Common use of Option Period Monthly Rent Clause in Contracts

Option Period Monthly Rent. For the purposes of this section, the "then-fair market rental value of the premises" means what a Landlord under no compulsion to lease the premises and a Tenant under no compulsion to lease the premises would determine as rents (including initial monthly rent and rental increases) for the option period, as of its commencement, taking into consideration the uses permitted under this lease, the quality, size, design and location of the premises, and the rent for comparable buildings located in the vicinity of the premises. Except, however, that the initial monthly rent and yearly rent increases for the option period shall not be less than that provided during the initial lease term. Landlord and Tenant shall have thirty (30) days after Landlord receives the option notice within which to agree on the then-fair market rental value of the premises. If Landlord and Tenant are unable to agree on the then-fair market value of the premises during that period, the then-fair market rental value of the premises shall be determined as follows: Within seven (7) days after the expiration of the thirty (30) day period set forth in the preceding paragraph, Landlord and Tenant shall each, at their own expense, appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in the area in which the premises are located to determine the then-fair market rental value of the premises. If either Landlord or Tenant does not appoint an appraiser within ten (10) days after receiving notice by the other of the name of its appraiser, the single appraiser appointed will be the sole appraiser and will set the then-fair market rental value of the premises. If two appraisers are appointed, they will meet promptly and attempt to agree upon the then-fair market rental value of the premises. If the two appraisers are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select a third appraiser within ten (10) days after said thirty (30) day period. If they are unable to agree on the third appraiser, either Landlord or Tenant, by giving ten (10) days' prior notice to the other, can apply to the president of the Alameda County Real Estate Board or the American Arbitration Association for the selection of a third appraiser. The third appraiser, however selected, must meet the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or Tenant. Landlord and Tenant shall each bear one-half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. Within thirty (30) days after the selection of the third appraiser, the appraisers shall attempt to agree upon the then-fair market rental value of the premises. If a majority of the appraisers is unable to so agree, the three appraisals will be averaged and the average shall be the then-fair market rental value of the premises.

Option Period Monthly Rent. For the purposes of this section, the "then-fair market rental value of the premises" means what a Landlord under no compulsion to lease the premises and a Tenant under no compulsion to lease the premises would determine as rents (including initial monthly rent and rental increases) for the option period, as of its commencement, taking into consideration the uses permitted under this lease, the quality, size, design and location of the premises, and the rent for comparable buildings located in the vicinity of the premises. Except, however, that the initial monthly rent and yearly rent increases for the option period shall not be less than that provided during the initial lease term. Landlord and Tenant shall have thirty (30) days after Landlord receives the option notice within which to agree on the then-fair market rental value of the premises. If Landlord and Tenant are unable to agree on the then-fair market value of the premises during that period, the then-fair market rental value of the premises shall be determined as follows: Within seven (7) days after the expiration of the thirty (30) day period set forth in the preceding paragraph, Landlord and Tenant shall each, at their own expense, appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in the area in which the premises are located to determine the then-fair market rental value of the premises. If either Landlord or Tenant does not appoint an appraiser within ten (10) days after receiving notice by the other of the name of its appraiser, the single appraiser appointed will be the sole appraiser and will set the then-then- fair market rental value of the premises. If two appraisers are appointed, they will meet promptly and attempt to agree upon the then-fair market rental value of the premises. If the two appraisers are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select a third appraiser within ten (10) days after said thirty (30) day period. If they are unable to agree on the third appraiser, either Landlord or Tenant, by giving ten (10) days' prior notice to the other, can apply to the president of the Alameda County Real Estate Board or the American Arbitration Association for the selection of a third appraiser. The third appraiser, however selected, must meet the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or Tenant. Landlord and Tenant shall each bear one-half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. Within thirty (30) days after the selection of the third appraiser, the appraisers shall attempt to agree upon the then-fair market rental value of the premises. If a majority of the appraisers is unable to so agree, the three appraisals will be averaged and the average shall be the then-fair market rental value of the premises.

Option Period Monthly Rent. For the purposes of this section, the "then-fair market rental value of the premises" means what a Landlord under no compulsion to lease the premises and a Tenant under no compulsion to lease the premises would determine The Monthly Rent for each Option -------------------------- Period shall be determined as rents follows: (including initial monthly rent and rental increasesi) for the option period, as of its commencement, taking into consideration the uses permitted under this lease, the quality, size, design and location of the premises, and the rent for comparable buildings located in the vicinity of the premises. Except, however, that the initial monthly rent and yearly rent increases for the option period shall not be less than that provided during the initial lease term. Landlord and Tenant The parties shall have thirty (30) days after Landlord receives the option notice Option Notice within which to agree on the then-Monthly Rent for the first year of the Option Period based upon the then fair market rental value of the premisesPremises as defined in Paragraph 38.B.(ii). If Landlord the -27- parties agree on the Monthly Rent for the first year of the Option Period within thirty (30) days, they shall immediately execute an amendment to this Lease stating the Monthly Rent for the first year of the Option Period and Tenant the increases in Monthly Rent during such Option Period which shall be calculated as provided in Paragraph 38.C. If the parties are unable to agree on the then-fair market value Monthly Rent for the first year of the premises during that periodOption Period within thirty (30) days, then, the then-Monthly Rent for the first year of the Option Period shall be the then current fair market rental value of the premises Premises as determined in accordance with Paragraph 38.B.(iii). (ii) The "then fair market rental value of the Premises" shall be determined defined to mean the fair market rental value of the Premises as follows: of the commencement of the Option Period, taking into consideration Tenant's obligation to pay additional rent and expenses, the uses permitted under this Lease, the quality, size, design, age and location of the Premises, the rent for comparable buildings located in Sunnyvale, including any economic incentives such as free rent and tenant improvement allowances. In no event shall the fair market monthly rental value of the Premises for the first year of the Option Period be less than the Monthly Rent last payable under the Lease. (iii) Within seven thirty (730) days after the expiration of the thirty (30) day period set forth in the preceding paragraphParagraph 38.B.(i), Landlord and Tenant shall eacheach party, at their own expenseits cost and by giving notice to the other party, shall appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in the area in which the premises Premises are located to determine appraise and set the then-fair market rental value of the premisesMonthly Rent. If either Landlord or Tenant a party does not appoint an appraiser within ten (10) days after receiving notice by the other of the name of its appraisersuch 30-day period, the single appraiser appointed will shall be the sole appraiser and will shall set the then-fair market rental value of the premisesMonthly Rent. If the two (2) appraisers are appointedappointed by the parties as stated in this paragraph, they will shall meet promptly and attempt to agree upon set the then-fair market rental value of the premisesMonthly Rent. If the two appraisers they are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select elect a third appraiser meeting the qualifications stated in this paragraph within ten fifteen (1015) days after said thirty the last day the two (302) day periodappraisers are given to set the Monthly Rent. If they are unable to agree on the third appraiser, either Landlord or Tenantof the parties to this Lease, by giving ten (10) days' prior notice to the otherother party, can apply to the president then Presiding Judge of the Alameda Santa Xxxxx County Real Estate Board or the American Arbitration Association Superior Court, for the selection of a third appraiser. The third appraiser, however selected, must meet appraiser who meets the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or Tenantparagraph. Landlord and Tenant Each of the parties shall each bear one-one- half (( 1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. The third appraiser, however selected, shall be a person who has not previously acted in any capacity for either party. Within thirty (30) days after the selection of the third appraiser, a majority of the appraisers shall attempt to agree upon set the then-fair market rental value of the premisesMonthly Rent. If a majority of the appraisers is are unable to so agreeset the Monthly Rent within the stipulated period of time, the three (3) appraisals will for either unresolved item shall be averaged added together and their total divided by three (3); the average resulting quotient shall be the then-fair market rental value Monthly Rent. If, however, the low appraisal and/or the high appraisal are/is more than ten percent (10%) lower and/or higher than the middle appraisal, the low appraisal and/or the high appraisal shall be disregarded. If only one appraisal is disregarded, the remaining two (2) appraisals shall be added together and their total divided by two (2); the resulting quotient shall be the Monthly Rent. If both the low appraisal and the high appraisal are disregarded as stated in this paragraph, then only the middle appraisal shall be used as the result of the premisesappraisal. After the Monthly Rent has been set, the appraisers shall immediately notify the parties and the parties shall amend this Lease to set forth such amount.

Option Period Monthly Rent. For The monthly rent for each Option Period shall be determined as follows: (a) The parties shall have fifteen (15) days after Lessor receives the purposes of this section, Option Notice within which to agree on the "then-monthly rent for the Option Period in question based upon the then fair market rental value of the premises" means what a Landlord under no compulsion to lease Premises as defined in Paragraph 53.2(b). If the premises and a Tenant under no compulsion to lease parties agree on the premises would determine as rents (including initial monthly rent and rental increases) for the option periodOption Period within fifteen (15) days, they shall immediately execute an amendment to this Lease stating the monthly rent for the Option Period. If the parties are unable to agree on the monthly rent for the Option Period within fifteen (15) days, then, the monthly rent for the Option Period shall be the then current fair market rental value of the Premises as determined in accordance with Paragraph 53.2(c). (b) The "then fair market rental value of the Premises" shall be defined to mean the fair market rental value of the Premises as of its commencementthe commencement of the Option Period, taking into consideration the uses permitted under this leaseLease, the quality, size, design and location of the premisesPremises, and the rent for comparable buildings located in Sunnyvale. In no event shall the vicinity of the premises. Except, however, that the initial monthly rent and yearly rent increases for the option period shall not be less than that provided during the initial lease term. Landlord and Tenant shall have thirty (30) days after Landlord receives the option notice within which to agree on the then-fair market monthly rental value of the premises. If Landlord and Tenant are unable to agree on Premises for the then-fair market value of Option Period be less than the premises during that period, monthly rent last payable under the then-fair market rental value of the premises shall be determined as follows: Lease. (c) Within seven (7) days after the expiration of the thirty fifteen (3015) day period set forth in the preceding paragraphParagraph 53.2(a), Landlord and Tenant shall eacheach party, at their own expenseits cost and by giving notice to the other party, shall appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in the area in which the premises Premises are located to determine appraise and set the then-fair market rental value of the premisesmonthly rent. If either Landlord or Tenant a party does not appoint an appraiser within ten (10) days after receiving notice by the other party has given notice of the name of its appraiser, the single appraiser appointed will shall be the sole appraiser and will shall set the then-fair market rental value of the premisesmonthly rent. If the two (2) appraisers are appointedappointed by the parties as stated in this paragraph, they will shall meet promptly and attempt to agree upon set the then-fair market rental value of the premisesmonthly rent. If the two appraisers they are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select elect a third appraiser meeting the qualifications stated in this paragraph within ten (10) days after said thirty the last day the two (302) day periodappraisers are given to set the monthly rent. If they are unable to agree on the third appraiser, either Landlord or Tenantof the parties to this Lease, by giving ten (10) days' prior notice to the otherother party, can apply to the president then Presiding Judge of the Alameda Santa Xxxxx County Real Estate Board or the American Arbitration Association Superior Court for the selection of a third appraiser. The third appraiser, however selected, must meet appraiser who meets the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or Tenantparagraph. Landlord and Tenant Each of the parties shall each bear one-half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. The third appraiser, however selected, shall be a person who has not previously acted in any capacity for either party. Within thirty (30) days after the selection of the third appraiser, a majority of the appraisers shall attempt to agree upon set the then-fair market rental value of the premisesmonthly rent. If a majority of the appraisers is are unable to so agreeset the monthly rent within the stipulated period of time, the three (3) appraisals will shall be averaged added together and their total divided by three (3); the average resulting quotient shall be the then-fair market rental value monthly rent. If, however, the low appraisal and/or the high appraisal are/is more than ten percent (10%) lower and/or higher than the middle appraisal, the low appraisal and/or the high appraisal shall be disregarded. If only one appraisal is disregarded, the remaining two (2) appraisals shall be added together and their total divided by two (2); the resulting quotient shall be the monthly rent. If both the low appraisal and the high appraisal are disregarded as stated in this paragraph, then only the middle appraisal shall be used as the result of the premisesappraisal. After the monthly rent has been set, the appraisers shall immediately notify the parties and the parties shall amend this Lease to set forth such amount.

Option Period Monthly Rent. For In the purposes event Tenant exercises Tenant's option with respect to the First Option Period or Second Option Period pursuant to subparagraphs (A)(i) or (B)(i), above, the minimum monthly rent shall be as proposed by Landlord; in the event Tenant exercises Tenant's option pursuant to subparagraphs (A)(ii) or (B)(ii), above, the minimum monthly rent for the First Option Period (or Second Option Period, if applicable) shall be determined as follows: 1. The minimum monthly rent for the First Option Period (or Second Option Period, as applicable) shall be the then-fair market rental value of this sectionthe Premises, as determined in accordance with paragraph (C) (2), below. 2. The "then-fair market rental value of the Premises" shall be the minimum monthly rent for the First Option Period (or Second Option Period, as applicable) (which may not necessarily result in level rentals throughout the five (5) year term, but may provide for increased rentals during the term). In no event shall the "then-fair market rental value of the premisesPremises" means what a Landlord under no compulsion to lease the premises and a Tenant under no compulsion to lease the premises would determine as rents (including initial result in minimum monthly rent and rental increases) for the option period, as of its commencement, taking into consideration the uses permitted under this lease, the quality, size, design and location of the premises, and the rent for comparable buildings located in the vicinity of the premises. Except, however, that the initial monthly rent and yearly rent increases for the option period shall not be an amount less than that provided during in effect immediately prior to the initial lease termexpiration of the First Option Period (or Second Option Period, as applicable). Landlord and Tenant shall have thirty (30) days after Landlord receives To determine the option notice within which to agree on the "then-fair market rental value of the premises. If Premises," Landlord and Tenant are unable to agree on the then-fair market value of the premises during that period, the then-fair market rental value of the premises each shall be determined as follows: Within seven select one MAI appraiser within thirty (730) days after of Tenant's notice to Landlord pursuant to subparagraph (A)(ii) or (B)(ii) (and each MAI so selected must be an MAI who is not currently, nor has ever been, engaged by either Landlord or Tenant). The two MAI appraisers so chosen shall, within thirty (30) days of the expiration of the thirty (30) day period set forth in the preceding paragraphabove, Landlord and Tenant shall eachselect a third MAI appraiser who shall, at their own expensewithin thirty (30) days of his/her appointment, appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in the area in which the premises are located to alone determine the "then-fair market rental value of the premises. If either Landlord or Tenant does not appoint an appraiser within ten (10) days after receiving notice by Premises", analyzing and utilizing all factors which impact upon the other of the name of its appraiser, the single appraiser appointed will be the sole appraiser and will set the "then-fair market rental value of the premisesPremises", including giving effect to normal commissions, rent abatements and Landlord contributions to Tenant improvements for renewal tenants (with the proviso set forth above that base minimum rent may not be less than that in effect at the end of the Initial Term or First Option Period, as applicable). If two appraisers are appointedSaid MAI's determination shall be final, they will meet promptly binding and attempt to agree upon unappealable by the then-parties, and the parties shall thereafter enter into a Lease Extension Agreement prepared by Landlord and incorporating the fair market rental value of figure so determined by the premises. If the two appraisers are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select a third appraiser within ten (10) days after said thirty (30) day period. If they are unable to agree on the third appraiser, either Landlord or Tenant, by giving ten (10) days' prior notice to the other, can apply to the president of the Alameda County Real Estate Board or the American Arbitration Association for the selection of a third appraiser. The third appraiser, however selected, must meet the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or Tenant. Landlord and Tenant shall each bear one-half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. Within thirty (30) days after the selection of the third appraiser, the appraisers shall attempt to agree upon the then-fair market rental value of the premises. If a majority of the appraisers is unable to so agree, the three appraisals will be averaged and the average shall be the then-fair market rental value of the premisesMAI.

Option Period Monthly Rent. For The initial Monthly Rent for the purposes Option Period shall be determined as follows: (i) The parties shal have fifteen (15) days after Landlord receives the option Notice within which to agree on the initial Base Rent for the Option Period based upon ninety five percent (95%) of this section, the "then-then fair market rental value of the premises" means what a Landlord under no compulsion Premises as defined in Paragraph 44(B) (iii). If the parties agree on the initial Base Rent for the Option Period within fifteen (15) days, they shall immediately execute an amendment to lease this Lease stating the premises and a Tenant under no compulsion initial Base Rent for the Option Period. (ii) If the parties are unable to lease agree on the premises would determine as rents (including initial monthly rent and rental increases) Base Rent for the option periodPeriod within fifteen (15) days, then the initial Base Rent for the option Period shall be ninety five percent (95%) of the then current fair market rent value of the Premises as determined in accordance with Paragraph 44(B) (iv). (iii) The “then fair market rental value of the Premises” shall mean the fair market monthly rental value of the Premises as of its commencementthe commencement of the option Period, taking into consideration the uses permitted under this leaseLease, the quality, size, design and location of the premisesPremises, and the rent for comparable buildings located in Santa Xxxxx. In no event shall the vicinity then fair market monthly rent value of the premises. Except, however, that the initial monthly rent and yearly rent increases Premises for the option period shall not Period be less than that provided during the initial lease term. Landlord and Tenant shall have thirty Base Rent last payable under the Lease. (30iv) days after Landlord receives the option notice within which to agree on the then-fair market rental value of the premises. If Landlord and Tenant are unable to agree on the then-fair market value of the premises during that period, the then-fair market rental value of the premises shall be determined as follows: Within seven (7) days after the expiration of the thirty fifteen (3015) day period set forth forth. in Paragraph 44(B) (i), each party at its cost and by giving notice to the preceding paragraphother party, Landlord and Tenant shall each, at their own expense, appoint a real estate appraiser with at least five (5) years' full-’ full time commercial appraisal experience in the area in which the premises Premises are located to determine appraise and set the then-then fair market rental value of the premisesPremises for the option Period. If either Landlord or Tenant a party does not appoint an appraiser within ten (10) days after receiving notice by the other party has given notice of the name of its appraiser, the single appraiser appointed will shall be the sole sale appraiser and will shall set the then-fair market rental value of the premises. If two appraisers are appointed, they will meet promptly and attempt to agree upon the then-then fair market rental value of the premises. If the two appraisers are appointed by the parties as stated in this Paragraph, they shall meet promptly and attempt to set the then fair market rental value of the Premises. If they are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select elect a third appraiser meeting the qualifications stated in this paragraph within ten (10) days after said thirty (30) the last day periodthe two appraisers are given to set the then fair market rental value of the Premises. If they are unable to agree on the third appraiser, either Landlord or Tenantof the parties to this Lease, by giving ten (10) days' prior days notice to the otherother party, can apply to the president county Real Estate Board, or the then presiding Judge of the Alameda County Real Estate Board or the American Arbitration Association Santa Xxxxx county Superior Court, for the selection of a third appraiser. The third appraiser, however selected, must meet appraiser who meets the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or TenantParagraph. Landlord and Tenant Each of the parties shall each bear one-one half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's ’s fee. The third appraiser, however selected, shall be a person who has not previously acted in any capacity for either party. Within thirty (30) days after the selection of the third appraiser, a majority of the appraisers shall attempt to agree upon set the then-then fair market rental value of the premisesPremises. If a majority of the appraisers is are unable to so agree, set the three appraisals will be averaged and the average shall be the then-then fair market rental value of the premisesPremises within the stipulated period of time, the three appraisals shall be added together and their total divided by three; the resulting quotient shall be the then fair market rental value of the Premises. If, however, the low appraisal and/or the high appraisal are/is more than ten (10%) lower and/or higher than the middle appraisal, the low appraisal and/or the high appraisal shall be disregarded. If only one appraisal is disregarded, the remaining two appraisals shall be added together and their total divided by two; the resulting quotient shall be the then fair market rental value to the Premises. If both the low appraisal and the high appraisal are disregarded as stated in this Paragraph, the middle appraisal shall be the then fair market rental value of the Premises. After the then fair market rental value of the Premises has been set, the appraisers shall multiply said fair market rent value by ninety five percent (95%) and immediately notify the parties of the product. (v) If Tenant objects to the Base Rent that has been determined pursuant to the Paragraph 44(B) (iv), Tenant shall have the right to have this Lease expire at the end of the initial Term provided that Tenant pays for all costs incurred by Landlord in connection with the appraisal procedure. Tenant’s election to allow this Lease to expire at the end of the initial Term must be exercised by delivering written notice to exercise to Landlord within ten (10) days after the rent determination procedure set forth in Paragraph 44 (B) (iv) has been completed and Tenant has received notice of the Base Rent as determined by appraisal. If Tenant does not so exercise its election to terminate, this Lease shall be extended as provided in this paragraph.

Option Period Monthly Rent. For The Monthly Rent for the purposes first year -------------------------- of the Option Period shall be determined as follows: (a) The parties shall have ten (10) days after Landlord receives the Option Notice within which to agree on the Monthly Rent for the first year of the Option Period. If the parties agree on said Monthly Rent within ten (10) days after Landlord receives the Option Notice, they shall immediately execute an amendment to this sectionLease stating said Monthly Rent and the adjustments to said Monthly Rent as provided for below. (b) If the parties are unable to agree on the Monthly Rent for the first year of the Option Period within ten (10) days after Landlord receives the Option Notice, the "then-then current fair market rental value of the premises" means what a Landlord under no compulsion to lease Premises shall be determined in accordance with Paragraph 4.B.(ii)(d) below and the premises and a Tenant under no compulsion to lease the premises would determine as rents (including initial monthly rent and rental increases) Monthly Rent for the option periodfirst year of the Option Period shall be the greater of (i) the amount which is ninety-five percent (95%) of such fair market rental value of the Premises, or (ii) Seventeen Thousand Nine Hundred Fifty-Eight and 33/100 Dollars ($17,958.33). (c) The "fair market rental value of the Premises" shall be defined to mean the fair market rental value of the Premises as of its commencementthe commencement of the Option Period, taking into consideration all relevant factors, including length of term, the uses permitted under this leaseLease, the quality, size, design and location of the premisesPremises, and the rent Monthly Rent for premises comparable to the Premises in buildings comparable to and located in the vicinity same general area as the Building, and also specifically taking into consideration Tenant's right under the Lease to have use of the premises. Exceptreserved parking spaces described in Paragraph 37 of this Lease, however, that which right at the initial monthly rent and yearly rent increases for the option period shall not be less than that provided during the initial lease term. time of execution of this Lease Landlord and Tenant shall have thirty (30) days after Landlord receives the option notice within which to agree on the then-fair market rental agreed had a value of the premises. If Landlord and Tenant are unable to agree on the then-fair market value Two Thousand Five Hundred Dollars ($2,500.00) per month for each month of the premises during that period, the then-fair market rental value of the premises shall be determined as follows: Within initial seven (7) year Term. (d) Within five (5) days after the expiration of the thirty ten (3010) day period set forth in the preceding paragraph, Landlord and Tenant shall eachParagraph 4.B.(ii)(b) each party, at their own expenseits cost and by giving notice to the other party, shall appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in the area in which the premises Premises are located to determine appraise and set the then-then fair market rental value of the premisesPremises for the first year of the Option Period. If either Landlord or Tenant a party does not appoint an appraiser within ten this five (105) days after receiving notice by the other of the name of its appraiserday time period, the single appraiser appointed will shall be the sole appraiser and will shall set the then-then fair market rental value of the premisesPremises. If the two appraisers are appointedappointed by the parties as stated in this Paragraph 4.B.(ii)(d), they will shall meet promptly and attempt to agree upon set the then-then fair market rental value of the premisesPremises. If the two appraisers they are unable to agree within thirty fifteen (3015) days after the second appraiser has been appointed, they shall attempt to select elect a third appraiser within ten (10) days after said thirty (30) day period. If they are unable to agree on the third appraiser, either Landlord or Tenant, by giving ten (10) days' prior notice to the other, can apply to the president of the Alameda County Real Estate Board or the American Arbitration Association for the selection of a third appraiser. The third appraiser, however selected, must meet meeting the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or Tenant. Landlord and Tenant shall each bear one-half Paragraph 4.B.(ii)(d) within five (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. Within thirty (305) days after the selection of last day the third appraiser, two appraisers are given to set the appraisers shall attempt to agree upon the then-then fair market rental value of the premises. If a majority of the appraisers is unable to so agree, the three appraisals will be averaged and the average shall be the then-fair market rental value of the premises.of

Option Period Monthly Rent. For The Monthly Rent for the purposes of this sectionOption Period, which shall include the "then-initial Monthly Rent and all adjustments, shall be determined as follows: (i) The parties shall have fifteen (15) days after Landlord receives the Option Notice within which to agree on the Monthly Rent for the Option Period based upon the then fair market rental value of the premises" means what a Landlord under no compulsion to lease Premises as defined in Paragraph B (iii). If the premises and a Tenant under no compulsion to lease parties agree on the premises would determine as rents (including initial monthly rent and rental increases) Monthly Rent for the option periodOption Period within fifteen (15) days, they shall immediately execute an amendment to this Lease stating the Monthly Rent for the Option Period. (ii) If the parties are unable to agree on the Monthly Rent for the Option Period within fifteen (15) days, then, the Monthly Rent for the Option Period shall be the then current fair market rental value of the Premises as determined in accordance with Paragraph B (iv). (iii) The "then fair market rental value of the Premises" shall be defined to mean the fair market rental value of the Premises as of its commencementthe commencement of the Option Period, taking into consideration the uses permitted under this leaseLease, the quality, size, design and location of the premisesPremises, and the rent for comparable buildings located in Pleasanton. In no event shall the vicinity fair market monthly value of the premises. Except, however, that the initial monthly rent and yearly rent increases Premises for the option period shall not Option Period be less than that provided during the initial lease term. Landlord and Tenant shall have thirty Monthly Rent last payable under the Lease. (30iv) days after Landlord receives the option notice within which to agree on the then-fair market rental value of the premises. If Landlord and Tenant are unable to agree on the then-fair market value of the premises during that period, the then-fair market rental value of the premises shall be determined as follows: Within seven (7) days after the expiration of the thirty fifteen (3015) day period set forth in the preceding paragraphParagraph 51.B (ii), Landlord and Tenant shall eacheach party, at their own expenseits cost and by giving notice to the other party, shall appoint a real estate appraiser with at least five (5) years' full-full time commercial appraisal experience in the area in which the premises Premises are located to determine appraise and set the then-then fair market rental value of the premisesPremises for the Option Period. If either Landlord or Tenant a party does not appoint an appraiser within ten (10) days after receiving notice by the other party has given notice of the name of its appraiser, the single appraiser appointed will shall be the sole appraiser and will shall set the then-then fair market rental value of the premisesPremises. If the two (2) appraisers are appointedappointed by the parties as stated in this paragraph, they will shall meet promptly and attempt to agree upon set the then-then fair market rental value of the premisesPremises. If the two appraisers they are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select elect a third appraiser meeting the qualifications stated in this paragraph within ten (10) days after said thirty the last day the two (302) day periodappraisers are given to set the then fair market rental value of the Premises. If they are unable to agree on the third appraiser, either Landlord or Tenantof the parties to this Lease, by giving ten (10) 16 days' prior notice to the otherother party, can apply to the president then President of the Alameda County Real Estate Board or to the American Arbitration Association then President Judge of the Alameda County Superior Court, for the selection of a third appraiser. The third appraiser, however selected, must meet appraiser who meets the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or Tenantparagraph. Landlord and Tenant Each of the parties shall each bear one-half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. The third appraiser, however selected, shall be a person who has not previously acted in any capacity for either party. Within thirty (30) days after the selection of the third appraiser, a majority of the appraisers shall attempt to agree upon set the then-then fair market rental value of the premisesPremises. If a majority of the appraisers is are unable to so agree, set the three appraisals will be averaged and the average shall be the then-then fair market rental value of the premises.Premises within the stipulated period of time, the three (3) appraisals shall be added together and their total divided by three (3); the resulting quotient shall be the then fair market rental value of the Premises. If, however, the low appraisal and/or the high appraisal are/is more than ten percent (10%) lower and/or higher than the middle appraisal, the low appraisal and/or the high appraisal shall be disregarded. If only one (1) appraisal is disregarded, the remaining two (2) appraisals shall be added together and their total divided by two (2); the resulting quotient shall be the then fair market rental value of the Premises. If both the low appraisal and the high appraisal are disregarded as stated in this paragraph, the middle appraisal shall be the then fair market rental value of the Premises. After the then fair market rental value of the Premises has been set, the appraisers shall immediately notify the parties and the Monthly Rent for the Option Period shall be such amount. Except as expressly provided herein, the Lease shall remain in full force and effect. LANDLORD: TENANT: Hacienda Park Associates Pro Business Payroll A California General Partnership A California Corporation

Option Period Monthly Rent. For The Monthly Rent for the purposes of this section, Option Period shall be determined as follows: (i) The parties shall have fifteen (15) days after Landlord receives the "then-Option Notice within which to agree on the Monthly Rent for the Option Period based upon the then fair market rental value of the premises" means what a Landlord under no compulsion to lease Premises as defined in Paragraph 38.B.(ii). If the premises and a Tenant under no compulsion to lease parties agree on the premises would determine as rents (including initial monthly rent and rental increases) Monthly Rent for the option periodOption Period within fifteen (15) days, they shall immediately execute an amendment to this Lease stating the Monthly Rent for the Option Period. If the parties are unable to agree on the Monthly Rent for the Option Period within fifteen (15) days, then, the Monthly Rent for the Option Period shall be the then current fair market rental value of the Premises as determined in accordance with Paragraph 38.B.(iii), subject to such periodic increases in Monthly Rent as are then customary, in both amount or percentage amounts and frequency, for leases similar to this Lease taking into consideration the same items considered in determining the then fair market rental value of the Premises. (ii) The "then fair market rental value of the Premises" shall be defined to mean the fair market rental value of the Premises as of its commencementthe commencement of the Option Period, taking into consideration Tenant's obligation to pay additional rent and expenses, the uses permitted under this leaseLease, the quality, size, design design, age and location of the premisesPremises, and the rent for comparable buildings located in Milpitas. In no event shall the vicinity of the premises. Except, however, that the initial monthly rent and yearly rent increases for the option period shall not be less than that provided during the initial lease term. Landlord and Tenant shall have thirty (30) days after Landlord receives the option notice within which to agree on the then-fair market monthly rental value of the premises. If Landlord and Tenant are unable to agree on Premises for the then-fair market value of Option Period be less than the premises during that period, Monthly Rent last payable under the then-fair market rental value of the premises shall be determined as follows: Lease. (iii) Within seven (7) days after the expiration of the thirty fifteen (3015) day period set forth in the preceding paragraphParagraph 38.B.(i), Landlord and Tenant shall eacheach party, at their own expenseits cost and by giving notice to the other party, shall appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in the area in which the premises Premises are located to determine appraise and set the then-fair market rental value of the premisesMonthly Rent. If either Landlord or Tenant a party does not appoint an appraiser within ten (10) days after receiving notice by the other party has given notice of the name of its appraiser, the single appraiser appointed will shall be the sole appraiser and will shall set the then-fair market rental value of the premisesMonthly Rent. If the two (2) appraisers are appointedappointed by the parties as stated in this paragraph, they will shall meet promptly and attempt to agree upon set the then-fair market rental value of the premisesMonthly Rent. If the two appraisers they are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select elect a third appraiser meeting the qualifications stated in this paragraph within ten (10) days after said thirty the last day the two (302) day periodappraisers are given to set the Monthly Rent. If they are unable to agree on the third appraiser, either Landlord or Tenantof the parties to this Lease, by giving ten (10) days' prior notice to the otherother party, can apply to the president then Presiding Judge of the Alameda Santa Xxxxx County Real Estate Board or the American Arbitration Association Superior Court, for the selection of a third appraiser. The third appraiser, however selected, must meet appraiser who meets the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or Tenantparagraph. Landlord and Tenant Each of the parties shall each bear one-half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. The third appraiser, however selected, shall be a person who has not previously acted in any capacity for either party. Within thirty (30) days after the selection of the third appraiser, a majority of the appraisers shall attempt to agree upon set the then-fair market rental value of the premisesMonthly Rent. If a majority of the appraisers is are unable to so agreeset the Monthly Rent within the stipulated period of time, the three (3) appraisals will for either unresolved item shall be averaged added together and their total divided by three (3); the average resulting quotient shall be the then-fair market rental value Monthly Rent. If, however, the low appraisal and/or the high appraisal are/is more than ten percent (10%) lower and/or higher than the middle appraisal, the low appraisal and/or the high appraisal shall be disregarded. If only one appraisal is disregarded, the remaining two (2) appraisals shall be added together and their total divided by two (2); the resulting quotient shall be the Monthly Rent. If both the low appraisal and the high appraisal are disregarded as stated in this paragraph, then only the middle appraisal shall be used as the result of the premisesappraisal. After the Monthly Rent has been set, the appraisers shall immediately notify the parties and the parties shall amend this Lease to set forth such amount.

Option Period Monthly Rent. For the purposes of this section, the "then-fair market rental value of the premises" means what a Landlord under no compulsion to lease the premises and a Tenant under no compulsion to lease the premises would determine as rents (including initial The monthly rent and rental increases) for the option period, as of its commencement, taking into consideration the uses permitted under this lease, the quality, size, design and location of the premises, and the rent for comparable buildings located in the vicinity of the premises. Except, however, that the initial monthly rent and yearly rent increases for the each such option period shall not will be less than that provided during the initial lease term. determined as follows:: (i) Landlord and Tenant shall will have thirty fifteen (3015) business days after Landlord receives the option notice Option Notice within which to agree on the then-fair market rental value of the premisesPremises as defined in Subsection (b)(iii) below; provided, however, that the Base Rent for the Option Period shall be equal to ninety-five percent (95%) of the then-fair market rental value (except that if prior to the commencement of the Option Period Tenant has sublet its interest in all or any portion of the Premises, other than a sublet pursuant to Subsection 14(a) that does not require Landlord's consent to a subsidiary or successor by merger of Tenant, the Base Rent for the Option Period shall be equal to one hundred (100%) percent of the then-fair market value). If Landlord and Tenant they agree on the Base Rent for the Option Period within fifteen (15) business days, they will amend this Lease by stating the new Base Rental for the Option Period. (ii) If they are unable to agree on the Base Rent for the Option Period within fifteen (15) business days, then-fair market value , Base Rent for the Option Period will be 95% of the premises during that period, the then-fair market rental value of the premises shall be Premises as determined in accordance with Subsection b(iv) below. (iii) The "then-fair market rental value of the Premises" means what a Landlord under no compulsion to lease the Premises and a Tenant under no compulsion to lease the Premises would determine as follows: Base Rent for such option period, as of the commencement of that option period, taking into consideration the uses permitted under this Lease, the quality, size, design, and location of the Premises, and the rent for comparable buildings located in the vicinity of Hamden, Connecticut. (iv) Within seven business (7) days after the expiration of the thirty fifteen (3015) business day period set forth in the preceding paragraphparagraph b (ii), Landlord and Tenant shall each, at their own expense, will each appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in the area in which the premises Premises are located to determine appraise the then-fair market rental value of the premisesPremises. If either Landlord or Tenant does not appoint an appraiser within ten (10) business days after receiving notice by the other has given notice of the name of its appraiser, the single appraiser appointed will be the sole appraiser and will set the then-fair market rental value of the premisesPremises. If two appraisers are appointedappointed pursuant to this paragraph, they will meet promptly and attempt to agree upon set the then-fair market rental value of the premisesPremises. If the two appraisers they are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall will attempt to select elect a third appraiser meeting the qualifications stated in this paragraph within ten (10) business days after said thirty (30) the last day periodthe two appraisers are given to set the then fair market rental value of the premises. If they are unable to agree on the third appraiser, either Landlord or Tenant, by giving ten (10) business days' prior notice to the other, can apply to the president of the Alameda County Real Estate Board or the American Arbitration Association for the selection of a third appraiser. The third appraiser, however selected, must meet appraiser who meets the qualifications stated in this subsection and be a person who has not previously acted in any capacity for either Landlord or Tenantparagraph. Landlord and Tenant shall each will bear one-half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. The third appraiser, however selected, must be a person who has not previously acted in any capacity for either Landlord or Tenant. Within thirty (30) days after the selection of the third appraiser, a majority of the appraisers shall attempt to agree upon will set the then-fair market rental value of the premisesPremises. If a majority of the appraisers is are unable to so agreeset the then-fair market rental value of the Premises within thirty (30) days after selection of the third appraiser, the three appraisals will be averaged and the average shall will be the then-fair market rental value of the premisesPremises.