Common use of Option Rights Clause in Contracts

Option Rights. Landlord hereby grants the Original Tenant or an assignee permitted or approved pursuant to the terms of Article 14 of this Lease (an “Approved Assignee”), as the case may be, two (2) options to extend the Lease Term for a period of five (5) years each (each, an “Option Term”), which options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below, provided that, as of the date of delivery of such notice, Tenant is not in monetary or material non-monetary Default under this Lease, and provided further that the Original Tenant or an Approved Assignee, as the case may be, physically occupies at least eighty-five percent (85%) of the rentable square footage of the Premises. Upon the proper exercise of such option to extend, the Lease Term shall be extended for a period of five (5) years with respect to, at Tenant’s election (subject to the terms of this Section 2.2), the entire Premises or a “Permitted Portion of the Premises,” as that term is defined, below. For purposes of this Lease, a “Permitted Portion of the Premises” shall mean all (and not less than all) of the space leased by Tenant on one or more floors of the Premises; provided, however, that notwithstanding the foregoing, a Permitted Portion of the Premises must commence at the highest floor or the lowest floor above the ground floor on which space leased by Tenant is located and proceed sequentially up or down, as applicable (i.e., Tenant may not elect to “skip” a floor or partial floor on which Tenant leases space and then lease space on a subsequent full or partial floor); provided, however, that Tenant may include or exclude both of (and only both of) the Ground Floor Premises and the Basement Premises in the Permitted Portion of the Premises, at Tenant’s option (i.e., Tenant may not include one of the Ground Floor Premises and the Basement Premises and exclude the other). Tenant shall have no right to lease any space during the second Option Term which is not leased by Tenant during the first Option Term. In the event that the Permitted Portion of the Premises, as leased by Tenant during any Option Term, consists of less than three (3) full floors, then the terms of Section 1.3 of this Lease shall be void and of no further force or effect.

Option Rights. Landlord hereby grants the Original Tenant or an assignee permitted or approved pursuant to the terms of Article 14 of this Lease three (an “Approved Assignee”), as the case may be, two (23) options to extend the Lease Term for the entire Premises for a period of five (5) years each (each, an “Option Term”), subject to the provisions set forth below in this Article 2.2; provided, however, Tenant shall have no such right to extend the Lease Term for a particular Option Term unless Tenant has either exercised its option to extend the lease term for the CRG Direct Lease (as defined below) for a term which is coterminous with such Option Term, or concurrently with Tenant’s delivery of the Option Exercise Notice for such Option Term, Tenant under the CRG Direct Lease exercises its option to extend the lease term for the CRG Direct Lease for a term which is coterminous with such Option Term (either of such events is referred to herein as the “CRG Direct Lease Condition”). If Tenant properly exercises its option to extend the Lease Term for an Option Term (and provided the CRG Direct Lease Condition has been satisfied), Landlord shall be obligated to and shall immediately exercise its option to extend its then-current lease term for the concurrent or longer option term under the Master Lease, failing which Tenant shall have the right, in Landlord’s name and on Landlord’s behalf to exercise same under the Master Lease, and Master Landlord will be obligated to accept the same as being proper exercise of the applicable renewal option delivered by Landlord, as tenant under the Master Lease. Tenant’s options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below, provided that, as of the date of delivery of such notice, Tenant is not in monetary or material non-monetary Default under this Lease, below and provided further that the Original Tenant or an Approved Assignee, as the case may be, physically occupies at least eighty-five percent (85%) of the rentable square footage of the Premises. Upon the proper exercise of such option to extend, the Lease Term shall be extended for a period of five (5) years with respect to, at Tenant’s election (subject to and in accordance with the terms of and conditions set forth below in this Section 2.2), the entire Premises or a “Permitted Portion of the Premises,” as that term is defined, below. For purposes of this Lease, a “Permitted Portion of the Premises” shall mean all (and not less than all) of the space leased by Tenant on one or more floors of the Premises; provided, however, that notwithstanding the foregoing, a Permitted Portion of the Premises must commence at the highest floor or the lowest floor above the ground floor on which space leased by Tenant is located and proceed sequentially up or down, as applicable (i.e., Tenant may not elect to “skip” a floor or partial floor on which Tenant leases space and then lease space on a subsequent full or partial floor); provided, however, that Tenant may include or exclude both of (and only both of) the Ground Floor Premises and the Basement Premises in the Permitted Portion of the Premises, at Tenant’s option (i.e., Tenant may not include one of the Ground Floor Premises and the Basement Premises and exclude the other). Tenant shall have no right to lease any space during the second Option Term which is not leased by Tenant during the first Option Term. In the event that the Permitted Portion of the Premises, as leased by Tenant during any Option Term, consists of less than three (3) full floors, then the terms of Section 1.3 of this Lease shall be void and of no further force or effectArticle 2.

Option Rights. Landlord hereby grants the Original Tenant or an assignee permitted or approved pursuant to the terms of Article 14 of this Lease originally named Tenant herein (an “Approved Original Tenant“) and any Permitted Transferee Assignee”), as the case may be, two three (23) options to extend the Lease Term for a period of five (5) years each (each, an “Option Term“, and each such option, the “Option to Extend”), which options . Such Options to Extend shall be exercisable only by written notice “Notice” (as that term is defined in Section 29.18 of this Lease) delivered by Tenant to Landlord (the “Extension Exercise Notice“) as provided below, provided that, that the following conditions (the “Option Conditions“) are satisfied: (i) as of the date of delivery of such notice, Tenant is not in monetary or material non-monetary Default under this Lease; (ii) Tenant is not in Default under this Lease at the time Landlord and Tenant execute an amendment to this Lease extending the Lease Term for the applicable Option Term, and provided further that as of the Original Tenant end of the Lease Term or an Approved Assigneethe initial Option Term, as the case may be, physically occupies at least eightyTenant is not in Default under this Lease; (iii) Tenant has not previously been in Default under this Lease more than once in the immediately preceding thirty-five six (36) month period; and (iv) this Lease then remains in full force and effect and Original Tenant (or a Permitted Transferee Assignee) has not subleased more than forty percent (8540%) of the rentable square footage Premises pursuant to subleases in effect at the time the applicable Option to Extend is exercised and as of the Premisescommencement of the applicable Option Term (in each case, excluding any Permitted Transfer). Landlord may, at Landlord’s option, exercised in Landlord’s sole and absolute discretion, waive any of the Option Conditions in which case the Option to Extend, if otherwise properly exercised by Tenant, shall remain in full force and effect; provided, however, unless Landlord delivers written notice to Tenant within thirty (30) days following Tenant’s exercise of the Option to Extend stating that such exercise is invalid due to Tenant’s failure to satisfy the Option Conditions, then Landlord shall be deemed to have waived the Option Conditions. Upon the proper exercise of such option the Option to extendExtend, and provided that Tenant satisfies all of the Option Conditions (except those, if any, which are waived by Landlord), the Lease Term or the initial Option Term, as applicable, as it applies to the Premises, shall be extended for a period of five (5) years with respect to, at Tenant’s election (subject to the terms of years. The rights contained in this Section 2.2), the entire Premises 2.2 shall be personal to Original Tenant and any Permitted Transferee Assignee and may be exercised by Original Tenant or a Permitted Transferee Assignee only (and not by any other assignee, sublessee or “Permitted Portion of the PremisesTransferee,” as that term is defined, below. For purposes defined in Section 14.1 of this Lease, a “of Tenant’s interest in this Lease) if the Original Tenant or any such Permitted Portion Transfer Assignee physically occupies (as described above) at least seventy percent (70%) of the Premises” shall mean all (and not less than all) of the space leased by Tenant on one or more floors of the Premises; provided, however, that notwithstanding the foregoing, a Permitted Portion of the Premises must commence at the highest floor or the lowest floor above the ground floor on which space leased by Tenant is located and proceed sequentially up or down, as applicable (i.e., Tenant may not elect to “skip” a floor or partial floor on which Tenant leases space and then lease space on a subsequent full or partial floor); provided, however, that Tenant may include or exclude both of (and only both of) the Ground Floor Premises and the Basement Premises in the Permitted Portion of the Premises, at Tenant’s option (i.e., Tenant may not include one of the Ground Floor Premises and the Basement Premises and exclude the other). Tenant shall have no right to lease any space during the second Option Term which is not leased by Tenant during the first Option Term. In the event that the Permitted Portion of the Premises, as leased by Tenant during any Option Term, consists of less than three (3) full floors, then the terms of Section 1.3 of this Lease shall be void and of no further force or effect.

Option Rights. Landlord hereby grants the Original to Tenant or an assignee permitted or approved pursuant to the terms of Article 14 of this Lease (an “Approved Assignee”), as the case may be, two (2) options to extend the Lease Term for a period periods of five (5) years each (each, an “Option Term”the "OPTION TERMS"), which options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below. Notwithstanding any provisions of this Section 2.2 to the contrary, provided thatat Landlord's option, in addition to all of Landlord's other remedies under this Lease, Tenant shall not have the right to extend the Lease Term or first Option Term for the upcoming Option Term if as of the date of Tenant's delivery of such its exercise notice, or, at Landlord's election, as of the commencement of the upcoming Option Term, Tenant is (i) in default under this Lease after expiration of all applicable cure periods, or (ii) not in monetary or material non-monetary Default under this Lease, and provided further that the Original Tenant or an Approved Assignee, as the case may be, physically occupies occupancy of at least eighty-five seventy percent (8570%) of the rentable square footage feet of the initial Premises. Upon the proper exercise of any such option to extend, the then current Lease Term Term, as it applies to the entire Premises then leased by Tenant, shall be extended for a period of five (5) years with respect the Option Term. The right to extend contained in this Section 2.2 is personal to, at Tenant’s election (subject to and may only be exercised by, the terms original Tenant under this Lease and any permitted assignee under Section 14 of this Section 2.2)Lease (and may not be exercised by any other assignee, the entire Premises sublessee or a “Permitted Portion transferee of the Premises,” as that term is defined, below. For purposes of Tenant's interest in this Lease, a “Permitted Portion of the Premises” shall mean all (and not less than all) of the space leased by Tenant on one or more floors of the Premises; provided, however, that notwithstanding the foregoing, a Permitted Portion of the Premises must commence at the highest floor or the lowest floor above the ground floor on which space leased by Tenant is located and proceed sequentially up or down, as applicable (i.e., Tenant may not elect to “skip” a floor or partial floor on which Tenant leases space and then lease space on a subsequent full or partial floor); provided, however, that Tenant may include or exclude both of (and only both of) the Ground Floor Premises and the Basement Premises in the Permitted Portion of the Premises, at Tenant’s option (i.e., Tenant may not include one of the Ground Floor Premises and the Basement Premises and exclude the other). In no event shall Tenant shall have no right be entitled to lease any space during extend the Lease Term for the second (2nd) Option Term which is not leased by unless Tenant during has extended the initial Lease Term for the first Option Term. In the event that the Permitted Portion of the Premises, as leased by Tenant during any Option Term, consists of less than three (3) full floors, then the terms of Section 1.3 of this Lease shall be void and of no further force or effect.

Option Rights. Landlord hereby grants Provided that Tenant is not in default under this Lease at the Original time of exercise of an option to extend or at the time of the commencement of the applicable option term, Tenant or an assignee permitted or approved pursuant shall have the right to extend the terms of Article 14 Term of this Lease (an “Approved Assignee”), as the case may be, for two (2) options to extend the Lease Term for a period additional periods of five (5) years each (eachindividually and collectively, an “"Option Term”)") commencing upon the expiration of the initial term of this Lease. If Tenant elects to extend this Lease for an Option Term, which options Tenant shall give written notice ("Exercise Notice") of its exercise to Landlord not less than one hundred and eighty (180) days prior to the expiration of the Initial Term or the then current Option Term, as applicable. Tenant's failure to timely provide the Exercise Notice shall be exercisable only by written notice delivered by Tenant to Landlord as provided belowdeemed, provided that, as of the date of delivery of such without notice, Tenant is not in monetary or material non-monetary Default under a waiver of Tenant's rights to extend the Term of this Lease, and provided further that the Original Tenant or an Approved Assigneesuch time requirement shall be strictly construed. The terms, as the case may be, physically occupies at least eighty-five percent (85%) of the rentable square footage of the Premises. Upon the proper exercise of such option covenants and conditions applicable to extend, the Lease each Option Term shall be extended for a period of five (5) years with respect tothe same terms, at Tenant’s election (subject to the terms covenants and conditions of this Section 2.2), the entire Premises or a “Permitted Portion of the Premises,” as Lease except that term is defined, below. For purposes of this Lease, a “Permitted Portion of the Premises” shall mean all (and not less than alli) of the space leased by Tenant on one or more floors of the Premises; provided, however, that notwithstanding the foregoing, a Permitted Portion of the Premises must commence at the highest floor or the lowest floor above the ground floor on which space leased by Tenant is located and proceed sequentially up or down, as applicable (i.e., Tenant may not elect to “skip” a floor or partial floor on which Tenant leases space and then lease space on a subsequent full or partial floor); provided, however, that Tenant may include or exclude both of (and only both of) the Ground Floor Premises and the Basement Premises in the Permitted Portion of the Premises, at Tenant’s option (i.e., Tenant may not include one of the Ground Floor Premises and the Basement Premises and exclude the other). Tenant shall have no right not be entitled to lease any space during further option to extend after the second Option Term and (ii) the Rent for each Option Term shall be adjusted as provided in this Paragraph 3.2. The option to extend granted to Tenant pursuant to this Paragraph 3.2 shall not be assignable to any successor assign of Tenant, without the written consent of Landlord, unless the assignment is of all of the space then subject to this Lease, or at a minimum, all of the second floor, in which event the option to extend shall be assignable subject to the provisions herein contained on assignment. It is not leased by Tenant during the first Option Term. In the event understood that the Permitted Portion options to extend, whether or not subject to an assignment, may be for all of the Premises, as leased by Tenant during any Option Term, consists of less than three (3) full floors, space then the terms of Section 1.3 of subject to this Lease shall be void and or, at the election of no further force or effectTenant, all of the second floor.

Option Rights. Landlord hereby grants the Original Tenant or an assignee permitted or approved pursuant to the terms of Article 14 of this Lease originally named Tenant herein (an “Approved "Original Tenant") and any Permitted Transferee Assignee”), as the case may be, two (2) options to extend the Lease Term for a period of five (5) years each (each, an "Option Term", and each such option, the “Option Termto Extend”), which options . Such Options to Extend shall be exercisable only by written notice "Notice" (as that term is defined in Section 29.18 of this Lease) delivered by Tenant to Landlord (the “Extension Exercise Notice”) as provided below, provided that, that the following conditions (the "Option Conditions") are satisfied: (i) as of the date of delivery of such notice, Tenant is not in monetary or material non-monetary Default under this Lease; (ii) Tenant is not in Default under this Lease at the time Landlord and Tenant execute an amendment to this Lease extending the Lease Term for the applicable Option Term, and provided further that as of the Original Tenant end of the Lease Term or an Approved Assigneethe initial Option Term, as the case may be, physically occupies at least eighty-five Tenant is not in Default under this Lease; (iii) Tenant has not previously been in Default under this Lease more than once in the immediately preceding thirty six (36) month period; and (iv) this Lease then remains in full force and effect and Original Tenant (or a Permitted Transferee Assignee) has not subleased more than fifty percent (8550%) of the rentable square footage Premises pursuant to subleases in effect at the time the applicable Option to Extend is exercised and as of the Premisescommencement of the applicable Option Term (in each case, excluding any Permitted Transfer). Landlord may, at Landlord's option, exercised in Landlord's sole and absolute discretion, waive any of the Option Conditions in which case the Option to Extend, if otherwise properly exercised by Tenant, shall remain in full force and effect; provided, however, unless Landlord delivers written notice to Tenant within thirty (30) days following Tenant’s exercise of the Option to Extend stating that such exercise is invalid due to Tenant's failure to satisfy the Option Conditions, then Landlord shall be deemed to have waived the Option Conditions. Upon the proper exercise of such option the Option to extendExtend, and provided that Tenant satisfies all of the Option Conditions (except those, if any, which are waived by Landlord), the Lease Term or the initial Option Term, as applicable, as it applies to the Premises, shall be extended for a period of five (5) years with respect toyears. The rights contained in this 795678.02/WLA376514-00007/1-28-19/ctl/ctl -7- 630 ROSEVILLE PARKWAY[Penumbra, at Tenant’s election (subject to the terms of this Section 2.2), the entire Premises or a “Permitted Portion of the Premises,” as that term is defined, below. For purposes of this Lease, a “Permitted Portion of the Premises” shall mean all (and not less than all) of the space leased by Tenant on one or more floors of the Premises; provided, however, that notwithstanding the foregoing, a Permitted Portion of the Premises must commence at the highest floor or the lowest floor above the ground floor on which space leased by Tenant is located and proceed sequentially up or down, as applicable (i.e., Tenant may not elect to “skip” a floor or partial floor on which Tenant leases space and then lease space on a subsequent full or partial floor); provided, however, that Tenant may include or exclude both of (and only both of) the Ground Floor Premises and the Basement Premises in the Permitted Portion of the Premises, at Tenant’s option (i.e., Tenant may not include one of the Ground Floor Premises and the Basement Premises and exclude the other). Tenant shall have no right to lease any space during the second Option Term which is not leased by Tenant during the first Option Term. In the event that the Permitted Portion of the Premises, as leased by Tenant during any Option Term, consists of less than three (3) full floors, then the terms of Section 1.3 of this Lease shall be void and of no further force or effect.Inc.]