowsuch terms, (i) by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten business (10) 5 days after the date of the Advice, and (ii) by representing and warranting to Landlord in the Notice of Exercise that the Offering Space is for the exclusive use of Tenant during the Term. In the event Tenant desires to exercise its Right of First Offer, but Tenant disagrees with Landlord’s determination of the Prevailing Market rate for the Offering Space, Tenant shall have the right to provide Landlord with a Notice of Exercise meeting the requirements set forth above within the time period specified above, but such Notice of Exercise shall also (a) indicate Tenant’s disagreement with Landlord’s determination of the Prevailing Market rate for the Offering Space, (b) set forth Tenant’s determination of the Prevailing Market rate for the Offering Space, and (c) indicate Tenant’s election to have the Prevailing Market rate determined in accordance with the provisions of Section 5.06 below. In any event, Tenant’s delivery of a Notice of Exercise shall be deemed to be the irrevocable exercise by Tenant of its Right of First Offer subject to and in accordance with the provisions of this ARTICLE 43. Any reference to the Advice below shall be a reference to the Advice with respect to which a Notice of Exercise was givenSection 5. Notwithstanding the foregoing, Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: (a) A material default a. Tenant is then continuing in Default under the Lease beyond any applicable cure periods at the time that Landlord would otherwise deliver the Advice; or b. more than 25% of the Premises (bin the aggregate) Tenant herein named is sublet (or a transferee other than pursuant to a Related Party Business Transfer, as defined in ARTICLE 17 Section 11.04 of this the Lease) is not in occupancy of at least 70% of the Premises initially leased at the time Landlord would otherwise deliver the Advice; or (c) This c. the Lease has been assigned (other than pursuant to a Related Party Business Transfer, as defined in Section 11.04 of the Lease) prior to the date Landlord would otherwise deliver the Advice; or d. Tenant has vacated or abandoned all or a portion of the Premises on the date Landlord would otherwise deliver the Advice; or e. the Offering Space is not intended for the exclusive use of Tenant during the Term; or f. the existing tenant or occupant in the Offering Space is interested in extending or renewing its lease for the Offering Space or entering into a new lease for the Offering Space or any other person or entity having any pre-existing rights in the Offering Space is interested in entering into a new lease for the Offering Space.