Common use of Option to Extend Term Clause in Contracts

Option to Extend Term. 33.1. Tenant shall have the option (the “Option”) to extend the Term of the Lease for five additional periods of five (5) years (each an “Extended Term” and collectively referred to as the “Extended Terms”), subject to the terms, covenants and conditions contained in the Lease and to the completion of the initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, all of the Premises then subject to the Lease (the “Option Premises”). 33.3. Tenant shall exercise the Option, if at all, by giving written notice of its exercise thereof (the “Exercise Notice”) to Landlord not more than nine (9) months nor less than six (6) months prior to the expiration of the initial Term. 33.4. Notwithstanding anything in the Lease to the contrary, the Base Rent during the first year of the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, and (iii) January 1, 2035 shall be the then Fair Market Value of the Option Premises, based on the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value shall be determined as follows: 33.4.1. Within ninety (90) days after receipt by Landlord of the Exercise Notice, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2. Thereafter, the Rent for each Extended Term shall be fixed by the mutual written agreement of the parties. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of the Option Premises within thirty (30) days after delivery of the Landlord’s notice to Tenant of its determination, or (ii) Landlord elects, in its sole and absolute discretion, to set the Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration of the thirty (30) day period specified in Section 33.4.2 above, Landlord and Tenant shall each separately appoint a single appraiser meeting the qualifications hereinafter set forth. Such appraisers shall then meet within fifteen (15) days following appointment of the last to be appointed and shall attempt in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they shall jointly appoint a third appraiser within five (5) days after the expiration of said fifteen (15) day period to determine the Fair Market Rental Value. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required period, the third appraiser shall instead be appointed by the American Arbitration Association at the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the Base Rent for the Option Premises, which determination shall not be higher or lower than the highest and lowest Fair Market Rental Value determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises shall be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members of the American Institute of Appraisers (MAI), with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis in the San Xxxx area. Landlord and Tenant shall each bear the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally by Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafter. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Term, the option shall immediately terminate and Tenant shall have no right to exercise the Option with respect to any future Extended Terms.

Option to Extend Term. 33.1. Tenant shall have As of the option (the “Option”) to extend the Term RP Commencement Date, Section 35 of the Lease for five additional periods of five (5) years (each an “Extended Term” and collectively referred to as shall be modified by adding the “Extended Terms”), subject following provisions to the terms, covenants and conditions contained in the Lease and to the completion end of the initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, all first full paragraph of the Premises then subject to the Lease (the such Section: “Option Premises”). 33.3. Tenant shall exercise the Option, if at all, by giving written notice of its exercise thereof (the “Exercise Notice”) to Landlord not more than nine (9) months nor less than six (6) months prior to the expiration of the initial Term. 33.4. Notwithstanding anything in the Lease to the contrary, the Base Rent during the first year of the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, and (iii) January 1, 2035 shall be the then Fair Market Value of the Option Premises, based on the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value shall be determined as follows: 33.4.1. Within ninety (90) days after receipt by Landlord of the Exercise Notice, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2. Thereafter, the Rent for each Extended Term shall be fixed by the mutual written agreement of the parties. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of Rate for the Option Premises Renewal Term within thirty (30) days after delivery of the Landlord’s notice to Tenant of its determination, or (ii) Landlord elects, in its sole and absolute discretion, to set the Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration of receipt by Landlord of the thirty (30) day period specified in Section 33.4.2 aboveOption Notice for the Renewal Term, Landlord and Tenant each, at its cost and by giving notice to the other party, shall each separately appoint a competent and impartial commercial real estate broker (hereinafter “broker”) with at least ten (10) years’ full-time commercial real estate brokerage experience in the geographical area of the Premises to set the Market Rate for the Renewal Term. If either Landlord or Tenant does not appoint a broker within ten (10) days after the other party has given notice of the name of its broker, the single appraiser broker appointed shall be the sole broker and shall set the Market Rate for the Renewal Term. If two (2) brokers are appointed by Landlord and Tenant as stated in this paragraph, they shall meet promptly and attempt to set the Market Rate. In addition, if either of the first two (2) brokers fails to submit their opinion of the Market Rate within the time frames set forth below, then the single Market Rate submitted shall automatically be the initial monthly Base Rent for the Renewal Term and shall be binding upon Landlord and Tenant. If the two (2) brokers are unable to agree within ten (10) days after the second broker has been appointed, they shall attempt to select a third broker, meeting the qualifications hereinafter set forth. Such appraisers shall then meet stated in this paragraph within fifteen ten (1510) days following appointment of after the last day the two (2) brokers are given to be appointed and shall attempt in good faith set the Market Rate. If the two (2) brokers are unable to agree on the Fair Market Rental Value third broker, either Landlord or Tenant by giving ten (10) days’ written notice to the other party, can apply to the Presiding Judge of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value Superior Court of the Option county in which the Premises within is located for the selection of a third broker who meets the qualifications stated in this paragraph. Landlord and Tenant each shall bear one-half ( 1/2) of the cost of appointing the third broker and of paying the third broker’s fee. The third broker, however selected, shall be a person who has not previously acted in any capacity for either Landlord or Tenant. Within fifteen (15) days after their first meeting, they shall jointly appoint a the selection of the third appraiser within five (5) days after the expiration of said fifteen (15) day period to determine the Fair Market Rental Value. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required periodbroker, the third appraiser broker shall instead be appointed select one of the two Market Rates submitted by the American Arbitration Association at first two brokers as the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the Base Rent Rate for the Option Premises, which Renewal Term. The determination shall not be higher or lower than of the highest and lowest Fair Market Rental Value determined Rate by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises third broker shall be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members of the American Institute of Appraisers (MAI), with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis in the San Xxxx area. Landlord and Tenant shall each bear the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally by binding upon Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafter. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Term, the option shall immediately terminate and Tenant shall have no right to exercise the Option with respect to any future Extended Terms.

Option to Extend Term. 33.18.15.1. Provided (a) that there has not been an Event of Default (as defined in Article 7 of this Lease), (b) this Lease is still in full force and effect, and (c) Tenant is occupying one hundred percent (100%) of the entire Premises (except with respect to (a) a Permitted Transfer or (b) a sublease (which does not fall under the definition of Permitted Transfer) of 20,000 rentable square feet or less of the entire Premises), Tenant shall have the option (the “Option”) to extend the Term term of this Lease with respect to the Lease entire Premises for five additional periods of two (2) successive five (5) years year periods (the “Extension Terms”, each an “Extended Extension Term” and collectively referred to as ”) commencing on the “Extended Terms”)day immediately succeeding the expiration date of the then current term, subject to under the same terms, covenants and conditions contained in this Lease (except that Landlord shall not be obligated to refurbish the Lease either the 18 Cxxxxx Premises or the 14 Cxxxxx Premises, nor provide any allowance therefor, and there shall be no further extension options for a third option term); provided, however, that (i) the Base Rent for the first (1st) Extension Term with respect to the completion 18 Cxxxxx Premises and the 14 Cxxxxx Premises, as applicable, shall be equal to the greater of (a) the Base Rent in effect during the last year of the initial Term thereof. 33.2. The Option granted herein is Lease term with respect toto the 18 Cxxxxx Premises and the 14 Cxxxxx Premises, as applicable, and must be exercised by Tenant (b) ninety-five percent (95%) of the Fair Market Rent for comparable space in the 18 Cxxxxx Building and the 14 Cxxxxx Building, as applicable, and the Bedford/Lexington/Burlington lab and office submarket, having due regard for the size, location and use of the 18 Cxxxxx Premises and the 14 Cxxxxx Premises, as applicable, and (ii) the Base Rent for the second (2nd) Extension Term with respect toto the 18 Cxxxxx Premises and the 14 Cxxxxx Premises, all as applicable, shall be equal to the greater of (y) the Base Rent in effect during the last year of the Premises then subject current term with respect to the 18 Cxxxxx Premises and the 14 Cxxxxx Premises, as applicable, and (z) the Fair Market Rent for comparable space in the 18 Cxxxxx Building and the 14 Cxxxxx Building, as applicable, and the Bedford/Lexington/Burlington lab and office submarket, having due regard for the size, location and use of the 18 Cxxxxx Premises and the 14 Cxxxxx Premises, as applicable. Regardless of whether the Base Rent with respect to the 18 Cxxxxx Premises or the 14 Cxxxxx Premises, as applicable, for the applicable Extension Term is calculated based on (a), (b), (y), or (z), as applicable, above in this Section 8.15.1, the Base Rent with respect to the 18 Cxxxxx Premises or the 14 Cxxxxx Premises, as applicable, of the applicable Extension Term shall include annual increases consistent with Fair Market Rent increases at the time of Tenant’s renewal exercise. In the event Tenant exercises its option to extend the then current term as provided herein, the expiration date shall be that date which is the last day of the applicable Extension Term, and Landlord and Tenant shall thereupon execute an amendment to this Lease in form satisfactory to Landlord (the “Option Extension Term Amendment”) extending the expiration date to this Lease and modifying the Base Rent with respect to the 18 Cxxxxx Premises or the 14 Cxxxxx Premises”), as applicable, in accordance with the provisions of this Section. 33.38.15.2. If Tenant desires to exercise its options to extend the Term with respect to the entire Premises as contained in this Section, time being of the essence, Tenant shall exercise the Option, if at all, by giving provide Landlord written notice of its exercise thereof not sooner than eighteen (the “Exercise Notice”18) to Landlord months, and not more later than nine twelve (9) months nor less than six (612) months prior to the expiration of the initial Term. 33.4. Notwithstanding anything in the Lease to the contrary, the Base Rent during the first year of the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, and (iii) January 1, 2035 shall be the then Fair Market Value of the Option Premises, based on the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value shall be determined as follows: 33.4.1. Within ninety (90) days after receipt by Landlord of the Exercise Notice, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2. Thereafter, the Rent for each Extended Term shall be fixed by the mutual written agreement of the parties. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of the Option Premises within thirty (30) days after delivery of the Landlord’s notice to Tenant of its determination, or (ii) Landlord elects, in its sole and absolute discretion, to set the Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration of the thirty (30) day period specified in Section 33.4.2 above, Landlord and Tenant shall each separately appoint a single appraiser meeting the qualifications hereinafter set forth. Such appraisers shall then meet within fifteen (15) days following appointment of the last to be appointed and shall attempt in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they shall jointly appoint a third appraiser within five (5) days after the expiration of said fifteen (15) day period to determine the Fair Market Rental Value. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required period, the third appraiser shall instead be appointed by the American Arbitration Association at the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the Base Rent for the Option Premises, which determination shall not be higher or lower than the highest and lowest Fair Market Rental Value determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises shall be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members of the American Institute of Appraisers (MAI), with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis in the San Xxxx area. Landlord and Tenant shall each bear the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally by Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafterthen current Term. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Term, the option shall immediately terminate and Tenant shall have no right to exercise the Option with respect to any future Extended Terms.

Option to Extend Term. 33.1. Tenant shall have is given the option (the “Option”) to extend the Term of the Lease term for five additional periods of five a 5-year period (5) years (each an “"Extended Term” and collectively referred to as the “Extended Terms”), subject to the terms, covenants and conditions contained in the Lease and to the completion ") following expiration of the initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, all of the Premises then subject to the Lease (the “Option Premises”). 33.3. Tenant shall exercise the Option, if at allterm, by giving written notice of its exercise thereof of the option (the “Exercise "Option Notice”") to Landlord not more than at least nine (9) months nor less than six before the expiration of the term. Commencing on the first day of the Extended Term Tenant shall pay Landlord ninety-five percent (695%) months prior of the fair market value of the Premises for the extended Term. The fair market value shall include but not be limited to all economic benefits to Landlord such as monthly rent, periodic rent adjustments, expense reimbursements, and all other monetary consideration, exclusive of any and all concessions being given in the market place, which constitutes a part of the fair market value of the Premises at the time of the expiration of the initial Term. 33.4. Notwithstanding anything in term of the Lease to the contrary, the Base Rent during the first year of the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, and (iii) January 1, 2035 shall be the then Fair Market Value of the Option Premises, based on the fair market rental value that is chargeable for similar use for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value shall be determined as follows: 33.4.1. Within ninety (90) days after receipt by Landlord geographic area of the Exercise Notice, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2. Thereafter, the Rent for each Extended Term shall be fixed by the mutual written agreement of the partiesPremises. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of the Option Premises within thirty (30) days after delivery of the Landlord’s notice to Tenant of its determination, or (ii) Landlord elects, is in its sole and absolute discretion, to set the Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration of the thirty (30) day period specified in Section 33.4.2 above, Landlord and Tenant shall each separately appoint a single appraiser meeting the qualifications hereinafter set forth. Such appraisers shall then meet within fifteen (15) days following appointment of the last to be appointed and shall attempt in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they shall jointly appoint a third appraiser within five (5) days after the expiration of said fifteen (15) day period to determine the Fair Market Rental Value. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required period, the third appraiser shall instead be appointed by the American Arbitration Association at the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the Base Rent for the Option Premises, which determination shall not be higher or lower than the highest and lowest Fair Market Rental Value determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises shall be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members of the American Institute of Appraisers (MAI), with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis in the San Xxxx area. Landlord and Tenant shall each bear the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally by Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafter. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both default on the date Landlord receives of giving the Exercise Option Notice, the Option Notice and shall be totally ineffective, or if Tenant is in default on the date the Extended Term is to commence, the Extended Term shall not commence and this Lease shall expire at the end of the initial term. The parties shall have 30 days after Landlord receives the Option Notice in which to agree on fair market value during the Extended Term If the parties agree on the fair market value for the Extended Term during that period, they shall immediately execute an amendment to the Lease stating the fair market value. If Tenant fails the parties are unable to timely exercise agree on the Option fair market value for the Extended Term within that period, then within 10 days after the expiration of that period each party, at its cost and by giving notice to the other party, shall appoint a real estate appraiser with at least 5 years full-time commercial appraisal experience in the area in which the Premises are located to appraise and set the fair market value for the Extended Term. If the two appraisers are appointed by the parties as stated in this paragraph, they shall meet promptly and attempt to set the fair market value for the Extended Term. If they are unable to agree within 30 days after the second appraiser has been appointed, they shall attempt to elect a third appraiser meeting the qualifications stated in this paragraph within 10 days after the last day the two appraisers are given to set the fair market value. Each of the parties shall bear one half 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 30 days after the selection of the third appraiser, a majority of the appraisers shall set the fair market value for the Extended Term. If a majority of the appraisers are unable to set the fair market value 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 fair market value for the Premises during the Extended Term. In setting the fair market value for the Extended Term, the option appraiser or appraisers shall consider the use to which the Premises are restricted under this Lease, and shall not consider the highest and best use for the Premises without regard to the restriction on use of the Premises contained in this Lease. If, however, the low appraisal and/or the high appraisal are/is more than 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 fair market value for the Premises during the Extended Term. If both the low appraisal and the high appraisal are disregarded as stated in this paragraph, the middle appraisal shall be the fair marker value for the Premises during the Extended Term. After the fair market value for the Extended Term has been set, the appraisers shall immediately terminate and notify the parties. If Tenant objects to the fair market value that has been set, Tenant shall have the right to have this Lease expire at the end of the term, provided that Tenant pays all the costs in connection with the appraisal procedure that set the fair market value. Tenant's election to allow this Lease to expire at the end of the term must be exercised within 10 days after receipt of notice from the appraisers of the fair market value for the Extended Term. If Tenant does not exercise its election within the 10-day period, the term of this Lease shall be extended as provided in this paragraph. Tenant shall have no other right to exercise extend the Option with respect to any future term beyond the Extended TermsTerm.

Option to Extend Term. 33.1. Provided that Tenant is not in default under this Lease after notice thereof and beyond any applicable grace/cure period, then, in such event, the Tenant shall have the option (the “Option”) to extend the Term of the Lease term for five additional periods of two (2) five (5) years year periods (each an “Extended Term” "Option 1 and collectively referred to as Option 2") by notifying the “Extended Terms”), subject to the terms, covenants and conditions contained in the Lease and to the completion of the initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, all of the Premises then subject to the Lease (the “Option Premises”). 33.3. Tenant shall exercise the Option, if at all, by giving written notice of its exercise thereof (the “Exercise Notice”) to Landlord not more later than nine two hundred seventy (9270) months nor less than six (6) months days prior to the expiration of the initial Term. 33.4, as defined in (S)4 above, or, if applicable, 270 days prior to the expiration of Option 1 of its intent to do so. During the term of Option 1, the Tenant shall pay to the Landlord, as Annual Basic Rent, the then fair market rental value of the Premises, but in no event shall the Basic Rent for Option 1 be less than Thirteen and 00/100 ($13.00) Dollars per square foot. During the term of Option 2, the Tenant shall pay to the Landlord, as Annual Basic Rent, the then fair market rental value of the Premises, but in no event shall the Basic Rent for Option 2 be less than the Basic Rent paid for Option 1. Notwithstanding anything in the Lease to the contrary, the Base Rent during the first year all obligations of the Extended Term commencing on each Tenant with respect to Additional Rental as defined in (S)6 above and in other applicable portions of (i) January 1this instrument, 2015as well as all terms, (ii) January 1conditions and covenants of this Lease, 2025, and (iii) January 1, 2035 shall be the then Fair Market Value of applicable to the Option Premises, based on Period without necessity that any separate writing setting forth the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value shall same be determined as follows: 33.4.1. Within ninety (90) days after receipt executed by Landlord of the Exercise Notice, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2. Thereafter, the Rent for each Extended Term shall be fixed by the mutual written agreement of the parties. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of the Option Premises within thirty (30) days after delivery receipt of written notice by the Landlord’s notice to Tenant of its determinationintent to extend the term of the Lease or to exercise the right for Option 2 the Landlord and Tenant shall be unable to agree upon the amount of the ten fair market rental for the Premises to wit: the annual rate of Basic Rent which the Landlord proposes be charged for either Option 1 or Option 2, or (ii) Landlord electsthen, in its sole and absolute discretionsuch event, to set (i) the Base Rent by appraisal, Tenant may notify the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided Landlord in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration of the writing within said thirty (30) day period specified that it is withdrawing its intent or extend the term of the Lease, in Section 33.4.2 abovewhich event, the Lease shall end either at the time set forth in (S)4 above or at the end of Option 1, if applicable, (ii) the Landlord and Tenant may elect arbitration as follows: within ten (10) days the Landlord and Tenant shall each separately appoint a single select an appraiser meeting the qualifications hereinafter set forth. Such appraisers and those two shall then meet within fifteen ten (1510) days following appointment of the last to be appointed and shall attempt in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordinglyselect a third. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they shall jointly appoint a third appraiser within five (5) days after the expiration of said fifteen (15) day period to determine the Fair Market Rental Value. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required period, the The third appraiser shall instead be appointed by the American Arbitration Association at the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shallthereupon, within fifteen thirty (1530) days following of his appointmentselection, conclusively issue a written report to the Landlord and solely determine such Fair Market Rental Value and set Tenant informing each of the Base annual rate of Basic Rent as determined by two of the three appraisers for the Option Premises, which determination shall not be higher or lower than the highest and lowest Fair Market Rental Value determined by Period. The decision of the appraisers first appointed hereinabove set forth. 33.4.4. In determining referred to in the Fair Market Rental Value of preceding sentence shall be binding upon the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value parties (subject to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination other terms of the Lease and which have been previously designated in writing to Landlordpayment of Additional Rent as described aforesaid). The Fair Market Rental Value Each party shall pay fees and costs for its own appraiser and shall pay one half (1/2) of those fees and costs charged by the third appraiser. For purposes of this clause, an "appraiser" shall be an individual who has an "MAI" (Member of the Option Premises Appraisal Institute) designation for a minimum of five years and who is independent of both the Landlord and Tenant and the brokers, advisors and mortgagees or either of them. Such appraiser shall also be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members of the American Institute of Appraisers (MAI), individual with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis commercial and industrial property in the San Xxxx areaGreater Boston Area. Within five days after decision of the Appraisers related to Basic Rent to be applicable for either Option Period, or, in the alternative, within five days of Agreement between the Landlord and Tenant of Basic Rent to be charged for the applicable Option Period, whichever first occur, the Landlord and Tenant shall each bear the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant execute an Addendum to this Section shall be shared equally by Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: incorporating thereto the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index Basic Rent to be paid for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafterapplicable Option Period. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Term, the option shall immediately terminate and Tenant shall have no right to exercise the Option with respect to any future Extended Terms.

Option to Extend Term. 33.1. Landlord hereby grants to Tenant shall have the option (the “Option”) to extend the Term of term under all the Lease provisions contained in this lease, except for the monthly rent, for one five additional periods of five year period (5) years (each an “"Extended Term” and collectively referred to as ") following the “Extended Terms”), subject to the terms, covenants and conditions contained in the Lease and to the completion expiration of the initial Term thereof. 33.2term set forth in paragraph 2 ("Initial Term"). The Option granted herein is with respect tomonthly rent for the Extended Term shall be marked rent as determined below, and must to be exercised by Tenant with respect toincreased at the rate of 6% to 8% (as determined below) over the previous year's monthly rent on each one year anniversary date during the Extended Term, all provided that in no event shall the monthly rent at the commencement of the Premises then subject to Extended Term be less than the Lease (monthly rent in effect at the “Option Premises”). 33.3expiration of the Initial Term. Tenant shall exercise the Option, if at all, by giving must give written notice to Landlord of its intention to exercise thereof (the “Exercise Notice”) to Landlord not more than nine (9) months nor less than this option at least six (6) months prior to before the expiration of the initial Initial Term. 33.4. Notwithstanding anything The parties shall have forty-five (45) days after Landlord receives the notice of exercise in which to negotiate and agree on the Lease market rent (and the precise annual adjustment percentage within the range of 6% to 8%) for the contraryExtended Term. If the parties are unable to agree on the market rent and such annual adjustment percentage within this forty-five (45) day negotiating period, the Base Rent during the first year of the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, market rent and (iii) January 1, 2035 shall be the then Fair Market Value of the Option Premises, based on the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value such annual adjustment percentage shall be determined as followsin the following manner: 33.4.1. Within ninety (90) days after receipt by Landlord of the Exercise Notice, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2. Thereafter, the Rent for each Extended Term shall be fixed by the mutual written agreement of the parties. If either (i) Landlord and Tenant are unable to mutually agree on shall each select a licensed real estate broker with not less than five years' experience in the Fair Market Rental Value business of commercial leasing of property of the Option same type and use as the Premises within thirty (30) days after delivery of and in the Landlord’s notice to Tenant of its determinationsame geographical vicinity, or (ii) Landlord electssuch two real estate brokers shall select a third similarly qualified broker, in its sole and absolute discretionthe three brokers so selected shall determine the market rent, to set (iii) the Base Rent by appraisal, the Fair Market Rental Value decision of the Option Premises majority of said brokers shall be set by appraisalfinal and binding upon the parties hereto, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to and (iv) the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration brokers shall base their determination of the thirty market rent on the monthly rent (30and the annual adjustment percentage) day period specified obtained for property of comparable location, type and use as the Premises with leases of comparable terms. Each party shall pay the expenses and charges of the broker appointed by it and the parties shall pay the expenses and charges of the third broker in Section 33.4.2 aboveequal shares. As soon as the market rent (and the annual adjustment percentage) is so determined, Landlord and Tenant shall each separately appoint a single appraiser meeting immediately execute an amendment to this Lease stating the qualifications hereinafter set forth. Such appraisers shall then meet within fifteen new monthly rent (15) days following appointment of i.e., at market rent but not less than the last to be appointed and shall attempt monthly rent in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they shall jointly appoint a third appraiser within five (5) days after effect at the expiration of said fifteen the Initial Term) (15?) day period to determine the Fair Market Rental Valueand such annual adjustment percentage. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required period, the third appraiser shall instead be appointed by the American Arbitration Association at the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the Base Rent for the Option Premises, which determination shall not be higher assign or lower than the highest otherwise transfer this option and lowest Fair Market Rental Value determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers any attempt to do so shall not consider any added value to the Premises arising from fixtures render this option null and furnishings installed at Tenant’s expense which void; provided that Tenant may remove upon termination of the Lease and assign this option to any corporation or other entity which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises shall be on an “as is” basis, including the use permitted hereunder acquires or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members of the American Institute of Appraisers (MAI), is acquired by Circadian or which results from a merger or consolidation with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis in the San Xxxx area. Landlord and Tenant shall each bear the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally Circadian or which either controls or is controlled by Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month Circadian or which is two (2) months prior to the first month controlled by any of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall if, in no event exceed six percent (6%) per yearany such case, this Lease is concurrently so assigned. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substituteFurther, if the Bureau fails to designate a replacement, shall be used thereafter. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within Tenant is in default at the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective its exercise of this Option that there exist no Event option or at the last day of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Initial Term, then such exercise shall be ineffective and the option lease shall immediately terminate and Tenant shall have no right to exercise expire at the Option with respect to any future Extended Termsend of the Initial Term.

Option to Extend Term. 33.120.01. Provided Tenant is not in default in any of the terms, conditions, covenants, and provisions of this lease, either at the time of exercise or at the time the renewal term otherwise would commence, it shall have the option two (the “Option”2) successive options to renew and extend the Term original twenty (20) year term of the Lease this lease for five additional periods of five (5) years (each an “Extended Term” and collectively referred to as the “Extended Terms”)each, subject to the terms, covenants and conditions contained in the Lease and to the completion of the initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, upon all of the Premises then subject same terms and conditions, except that there shall be no further options to extend the Lease (term and except that the “Option Premises”). 33.3basic monthly rental for each such option period will be the rate established pursuant to Sections 20.02 and 20.03 below. Tenant shall exercise each such option to renew and extend the Option, if at all, term of this lease by giving written notice notifying Landlord in writing of its exercise thereof decision to do so at least one (the “Exercise Notice”1) to Landlord not more than nine (9) months nor less than six (6) months year prior to the expiration of the initial Termoriginal term of this lease or the then current renewal term, as the case may be. 33.420.02. Notwithstanding anything in the Lease to the contrary, the Base Rent during The basic monthly rent for the first year of the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, and (iii) January 1, 2035 option period shall be the then Fair Market Value of the Option Premises, based on the fair market rental value for comparable space in the San Xxxx areas (premises at the “Fair Market Rental Value”)commencement date of each option period. All additional rental and charges due under the terms of this lease shall also be payable by Tenant. The Fair Market Rental Value fair market rental for the premises for the first year of each option period shall be determined as followsthrough good faith negotiations between Landlord and Tenant. In determining such fair market rental for the premises, no consideration shall be given to or placed upon any improvements, additions or fixtures which Tenant has the right to remove upon termination of this lease. In the event that Landlord and Tenant shall not have successfully negotiated the basic annual rental for the first year of each such option period within the first sixty (60) days after the date upon which notice of election to exercise such option is required to be given, then the fair market rental shall be determined by arbitration conducted in the manner described in 20.04 below. 20.03. The basic monthly rental for the second through fifth years of any option period shall be adjusted in the manner described in Article 5 of the Additional Lease Provisions for the last 18 years of the initial lease term, i.e., monthly rent for each twelve month period shall be increased to reflect percentage increase in the Consumer Price Index, or 7%, whichever is lesser. 20.04. If arbitration is required to determine the basic annual rental, such arbitration shall be conducted in the following manner: 33.4.1. (a) Within the first ninety (90) days after receipt by Landlord the date upon which notice of the Exercise Noticeelection to exercise such option is required to be given, Landlord shall submit to Tenant appoint in writing its determination an arbitrator, who must be a qualified MAI appraiser with at least ten years experience and a member of the Fair Market Rental Value. 33.4.2. ThereafterAmerican Arbitration Association, the Rent for each Extended Term shall be fixed by the mutual and give written agreement of the parties. If either (i) Landlord notice thereof to Tenant, and Tenant are unable to mutually agree on the Fair Market Rental Value of the Option Premises within thirty (30) days after delivery of the Landlord’s notice to Tenant of its determination, or (ii) Landlord elects, in its sole and absolute discretion, to set the Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration service of such notice, Tenant may in like manner appoint such an arbitrator and give written notice thereof to Landlord, or in case of the thirty failure of either party hereto to so do, the other party shall have the right to apply to the Superior Court of Los Angeles County, California, to appoint such an arbitrator to represent the defaulting party. The two arbitrators thus appointed (30in either manner) day period specified shall select and appoint in Section 33.4.2 above, writing a third such arbitrator and give written notice thereof to Landlord and Tenant shall each separately appoint a single appraiser meeting the qualifications hereinafter set forth. Such appraisers shall then meet Tenant, or if within fifteen ten (15) days following appointment of the last to be appointed and shall attempt in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (1510) days after their first meetingthe appointment of said second arbitrator, they the two arbitrators shall jointly fail to appoint a third, then either party hereto shall have the right to make application to said Superior Court to appoint such third appraiser within arbitrator. (b) The three arbitrators so appointed (in either manner) shall promptly fix a convenient time and place in the County of Los Angeles for hearing the matter to be arbitrated and shall give written notice thereof to each party hereto at least five (5) days after prior to the expiration date so fixed, and said arbitrators shall with reasonable diligence hear and determine the matter in accordance with the provisions hereof and of the statutes and judicial decisions of the State of California at the time applicable thereto, and shall execute and acknowledge their award thereon in writing and cause a copy thereof to be delivered to each of the parties hereto. (c) The award of a majority of said fifteen arbitrators (15or, if a majority cannot agree as to amount, then the average of the two awards nearest in amount) day period to shall determine the Fair Market Rental Value. In question arbitrated, and a judgment may be rendered by said Superior Court confirming said award, or the event same may be vacated, modified or corrected by said court, at the two appraisers first appointed fail instance of either of the parties hereto, in accordance with the then existing statutes of the State of California applicable to agree upon or appoint a third appraiser within the required periodarbitrations, the third appraiser provisions of which statutes shall instead be appointed apply hereto as fully as though incorporated herein. (d) Each of the parties hereto shall pay for the services of its appointee and one half of the fee charged by the American Arbitration Association at arbitrator selected by their appointees and of all other proper costs of arbitration, with exception of attorneys' fees and witnesses' fees. (e) If the request fair market rental of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the Base Rent for the Option Premises, which determination shall premises has not be higher or lower than the highest and lowest Fair Market Rental Value been determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value commencement of the Option Premises as of the beginning of each Extended Terman extended term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises shall be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members of the American Institute of Appraisers (MAI), with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis in the San Xxxx area. Landlord and Tenant shall each bear continue to pay the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally by Landlord and Tenant. 33.5. The Base Rent, as determined basic monthly rent in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months effect immediately prior to the first month commencement of the year extended term until such fair market rental has been determined; the rent for which an adjustment is to be made such elapsed period of time shall be divided by the Index published for the calendar month which is fourteen (14) months prior adjusted retroactively to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use commencement of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafterextended term. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Term, the option shall immediately terminate and Tenant shall have no right to exercise the Option with respect to any future Extended Terms.

Option to Extend Term. 33.1. (a) Landlord hereby grants to Tenant shall have the option two (the “Option”2) options to extend the Term of the Lease for five additional periods a period of five (5) years (each an “Extended Term” and collectively referred each, such option to as the “Extended Terms”), subject to the terms, covenants and conditions contained in the Lease and to the completion of the initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, all of the Premises then subject to the Lease (the “Option Premises”). 33.3. Tenant shall exercise the Option, if at all, by giving written notice of its exercise thereof (the “Exercise Notice”) to Landlord in the manner provided in this Lease at least two hundred seventy (270) days prior to (but not more than nine three hundred sixty five (9365) months nor less than six (6days prior to) months prior to the expiration of the initial Term, as it may have been previously extended. No extension option may be exercised by Tenant if an Event of Default has occurred and is then continuing or any facts or circumstances then exist which, with the giving of notice or the passage of time, or both, would constitute an Event of Default either at the time of exercise of the option or at the time the applicable Term would otherwise have expired if the applicable option had not been exercised. 33.4. Notwithstanding anything in (b) If Tenant exercises its options to extend the Lease to the contrary, the Base Rent during the first year of the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, and (iii) January 1, 2035 shall be the then Fair Market Value of the Option Premises, based on the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value shall be determined as follows: 33.4.1. Within ninety (90) days after receipt by Landlord of the Exercise NoticeTerm, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2. Thereaftershall, the Rent for each Extended Term shall be fixed by the mutual written agreement of the parties. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of the Option Premises within thirty (30) days after delivery the receipt of Tenant's notice of exercise, notify Tenant in writing of Landlord's reasonable determination of the Landlord’s notice to Tenant Base Rent for the Demised Premises for the applicable five (5) year option, which amount shall be based on the greater of its determination, (i) the market rate for such space or (ii) Landlord elects, in its sole and absolute discretion, to set the Annual Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall rate to be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 effect immediately below, subject prior to the limitation set forth in Section 33.4 above. 33.4.3commencement of such option period. Within ten (10) business days after the expiration of the Tenant shall have thirty (30) day period specified days from its receipt of Landlord's notice to notify Landlord in Section 33.4.2 abovewriting that Txxxxx does not agree with Lxxxxxxx's determination of the Base Rent and that Tenant elects to determine the Prevailing Market Rate (as defined and calculated below). If Tenant does not notify Landlord of such election within thirty (30) days of its receipt of Landlord's notice, Base Rent for the Demised Premises for the applicable extended term shall be the Base Rent set forth in Landlord's notice to Tenant. The phrase "Prevailing Market Rate" shall mean the then prevailing market rate for base minimum rental calculated on a per square foot basis for leases covering buildings comparable to the Building (as adjusted for any variances between such buildings and the Building) located in the area of York, Pennsylvania (hereinafter referred to as the "Market Area"). The Prevailing Market Rate shall be determined by an appraisal procedure as follows: In the event that Txxxxx notifies Landlord that Tenant disagrees with Landlord's determination of the market rate and that Tenant elects to determine the Prevailing Market Rate, then Tenant shall each separately appoint specify, in such notice to Landlord, Txxxxx's selection of a single real estate appraiser meeting who shall act on Txxxxx's behalf in determining the qualifications hereinafter set forthPrevailing Market Rate. Such Within twenty (20) days after Lxxxxxxx's receipt of Txxxxx's selection of a real estate appraiser, Landlord, by written notice to Tenant, shall designate a real estate appraiser, who shall act on Lxxxxxxx's behalf in the determination of the Prevailing Market Rate. Within twenty (20) days of the selection of Landlord's appraiser, the two (2) appraisers shall then meet within fifteen (15) days following appointment render a joint written determination of the last Prevailing Market Rate, which determination shall take into consideration any differences between the Building and those buildings comparable to be appointed the Building located in the Market Area, including without limitation age, location, setting and shall attempt in good faith to agree on the Fair Market Rental Value type of the Option Premises, and to set the Rent accordinglybuilding. If they the two (2) appraisers are unable to fully agree on upon a joint written determination within said twenty (20) day period, the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they two appraisers shall jointly appoint select a third appraiser within five such twenty (520) day period. Within twenty (20) days after the expiration appointment of said fifteen (15) day period to determine the Fair Market Rental Value. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required periodappraiser, the third appraiser shall instead be appointed render a written determination of the Prevailing Market Rate by selecting, without change, the American Arbitration Association at determination of one (1) of the request of either Landlord or Tenant original appraisers as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively to the Prevailing Market Rate and solely determine such Fair Market Rental Value and set the Base Rent for the Option Premises, which determination shall not be higher or lower than the highest final, conclusive and lowest Fair Market Rental Value determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises shall be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5binding. All appraisers selected pursuant to in accordance with this Section subparagraph shall have at least ten (10) years prior experience in the commercial leasing market of the Market Area and shall be members of the American Institute of Real Estate Appraisers (MAI)or similar professional organization. If either Landlord or Tenant fails or refuses to select an appraiser, with at least five years of experience in the past seven years appraising retail real estate similar to other appraiser shall alone determine the Property on a regular basis in the San Xxxx areaPrevailing Market Rate. Landlord and Tenant agree that they shall each bear be DOCPROPERTY DocID \* MERGEFORMAT LEGAL02/32900769v10 bound by the fees determination of their respective appraiser, and all other costs of any appraisals conducted Prevailing Market Rate pursuant to this Section paragraph. Landlord shall be shared equally by bear the fee and expenses of its appraiser; Tenant shall bear the fee and expenses of its appraiser; and Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, Tenant shall be increased on January 1, 2016 share equally the fee and each anniversary date expenses of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increasethird appraiser, if any. Notwithstanding anything to the contrary contained herein, in the Consumer Price index for event the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), Prevailing Market Rate as published by determined herein is less than the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months Annual Base Rent to be in effect immediately prior to the first month commencement of such option period, the Base Rent during the applicable extension Term shall equal the Annual Base Rent in effect during the last year of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafterTerm. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Term, the option shall immediately terminate and Tenant shall have no right to exercise the Option with respect to any future Extended Terms.

Option to Extend Term. 33.1. 3.2.1 Subject to the provisions, limitations and conditions set forth in this Section 3.2, Tenant shall have the an option (the “Renewal Option”) to extend the Lease Term of the Lease for five additional periods of five (5) years (each an “Extended Term” and collectively referred to as the “Extended Terms”), subject to the terms, covenants and conditions contained in the Lease and to the completion of the initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, all of the Premises then subject to for one (1) additional three (3) year period (the Lease “Extended Term”). 3.2.2 If Landlord does not receive written notice (the “Option PremisesNotice”). 33.3. ) from Tenant shall exercise the Option, if at all, by giving written notice of its exercise thereof (of the “Exercise Notice”) to Landlord not more than nine (9) months nor less than six (6) months Renewal Option on or prior to the expiration date that is one hundred eighty (180) days prior to the end of the initial Lease Term, all rights under the Renewal Option shall automatically terminate and shall be of no further force or effect. 33.4. Notwithstanding anything in the Lease to the contrary, the 3.2.3 The initial monthly Base Rent during for the first year of Premises for the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, and (iii) January 1, 2035 shall be the then Fair Market Value of the Option Premises, based on the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value shall be determined as follows: 33.4.1. Within ninety (90) days after receipt by Landlord of the Exercise Notice, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2. Thereafter, the Rent for each Extended Term shall be fixed equal to the then Fair Rental Value, as hereinafter defined. As used herein, the “Fair Rental Value” payable by Tenant for the mutual written agreement Extended Term shall mean the current market rental value of the partiesPremises as of the commencement of the Extended Term, taking into consideration all relevant factors, including length of term, the uses permitted under the Lease, the quality, size, design and location of the Building and Premises, including the condition and value of existing tenant improvements, and the monthly base rent paid by tenants for premises comparable to the Premises, and located in the competitive SOMA submarket area of the Premises, as determined pursuant to this Section 3.2.3; provided, however in no event shall the initial Fair Rental Value be less than the Base Rent in effect during the last month of the initial Lease Term times 1.05. The Fair Rental Value for the Extended Term shall include the periodic rental increases that would be included for space leased for the period of the Extended Term. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of for the Option Premises Extended Term within thirty (30) days after delivery of the Landlord’s notice to Tenant of its determination, or (ii) Landlord elects, in its sole and absolute discretion, to set the Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days of receipt by Landlord of the Option Notice for the Extended Term, Landlord and Tenant each, at its cost and by giving notice to the other party, shall appoint a competent and impartial commercial real estate broker (hereinafter “broker”) with at least five (5) years’ full-time commercial real estate brokerage experience in the SOMA submarket of San Francisco to set the Fair Rental Value for the Extended Term. If either Landlord or Tenant does not appoint a broker within ten (10) days after the expiration other party has given notice of the thirty name of its broker, the single broker appointed shall be the sole broker and shall set the Fair Rental Value for the Extended Term. If two (302) brokers are appointed by Landlord and Tenant as stated in this paragraph, they shall meet promptly and attempt to set the Fair Rental Value. In addition, if either of the first two (2) brokers fails to submit their opinion of the Fair Rental Value within the time frames set forth below, then the single Fair Market Rental Rate submitted shall automatically be the initial monthly Base Rent for the Extended Term and shall be binding upon Landlord and Tenant. If the two (2) brokers are unable to agree within ten (10) days after the second broker has been appointed, they shall attempt to select a third broker, meeting the qualifications stated in this paragraph within ten (10) days after the last day period specified the two (2) brokers are given to set the Fair Rental Value. If the two (2) brokers are unable to agree on the third broker, either Landlord or Tenant by giving ten (10) days’ written notice to the other party, can apply to the Presiding Judge of the Superior Court of the county in Section 33.4.2 which the Premises is located for the selection of a third broker who meets the qualifications stated in this paragraph. Landlord and Tenant each shall bear one-half (½) of the cost of appointing the third broker and of paying the third broker’s fee. The third broker, however selected, shall be a person who has not previously acted in any capacity for either Landlord or Tenant. Within fifteen (15) days after the selection of the third broker, the third broker shall select one of the two Fair Market Rental Rates submitted by the first two brokers as the Fair Rental Value for the Extended Term. The determination of the Fair Rental Value by the third broker shall be binding upon Landlord and Tenant. Upon determination of the initial monthly Base Rent for the Extended Term pursuant to the terms outlined above, Landlord and Tenant shall each separately appoint within a single appraiser meeting reasonable period of time execute an amendment to the qualifications hereinafter set forthLease. Such appraisers amendment shall then meet within fifteen (15) days following appointment of be limited to setting forth the last to be appointed and shall attempt in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they shall jointly appoint a third appraiser within five (5) days after the expiration of said fifteen (15) day period to determine the Fair Market Rental Value. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required period, the third appraiser shall instead be appointed by the American Arbitration Association at the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the initial monthly Base Rent for the Option Premises, which determination shall not be higher or lower than Extended Term and the highest actual commencement date and lowest Fair Market Rental Value determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises shall be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members of the American Institute of Appraisers (MAI), with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis in the San Xxxx area. Landlord and Tenant shall each bear the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally by Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary expiration date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafter. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Term, the option shall immediately terminate and . Tenant shall have no other right to exercise further extend the Option with respect to any future Extended Termsinitial term of the Lease unless Landlord and Tenant otherwise expressly agree in writing.

Option to Extend Term. 33.1. Tenant shall have 3.3.1 At the option (expiration of the “Option”) to Initial Term hereof, Lessee may extend the Term term of the this Lease for five one (1) additional periods term of five (5) years (each an “Extended Term” and collectively referred to as commencing immediately following the “Extended Terms”), subject to the terms, covenants and conditions contained in the Lease and to the completion of the initial Initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, all of the Premises then subject to the Lease (the “Option Premises”"EXTENDED TERM"). 33.3. Tenant Lessee shall exercise the Optionthis option, if at all, by giving written Lessor notice of Lessee's intention to do so during the period from February 1, 2003 to February 28, 2003. In no event shall any purported exercise of such option by Lessee be effective if any Event of Default has occurred during the period from the date Lessee exercises its exercise thereof (option hereunder up to and including the “Exercise Notice”) to Landlord not more than nine (9) months nor less than six (6) months commencement of any Extended Term unless such Event of Default is cured prior to the expiration commencement of the initial Extended Term. The Extended Term shall be upon all of the terms and conditions of the Lease, except that the Base Rent and method of rental adjustments for the Extended Term shall be determined as set forth below in Section 3.3.2. 33.4. Notwithstanding anything in 3.3.2 Upon the Lease to commencement of the contraryExtended Term, the Base Rent during shall be one hundred percent (100%) of the first year then fair market rent for the Premises as of the commencement of the Extended Term commencing on each of (i) January 1Term; provided, 2015however, (ii) January 1, 2025, and (iii) January 1, 2035 Base Rent shall not be less than the then Fair Market Value Base Rent for the month prior to the commencement of the Option Premises, based on the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”)Extended Term. The Fair Market Rental Value parties shall be determined as follows: 33.4.1. Within ninety (90) days after receipt by Landlord of the Exercise Notice, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2. Thereafter, the Rent for each Extended Term shall be fixed by the mutual written agreement of the parties. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of the Option Premises within have thirty (30) days after delivery Lessee exercises its option to extend for the Extended Term to mutually agree on the fair market rent for the Premises and method of rental adjustments for the Landlord’s notice Extended Term. If the parties fail to Tenant of its determination, or (ii) Landlord elects, in its sole and absolute discretion, to set the Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration of the reach agreement during such thirty (30) day period specified period, the fair market rent and the method of rental adjustments for the Extended Term shall be determined by appraisal in Section 33.4.2 above, Landlord and Tenant shall each separately appoint a single appraiser meeting the qualifications hereinafter manner hereafter set forth. Such appraisers shall then meet within fifteen (15) days following appointment of the last to be appointed and shall attempt in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they shall jointly appoint a third appraiser within five (5) days after the expiration of said fifteen (15) day period to determine the Fair Market Rental Value. In the event it becomes necessary under this subparagraph to determine the two appraisers first appointed fail to agree upon or fair market rent for the Premises, and the method of rental adjustments of the Premises by appraisal, Lessor and Lessee each shall appoint a third real estate appraiser within the required period, the third appraiser shall instead be appointed by the American Arbitration Association at the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the Base Rent for the Option Premises, which determination shall not be higher or lower than the highest and lowest Fair Market Rental Value determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises who shall be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members a member of the American Institute of Appraisers (MAI), with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis in the San Xxxx area. Landlord and Tenant shall each bear the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally by Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafter. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Term, the option shall immediately terminate and Tenant shall have no right to exercise the Option with respect to any future Extended Terms.Real

Option to Extend Term. 33.1. Tenant If Lessee is not in default under this Lease, then Lessee shall have the option (the “Option”) to extend the Term on all of the Lease provisions contained in this Lease, except for five rent, for three additional five-year periods of five (5) years (each an “"Extended Term” and collectively referred to as the “Extended Terms”), subject to the terms, covenants and conditions contained in the Lease and to the completion ") following expiration of the initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, all of the Premises then subject to the Lease (the “Option Premises”). 33.3. Tenant shall exercise the Option, if at allTerm, by giving written notice of its exercise thereof of this option (the “Exercise "Option Notice”") to Landlord not more than nine (9) months nor less than Lessor at least six (6) months but no more than twelve (12) months prior to the expiration of the initial Term. 33.4Term except that the number of option periods remaining to be exercised will in each case be reduced by one. Notwithstanding anything in the Lease contained herein to the contrary, if Lessee is in default on the Base Rent during date of giving the first year of Option Notice, the Option Notice shall be totally ineffective and shall be deemed null and void, or if Lessee is in default on the date an Extended Term is to commence, the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, shall not commence and (iii) January 1, 2035 this Lease shall be expire at the then Fair Market Value end of the Option PremisesTerm then in effect. If Lessee fails to exercise any option by the required date specified above, based on then Lessee shall have no further options to extend the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value shall be determined as follows: 33.4.1. Within ninety (90) days after receipt by Landlord Term of the Exercise Notice, Landlord shall submit to Tenant in writing its determination of the Fair Market Rental Value. 33.4.2Lease. Thereafter, the Rent Monthly rent for each Extended Term shall be fixed by the mutual written agreement of the parties. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of the Option Premises within thirty (30) days after delivery of the Landlord’s notice to Tenant of its determination, or (ii) Landlord elects, in its sole and absolute discretion, to set the Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration of the thirty (30) day period specified in Section 33.4.2 above, Landlord and Tenant shall each separately appoint a single appraiser meeting the qualifications hereinafter set forth. Such appraisers shall then meet within fifteen (15) days following appointment of the last to be appointed and shall attempt in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they shall jointly appoint a third appraiser within five (5) days after the expiration of said fifteen (15) day period to determine the Fair Market Rental Value. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required period, the third appraiser shall instead be appointed by the American Arbitration Association at the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the Base Rent for the Option Premises, which determination shall not be higher or lower than the highest and lowest Fair Market Rental Value determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises shall be on an “as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to this Section shall be members of the American Institute of Appraisers (MAI), with at least five years of experience in the past seven following manner: The Consumer Price Index [All Urban Consumers] (base years appraising retail real estate similar to the Property on a regular basis in the 1982-1984 = 100) for San Francisco-Oakland-San Xxxx area. Landlord and Tenant shall each bear the fees of their respective appraiserCMSA, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally by Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein "Index"), which is published most immediately preceding the “date the Extended Term commences ("Extension Index”"), shall be compared with the Index which is published most immediately preceding the date the initial Term commences ("Beginning Index"). In making If the calculation just requiredExtension Index has increased over the Beginning Index, the Index for monthly rent payable during each Extended Term shall be set by multiplying the calendar month monthly rent set forth in paragraph 4 by a fraction, the numerator of which is two (2) months prior to the first month Extension Index and the denominator of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined Beginning Index; provided that such increase shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a not exceed three percent (3%) per year but annum compounded annually. As soon as the monthly rent for the Extended Term is determined, Lessor shall in no event exceed six percent (6%) per yeargive notice of the amount of minimum monthly rent for the Extended Term. In the event that the index shall ever be converted to a different standard reference base or otherwise be revisedFor subsequent extensions, a determination of subsequent increases to the rent shall be made determined in the same manner by comparing the index for the current Extended Term with the use index for the immediately preceding Extended Term. If the Index is changed so that the base year differs from that used as of such the month most immediately preceding the date of Term commences, the Index shall be converted in accordance with the conversion factor, formula, or table for converting the index as may be factor published by the United States Department of Labor, Bureau of Labor Statistics. In the event that If the Index shall cease to be publishedis discontinued or revised during the Term, the Index designed by the Bureau of Labor Statistics as replacing the Index, such other government index or the most comparable substitute, if the Bureau fails to designate a replacement, computation with which it is replaced shall be used thereafter. 33.6in order to obtain substantially the same result as would be obtained if the Index has not been discontinued or revised. If Tenant, through Lessee shall have no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 other right to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for beyond the Extended Term.] The parties hereto have executed this Lease at San Francisco, the option shall immediately terminate and Tenant shall have no right to exercise the Option with respect to any future Extended TermsCalifornia on July 1997. LESSOR LESSEE XXXXXX HOTEL PARTNERS, LLC CALIFORNIA CULINARY ACADEMY, A California limited liability company INC., a California corporation By: By: -------------------------

Option to Extend Term. 33.1. Provided that Tenant is not in default under the Lease after the lapse of any applicable cure periods, Tenant shall have the one (1) option (the “Option”) to extend the Term of the Lease for five an additional periods period of five (5) years (each an “Extended Option Term” and collectively referred to as the “Extended Terms”), subject to the terms, covenants and conditions contained in the Lease and to the completion of the initial Term thereof. 33.2. The Option granted herein is with respect to, and must be exercised by Tenant with respect to, ) on all of the Premises then subject same terms and conditions of the Lease, except as expressly provided below in this Section 2.4. Tenant may exercise the Option by delivering written notice to Landlord of its intention to so extend the term of the Lease no later than June 30, 2012. Base Rent payable during the Option Term shall be the greater of (a) Sixty-Seven Thousand Three Hundred Sixty-One and 75/100 ($67,361.75) per month, plus cumulative annual increases of three percent (3%) during the Option Term, or (b) ninety-five percent (95%) of the Market Rate (as defined below) as of the date on which Tenant exercises the Option. The “Option Premises”). 33.3Market Rate” shall mean the terms and conditions which would be offered to a non-equity, non synthetic-lease tenant for comparable laboratory space with improvements of comparable age, appearance and quality of construction located in the Sorrento Mesa submarket of San Diego, taking into account the value of existing tenant improvements over standard tenant improvements, parking ratios, rental rates, rent concessions, operating expense base year, rent increases and equivalent location, access, visibility and signage. Comparable lease terms shall be based on five (5) year transactions with corresponding adjustments to rental rates and concessions. Landlord shall determine the Market Rate by using its good faith judgment and shall provide written notice of the Market Rate to Tenant within fifteen (15) days after Tenant delivers notice of exercise of the Option. Tenant shall exercise the Option, if at all, by giving written have thirty (30) days (“Tenant’s Review Period”) after receipt of Landlord’s notice of its exercise thereof (the “Exercise Notice”) Market Rate within which to Landlord not more than nine (9) months nor less than six (6) months prior accept such rent or to reasonably object thereto in writing. In the expiration of the initial Term. 33.4. Notwithstanding anything in the Lease to the contrary, the Base Rent during the first year of the Extended Term commencing on each of (i) January 1, 2015, (ii) January 1, 2025, and (iii) January 1, 2035 shall be the then Fair Market Value of the Option Premises, based on the fair market rental value for comparable space in the San Xxxx areas (the “Fair Market Rental Value”). The Fair Market Rental Value shall be determined as follows: 33.4.1. Within ninety (90) days after receipt by Landlord of the Exercise Noticeevent that Tenant objects, Landlord and Tenant shall submit attempt to Tenant in writing its determination of agree upon the Fair Market Rental Value. 33.4.2. Thereafter, the Rent for each Extended Term shall be fixed by the mutual written agreement of the partiesRate using their good faith efforts. If either (i) Landlord and Tenant are unable to mutually agree on the Fair Market Rental Value of the Option Premises within thirty (30) days after delivery of the Landlord’s notice to Tenant of its determination, or (ii) Landlord elects, in its sole and absolute discretion, to set the Base Rent by appraisal, the Fair Market Rental Value of the Option Premises shall be set by appraisal, as provided in Sections 33.4.3 through 33.4.5 immediately below, subject to the limitation set forth in Section 33.4 above. 33.4.3. Within ten (10) business days after the expiration of the thirty (30) day period specified in Section 33.4.2 above, Landlord and Tenant shall each separately appoint a single appraiser meeting the qualifications hereinafter set forth. Such appraisers shall then meet reach agreement within fifteen (15) days following appointment of the last to be appointed and shall attempt in good faith to agree on the Fair Market Rental Value of the Option Premises, and to set the Rent accordingly. If they are unable to fully agree on the Fair Market Rental Value of the Option Premises within fifteen (15) days after their first meeting, they shall jointly appoint a third appraiser within five (5) days after the expiration of said fifteen (15) day period to determine the Fair Market Rental Value. In the event the two appraisers first appointed fail to agree upon or appoint a third appraiser within the required period, the third appraiser shall instead be appointed by the American Arbitration Association at the request of either Landlord or Tenant as soon as possible thereafter. Such third appraiser shall, within fifteen (15) days following his appointment, conclusively and solely determine such Fair Market Rental Value and set the Base Rent for the Option Premises, which determination shall not be higher or lower than the highest and lowest Fair Market Rental Value determined by the appraisers first appointed hereinabove set forth. 33.4.4. In determining the Fair Market Rental Value of the Option Premises as of the beginning of each Extended Term, the appraisers shall not consider any added value to the Premises arising from fixtures and furnishings installed at Tenant’s expense which Tenant may remove upon termination of Review Period (“Outside Agreement Date”), then the Lease and which have been previously designated in writing to Landlord. The Fair Market Rental Value of the Option Premises matter shall be on an “submitted to arbitration as is” basis, including the use permitted hereunder or similar use, and Landlord shall not be required to provide any tenant improvements. 33.4.5. All appraisers selected pursuant to provided in this Section shall be members of the American Institute of Appraisers (MAI), with at least five years of experience in the past seven years appraising retail real estate similar to the Property on a regular basis in the San Xxxx area. Landlord and Tenant shall each bear the fees of their respective appraiser, and all other costs of any appraisals conducted pursuant to this Section shall be shared equally by Landlord and Tenant. 33.5. The Base Rent, as determined in Section 33.4 above, shall be increased on January 1, 2016 and each anniversary date of the Lease thereafter during any Extended Term (each an “Adjustment Date”) as follows: the monthly Base Rent which shall be due during each year shall be increased (but in no event decreased) by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and San Xxxx Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall be divided by the Index published for the calendar month which is fourteen (14) months prior to the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in the month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. Notwithstanding the foregoing, the rental increases on each Annual Adjustment Date shall equal a minimum of a three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the rent shall be made with the use of such conversion factor, formula, or table for converting the index as may be published by the Bureau of Labor Statistics. In the event that the Index shall cease to be published, the Index designed by the Bureau of Labor Statistics as replacing the Index, or the most comparable substitute, if the Bureau fails to designate a replacement, shall be used thereafter. 33.6. If Tenant, through no fault of Landlord, fails to give Landlord the required Exercise Notice within the time period and in the manner herein provided, all rights of Tenant under this Section 33 to extend the Term of the Lease shall terminate. It shall be a condition to the effective exercise of this Option that there exist no Event of Default, or any fact or circumstance which would, with the giving of notice, the passage of time or both would constitute an Event of Default, and that this Lease be in full force and effect, both on the date Landlord receives the Exercise Notice and on the date the Extended Term is to commence. If Tenant fails to timely exercise the Option for the Extended Term, the option shall immediately terminate and Tenant shall have no right to exercise the Option with respect to any future Extended Terms.2.4 below: