Common use of Option Rights Clause in Contracts

Option Rights. Landlord hereby grants Tenant three (3) 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 and shall be subject to and in accordance with the terms and conditions set forth below in this Article 2.

Option Rights. Landlord hereby grants Tenant three (3) options to extend the Lease Term for the entire Premises Premises, or any Identified Portion (as defined below), for a period of five (5) years each (each, an “Option Term”), subject to the provisions set forth below in this Article 2.2. Unless otherwise agreed to in writing by Landlord and Tenant, an “Identified Portion” is defined as the Premises, less any or all of the following space, if any, designated by Tenant in the applicable Option Exercise Notice (as defined below) as space to be eliminated from the Premises (the “Eliminated Space”): (1) Suite 1014; provided(2) Suite 1717; (3) all space leased by Tenant on any particular floor(s) in the Building (for example, howeverall space leased by Tenant on the 8th floor and/or all space leased by Tenant on the 10th floor could be eliminated by Tenant hereunder); and/or (4) any First Offer Space added pursuant to Article 21 below. Notwithstanding the foregoing, (a) Tenant shall have no such right not be permitted to extend the Lease Term hereunder for less than 90,000 rentable square feet of the Premises, (b) the Eliminated Space shall not be less than the entire rentable area of Suite 1014 if Tenant designates such Suite as Eliminated Space, (c) the Eliminated Space shall not be less than the entire rentable area of Suite 1717 if Tenant designates such Suite as Eliminated Space, (d) the Eliminated Space shall not be less than the entire rentable area of any particular space added as First Offer Space if Tenant designates First Offer Space as Eliminated Space (for example, if a particular Option Term unless Tenant has either exercised its option First Offer Space originally added to extend the lease term for Premises pursuant to Article 21 below consists of one-half (1/2) of a floor in 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 TermBuilding, Tenant under the CRG Direct Lease exercises its option may elect to extend the lease term for the CRG Direct Lease for a term which is coterminous with eliminate such Option Term (either of such events is referred to herein as the “CRG Direct Lease Condition”entire half-floor space, but not any lesser portion thereof). 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 and shall be subject to and in accordance with the terms and conditions set forth below in this Article 22.2. Upon the exercise by Tenant pursuant hereto of an option to extend, the Lease Term for the entire Premises, or Identified Portion, as applicable, shall be extended for the applicable period of five (5) years. The Lease Term for any Eliminated Space that is excluded from an Identified Portion that is the subject of a renewal hereunder by Tenant shall expire on the date immediately preceding the commencement of the applicable Option Term, and on or prior to such date, Tenant shall surrender and deliver to Landlord exclusive possession of Eliminated Space to Landlord in the condition required under Articles 8.2 and 14 of this Lease, failing which Tenant shall be deemed to be in holdover of such applicable Eliminated Space pursuant to Article 15 below.

Option Rights. Landlord hereby grants the Original Tenant three or an assignee permitted or approved pursuant to the terms of Article 14 of this Lease (3an “Approved Assignee”), as the case may be, two (2) 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 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 and in accordance with 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 conditions set forth below 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 Article 2Lease shall be void and of no further force or effect.

Option Rights. Landlord hereby grants the Tenant three named in this Lease (3the “Original Tenant”) two (2) options (“Options”) to extend the Lease Term for the entire Premises “Extension Premises” (as that term is defined below) for a period periods 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 Options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below and shall be subject to and in accordance with the terms and conditions set forth below below. The rights contained in this Article 231 shall be personal to the Original Tenant and may only be exercised by the Original Tenant (and not any assignee, sublessee or other transferee of the Original Tenant’s interest in this Lease other than an Affiliated Assignee) if the Original Tenant, in conjunction with any Affiliate(s), occupies at least [***] percent ([***]%) of the Premises as of the date of Tenant’s Acceptance (as defined in Section 31(c) below). Tenant shall not be entitled to exercise the second (2nd) Option unless the Term has previously been extended for the first (1st) Option Term. Tenant shall have the unilateral right to irrevocably release, at any time prior to delivery of Tenant’s Acceptance for an applicable Option, either or both Options upon delivery of written notice of such release to Landlord. The term “Extension Premises” shall mean, at Tenant’s election, either (i) all of the Premises then leased by Tenant, or (ii) all of the 26642 Building plus any or all of the space then leased by Tenant in the 26672 Building, provided that (A) Tenant must elect to include all or none of the space on the second (2nd) floor of the 26672 Building in the Extension Premises, (B) except as provided in subsection (C) below, Tenant may elect to include space on the first (1st) and/or third (3rd) floor of the 26672 Building in the Extension Premises only on a suite-by-suite basis (based upon suites that were existing at the time such space was delivered to Tenant or, in the case of Suites 100 and 150 of the 26672 Building only, were demised as part of the Improvements) and may not include only a portion of any such suite(s) in the Extension Premises, and (C) if Tenant then leases all of the first (1st) or third (3rd) floor of the 26672 Building and Tenant removes the common area corridor on such floor, then notwithstanding subsection (B), Tenant must include all or none of such floor in the Extension Premises.. Tenant shall designate the Extension Premises in Tenant’s Interest Notice under Section 31 below.

Option Rights. Landlord hereby grants the Tenant three named in this Lease (3the “Original Tenant”) two (2) options (“Options”) to extend the Lease Term for the entire Premises “Extension Premises” (as that term is defined below) for a period periods 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 Options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below and shall be subject to and in accordance with the terms and conditions set forth below below. The rights contained in this Article 231 shall be personal to the Original Tenant and may only be exercised by the Original Tenant (and not any assignee, sublessee or other transferee of the Original Tenant’s interest in this Lease other than an Affiliated Assignee) if the Original Tenant, in conjunction with any Affiliate(s), occupies at least seventy-five percent (75%) of the Premises as of the date of Tenant’s Acceptance (as defined in Section 31(c) below). Tenant shall not be entitled to exercise the second (2nd) Option unless the Term has previously been extended for the first (1st) Option Term. Tenant shall have the unilateral right to irrevocably release, at any time prior to delivery of Tenant’s Acceptance for an applicable Option, either or both Options upon delivery of written notice of such release to Landlord. The term “Extension Premises” shall mean, at Tenant’s election, either (i) all of the Premises then leased by Tenant, or (ii) all of the 26642 Building plus any or all of the space then leased by Tenant in the 26672 Building, provided that (A) Tenant must elect to include all or none of the space on the second (2nd) floor of the 26672 Building in the Extension Premises, (B) except as provided in subsection (C) below, Tenant may elect to include space on the first (1st) and/or third (3rd) floor of the 26672 Building in the Extension Premises only on a suite-by-suite basis (based upon suites that were existing at the time such space was delivered to Tenant, or, in the case of Suites 100 and 150 of the 26672 Building only, were demised as part of the Improvements) and may not include only a portion of any such suite(s) in the Extension Premises, and (C) if Tenant then leases all of the first (1st) or third (3rd) floor of the 26672 Building and Tenant removes the common area corridor on such floor, then notwithstanding subsection (B), Tenant must include all or none of such floor in the Extension Premises. Tenant shall designate the Extension Premises in Tenant’s Interest Notice under Section 31 below.

Option Rights. Landlord hereby grants to the originally named Tenant herein (“Original Tenant“) and any Permitted Transferee Assignee, three (3) options to extend the Lease Term for the entire Premises for a period of five (5) years each (each, an “Option Term“, and each such option, the “Option to Extend”). Such Options to Extend shall be exercisable only by “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, subject provided that the following conditions (the “Option Conditions“) are satisfied: (i) as of the date of delivery of such notice, Tenant is not in 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 provisions set forth below Lease Term for the applicable Option Term, and as of the end of the Lease Term or the initial Option Term, as the case may be, Tenant is not in Default under this Article 2.2Lease; (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 forty percent (40%) of the Premises pursuant to subleases in effect at the time the applicable Option to Extend is exercised and as of the commencement 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 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 within thirty (as defined below30) for a term which is coterminous with such Option Term, or concurrently with days following Tenant’s delivery exercise of the Option Exercise Notice for to Extend stating that such exercise is invalid due to Tenant’s failure to satisfy the Option TermConditions, 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), then Landlord shall be obligated deemed to and shall immediately exercise its option to extend its then-current lease term for have waived the concurrent or longer option term under Option Conditions. Upon 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 Option to Extend, 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 tenant under applicable, as it applies to the Master Premises, shall be extended for a period of five (5) years. The rights contained in this Section 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 “Transferee,” as that term is defined in Section 14.1 of this Lease. , of Tenant’s options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below and shall be subject to and in accordance with the terms and conditions set forth below interest in this Article 2Lease) if the Original Tenant or any such Permitted Transfer Assignee physically occupies (as described above) at least seventy percent (70%) of the Premises.

Option Rights. 42.1 If Landlord hereby grants determines, in its sole and absolute discretion, to sell the Premises, then Landlord shall first deliver to Tenant three a notice (3the "Availability Notice") options to extend which states that the Lease Term Premises are available 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, sale. Tenant shall have no such right an exclusive period of one hundred twenty (120) days from the date of the Availability Notice to extend the Lease Term for negotiate, in good faith, a particular Option Term unless Tenant has either exercised its option to extend the lease term purchase and sale agreement for the CRG Direct Lease (as defined below) Premises, on terms and conditions that are mutually acceptable to Landlord and Tenant, in their respective sole and absolute discretions. Notwithstanding the foregoing, neither Landlord nor Tenant shall be liable to the other for a term which is coterminous with such Option Term, or concurrently with Tenant’s delivery the failure of the Option Exercise Notice for such Option Term, Tenant under parties to reach agreement on 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 terms and conditions of such events is referred to herein as the “CRG Direct Lease Condition”)purchase and sale agreement. If Landlord and Tenant properly exercises its option do not agree upon the terms and conditions of such purchase and sale agreement within such one hundred twenty (120) day period, then the rights of Tenant pursuant to extend the Lease Term for an Option Term (and provided the CRG Direct Lease Condition has been satisfied), Landlord this Section 42.1 shall be obligated to null and shall immediately exercise its option to extend its then-current lease term for the concurrent or longer option term under the Master Leasevoid and of no further force and effect, failing which Tenant and Landlord shall have the rightright to sell the Premises without offering same to Tenant pursuant to this Section 42.1. If Landlord and Tenant enter into a purchase and sale agreement for the Premises within such one hundred twenty (120) day period, in Landlord’s name and on Landlord’s behalf to exercise same under the Master Leasethen Landlord shall sell, and Master Landlord will be obligated to accept Tenant shall purchase, 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 and shall be subject to and in accordance with Premises on the terms and conditions set forth below in the purchase and sale agreement. Tenant's rights under this Section 42.1 shall be null and void if, as of the date of the Availability Notice, and thereafter until execution of a purchase and sale agreement by Landlord and Tenant with respect to the Premises, (a) a Default has occurred under this Lease, or an event has occurred which, with the passage of time, may ripen into a Default under this Lease, (b) Coelacanth Chemical Corporation is not in occupancy of at least 80% of the entire Premises as of such dates, or (c) Voting Control of Tenant is held by any person or entity other than Oak Investment Partners, L.P. and/or Oxford Biosciences, L.P. and/or any entity controlling, controlled by or under common control with such respective entities, as provided in Section 5.2.3. A default by Tenant to purchase the Property pursuant to the terms and conditions set forth in the purchase and sale agreement referred to above shall be deemed to be a default by Tenant of its obligations hereunder and Tenant shall no longer have any rights to purchase the Property pursuant to this Section 42.1. 42.2 If Landlord and Tenant do not enter into a purchase and sale agreement pursuant to Section 42.1 above, and either (a) within two (2) years after the date of the Availability Notice, Landlord receives a bona-fide written offer to purchase the Premises for a price less than ninety percent (90%) of the highest price offered by Tenant, and Landlord desires to accept such offer, or (b) more than two (2) years after the date of the Availability Notice, Landlord receives a bona-fide written offer to purchase the Premises for any price, and Landlord desires to accept such offer, then Landlord shall deliver written notice to Tenant of the terms and conditions of such offer (the "Offer Notice"). In either event, Tenant shall have fifteen (15) days from its receipt of the Offer Notice to deliver written notice to Landlord that Tenant agrees to purchase the Premises on the terms and conditions set forth in the Offer Notice. Tenant's failure to respond to the Offer Notice within such fifteen (15) day period shall conclusively be deemed a waiver of its rights set forth in this Article Section 42.2. If Tenant exercises its right to purchase the Premises pursuant to this Section 42.2, then Tenant and Landlord shall enter into a purchase and sale agreement for the Premises on the terms and conditions set forth in such Offer Notice. The failure of Tenant to execute a purchase and sale agreement for the Premises within thirty (30) days after exercise of its right to purchase the Premises pursuant to this Section 4.2, for any reason other than the willful default of Landlord, shall be deemed a waiver of its rights set forth in this Section 42.2. The failure of Tenant to fulfill its obligation to purchase the property pursuant to a purchase and sale agreement shall be deemed a default by Tenant of its obligations hereunder, and Tenant shall no longer have any rights to purchase the Property under this Section 42.2. Notwithstanding the foregoing, neither Landlord nor Tenant shall be liable to the other for the failure of the parties to reach agreement on the terms and conditions of such purchase and sale agreement. In the event the Tenant declines to exercise, or waives, its right to purchase the Premises pursuant to this Section 42.2, then (i) Tenant's rights pursuant to this Section 42.2 shall terminate and be of no further force and effect, and shall not be reinstated if Landlord subsequently accepts another offer to purchase the Premises, and (ii) Landlord may sell the Premises to any purchaser, on terms and conditions which are satisfactory to Landlord in its sole and absolute discretion (which may be more favorable to the purchaser than the terms of the Offer Notice). Tenant's rights under this Section 42.2 shall be null and void if, as of the date of the Offer Notice, and thereafter until execution of a purchase and sale agreement by Landlord and Tenant with respect to the Premises, (1) a Default has occurred under this Lease, or an event has occurred which, with the passage of time, may ripen into a Default under this Lease, (2) Coelacanth Chemical Corporation is not in occupancy of at least 80% of the entire Premises as of such dates, or (3) Voting Control of Tenant is held by any person or entity other than Oak Investment Partners, L.P. and/or Oxford Biosciences, L.P. and/or any entity controlling, controlled by or under common control with such respective entities, as provided in Section 5.2.3.

Option Rights. Landlord hereby grants to the originally named Tenant three herein (3"Original Tenant") and any Permitted Transferee Assignee, two (2) options to extend the Lease Term for the entire Premises for a period of five (5) years each (each, an "Option Term", and each such option, the “Option Termto Extend”). Such Options to Extend shall be exercisable only by "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, subject provided that the following conditions (the "Option Conditions") are satisfied: (i) as of the date of delivery of such notice, Tenant is not in 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 provisions set forth below Lease Term for the applicable Option Term, and as of the end of the Lease Term or the initial Option Term, as the case may be, Tenant is not in Default under this Article 2.2Lease; (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 (50%) of the Premises pursuant to subleases in effect at the time the applicable Option to Extend is exercised and as of the commencement 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 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 within thirty (as defined below30) for a term which is coterminous with such Option Term, or concurrently with days following Tenant’s delivery exercise of the Option Exercise Notice for to Extend stating that such exercise is invalid due to Tenant's failure to satisfy the Option TermConditions, 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), then Landlord shall be obligated deemed to and shall immediately exercise its option to extend its then-current lease term for have waived the concurrent or longer option term under Option Conditions. Upon 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 Option to Extend, 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 tenant under applicable, as it applies to the Master Lease. Tenant’s options Premises, shall be exercisable only by written notice delivered by Tenant to Landlord as provided below and shall be subject to and in accordance with the terms and conditions set forth below extended for a period of five (5) years. The rights contained in this Article 2.795678.02/WLA376514-00007/1-28-19/ctl/ctl -7- 630 ROSEVILLE PARKWAY[Penumbra, Inc.]

Option Rights. Landlord hereby grants Provided that Tenant three (3) options is not in default under this Lease at the time of exercise of an option to extend or at the time of the commencement of the applicable option term, Tenant shall have the right to extend the Term of this Lease Term for the entire Premises for a period two (2) 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, 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 deemed, without notice, a waiver of Tenant's rights to extend the Term of this Lease, and such time requirement shall be strictly construed. The terms, covenants and conditions applicable to each Option Term shall be the same terms, covenants and conditions of this Lease except that (i) Tenant shall not be entitled to any 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 set forth below in this Article 2.2; providedherein contained on assignment. It is understood that the options to extend, howeverwhether or not subject to an assignment, Tenant shall have no such right to extend the Lease Term may be 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 all of the Option Exercise Notice for such Option Termspace then subject to this Lease or, Tenant under at 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 election 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)Tenant, 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 all 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 and shall be subject to and in accordance with the terms and conditions set forth below in this Article 2second floor.