Common use of OPTION TO EXTEND THE TERM Clause in Contracts

OPTION TO EXTEND THE TERM. Landlord hereby grants to Tenant, upon and subject to the terms and conditions set forth in this paragraph, the option (the "Option") to extend the term of this Lease for an additional term (the "Option Term"), which Option Term shall be a period of sixty (60) months. The Option Term shall be exercised, if at all by written notice to Landlord on or before the date that is three (3) months prior to the expiration date of the initial term of the Lease. If Tenant exercises the Option. each of the terms, covenants and conditions of this Lease except this paragraph shall apply during the Option Term as though the expiration date of the Option Term was the date originally set forth herein as the expiration date of the initial term provided that the rent to be paid shall be the Fair Market Rental, as hereinafter defined, for the Premises for the Option Term. Anything contained herein to the contrary notwithstanding, if Tenant is in monetary or material non-monetary default under any of the terms, covenants or conditions of this Lease either at the time Tenant exercises the Option or at any time thereafter prior to the commencement date of the Option Term, Landlord shall have, in addition to all of Landlords other rights and remedies provided in this Lease, the right to terminate the Option upon notice to Tenant, in which event the expiration date of this Lease shall be and remain the expiration date of the initial term. As used herein, the term "Fair Market Rental" for the Premises shall mean the rental and all other monetary payments that Landlord could obtain during the Option Term from a third party desiring to lease the Premises for the Option Term taking into account the age of the Building, the quality of construction of the Building and the Premises, the services provided under the terms of this Lease, the rental and other monetary payments, and any escalations and adjustments thereto (including without limitation Consumer Price Indexing) then being obtained for new leases of space comparable to the Premises in the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises If Tenant exercises the Option, Landlord shall send to Tenant a notice setting forth the Fair Market Rental for the Premises for the Option Term, on or before the date that is one hundred fifty (150) days prior to the expiration date of the initial term. If Tenant disputes Landlord's determination of the Fair Market Rental for the Option Term, Tenant shall within thirty (30) days after the date of Landlords notice setting forth the Fair Market Rental for the Option Term, send to Landlord a notice stating that Tenant either (x) elects to terminate its exercise of the Option, in which event the Option shall lapse and this Lease shall terminate on the expiration date of the initial term in the manner provided herein, or (y) disagrees with Landlord's determination of Fair Market Rental for the Option Term and elects to resolve the disagreement as provided in paragraph 39(a) below. If Tenant does not send to Landlord a notice as provided in the previous sentence, Landlord's determination of the Fair Market Rental shall be the basis for determining the rent to be paid by Tenant hereunder during the Option Term. If Tenant elects to resolve the disagreements as provided in paragraph 39(a) below and such procedures shall not have bene concluded prior to the commencement date of the Option Term, Tenant shall pay rent to Landlord hereunder adjusted to reflect the Fair Market Rental as determined by Landlord In the manner provided above. If the amount of Fair Market Rental as finally determined pursuant to in paragraph 39(a) below is greater than Landlord's determination, Tenant shall pay to Landlord the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below within thirty (30) days after the determination. If the Fair Market Rental as finally determined in paragraph 39(a) below is less than Landlord's determination, the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below shall be credited against the next installments of rent due from Tenant to Landlord hereunder. 39(a) RESOLUTION OF A DISAGREEMENT OVER THE FAIR MARKET RENTAL: Any disagreement regarding the Fair Market Rental shall be resolved as follows:

OPTION TO EXTEND THE TERM. Landlord hereby grants to Tenant, upon and subject to If the terms and conditions set forth lessee shall not then be in this paragraph, the option (the "Option") to extend the term of this Lease for an additional term (the "Option Term"), which Option Term shall be a period of sixty (60) months. The Option Term shall be exercised, if at all by written notice to Landlord on default in observing or before the date that is three (3) months prior to the expiration date of the initial term of the Lease. If Tenant exercises the Option. each performing any of the terms, covenants and conditions of this lease, the Lessee shall have an exclusive option to extend the term of this Lease except this paragraph (referred to as the "Option") for an additional period of Five (.L)) year(s) (referred to as the, "Extension Period"), provided that Lessee must give written notice (referred to as the "Notice") by certified mail, return receipt requested, to the Lessor on or before. August 1. 2005 (referred to as the "Option Extension Date") of its exercise of said Option. Upon Lessor's receipt of the Notice, the Lease shall apply be automatically extended without the necessity of the execution of an extension agreement or other written instrument. If Lessee fails to give the Notice to Lessor by the Option Extension Date, Lessee shall be deemed to have waived the Option and same shall be null and void. The base monthly rent to be paid during the Five U year Extension Period shall be computed as follows: The "Consumer Price Index for Urban Wage Earners and Clerical Workers" New York, N.Y. Northeastern N.J. Region, all items (1982-1984=100) as published by the United States Department of Labor, Bureau of Labor Statistics (referred to as the "Index") for the first month of the Extension Period which shall be the month of September, 2005 (referred to as the "Extension Index") shall be compared with the Index for the month in which the term of the Lease commences which is the month of October, 2000 (referred to as the "Beginning Index") If the Extension Index is the same as or lower than the Beginning Index, then the base monthly rent to be paid kip during the Extension Period shall be thx xighest base monthly rent paid dining the initial term of the Lease. If, however, the Extension Index has increased over the Beginning Index, then the base monthly rent to be paid during the Extension Period shall be the highest base monthly rent paid during the initial term of the Lease multiplied by a fraction, the numerator of which shall be the Extension Index and the denominator of which shall be the Beginning Index. In the event that the Extension index has not been determined as of the first day of the Extension Period, than the Lessor may estimate the new base monthly rant by temporarily using the Index for the last published month prior to the commencement of the Extension Period and by thereafter calculating the base monthly rent for the Extension Period as soon as the Index for the first month of the Extension Period is published, making any adjustments which may be necessary. If for any reason the Index is changed In any manner affecting the years or rates or basis, then the Index shall be converted in accordance with the conversion factor, if any, published by the United States Department of Labor, Bureau of Labor Statistics. If the Index is discontinued or revised during the term without any applicable conversion factor, such other government index or computation with which it is replaced shall be used in order to obtain substantially the same formula as would be obtained if the Index had not been discontinued or revised. In no event, however, shall the base monthly rent be paid during the Extension Period be less than the highest base monthly rent paid during the initial term of the Lease nor shall any base monthly rent be reduced below the last base monthly rent paid. In addition to the revised base monthly rent. Lessee shall continue to pay all additional rents provided in the Lease during the Extension Period. Iris understood and agreed that the Option Term hereby granted to Lessee constitutes an extension of the original term of the Lease and that all other terms and conditions of the Lease remain in full force and effect The Option is personal to Lessee and is not assignable or exercisable by and Assignee or Sublessee without the express written consent of Lessor. In the event that Lessee exercises the Option and thereafter is given consent to assign the Lease or sublease the Premises, any rents or profits received by the Lessee from any Assignee or Sublessee for the Extension Period above the rents provided in the Lease shall belong to the Lessor. In the event that the Building containing the Premises is sold prior to the Lessee's exercise of the Option, the new owner, at its sole option, shall have a right to cancel the option and, in such event, the Option shall not be exercisable and shall be deemed null and void. It is understood and agreed that in the event of an assignment of the Lease or a sublease of the Premises after the exercise of any Option to extend the term but prior to the commencement of the Extension Period, at Its sole option, shall have the right exercisable at any time prior to the commencement of the Extension Period to declare the exercise of the Option null and void and to terminate the Lease as though of the expiration date of the Option Term was the date originally set forth herein as the expiration date then existing team of the initial term Lease or as otherwise provided that in the rent to be paid Lease, Addendum or Rider. If the Lessee shall be the Fair Market Rentalin default of any term, as hereinafter defined, for the Premises for the Option Term. Anything contained herein to the contrary notwithstanding, if Tenant is in monetary covenant or material non-monetary default under any condition of the terms, covenants or conditions of this Lease either at the time Tenant exercises the Option or at any time thereafter prior to the commencement date of the Option Term, Landlord shall have, in addition to all of Landlords other rights and remedies provided in this Lease, the right to terminate the Option upon notice to Tenant, in which event the expiration date of this Lease shall be and remain the expiration date of the initial term. As used herein, the term "Fair Market Rental" for the Premises shall mean the rental and all other monetary payments that Landlord could obtain during the Option Term from a third party desiring to lease the Premises for the Option Term taking into account the age of the Building, the quality of construction of the Building and the Premises, the services provided under the terms of this Lease, the rental and other monetary payments, and any escalations and adjustments thereto (including without limitation Consumer Price Indexing) then being obtained for new leases of space comparable to the Premises in the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises If Tenant exercises the Option, Landlord shall send to Tenant a notice setting forth the Fair Market Rental for the Premises for the Option Term, on or before the date that is one hundred fifty (150) days prior to the expiration date of the initial term. If Tenant disputes Landlord's determination of the Fair Market Rental for the Option Term, Tenant shall within thirty (30) days after the date of Landlords notice setting forth the Fair Market Rental for the Option Term, send to Landlord a notice stating that Tenant either (x) elects to terminate its exercise of the Option, in which event or if the Lease shall be terminated before the commencement of the Extension Period, or if the Option shall lapse has already been exercised and this Lease shall terminate on the expiration date Lessee thereafter defaults prior to commencement of the initial term in the manner provided hereinExtension Period, or (y) disagrees with Landlord's determination of Fair Market Rental for the Option Term and elects to resolve shall, at the disagreement as provided in paragraph 39(a) below. If Tenant does not send to Landlord a notice as provided in the previous sentence, Landlord's determination option of the Fair Market Rental shall Lessor, be the basis for determining the rent to be paid by Tenant hereunder during the Option Term. If Tenant elects to resolve the disagreements as provided in paragraph 39(a) below deemed abrogated and, rendered null and such procedures shall not have bene concluded prior to the commencement date of the Option Term, Tenant shall pay rent to Landlord hereunder adjusted to reflect the Fair Market Rental as determined by Landlord In the manner provided above. If the amount of Fair Market Rental as finally determined pursuant to in paragraph 39(a) below is greater than Landlord's determination, Tenant shall pay to Landlord the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below within thirty (30) days after the determination. If the Fair Market Rental as finally determined in paragraph 39(a) below is less than Landlord's determination, the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below shall be credited against the next installments of rent due from Tenant to Landlord hereunder. 39(a) RESOLUTION OF A DISAGREEMENT OVER THE FAIR MARKET RENTAL: Any disagreement regarding the Fair Market Rental shall be resolved as follows:void.

OPTION TO EXTEND THE TERM. Landlord hereby grants to The Tenant, if not in material default under the Lease, either in payment of Rent or observance of the covenants herein, shall have the option to extend the Lease with respect to all of the Premises, together with all of the Additional Premises, for a further term of five (5) years upon giving at least twelve (12) months' written notice of the exercise of such right and subject to the terms and conditions set forth same provisions as are contained in this paragraphLease except that there shall be no further right of extension, the option Rent for the extension term shall be the then market rent for the Premises as determined by agreement between the Landlord and the Tenant and any tenant inducements, (the "Option") to extend the term of this Lease for an additional term (the "Option Term"which includes without limitation, any rent-free periods), which Option Term improvement allowance, turnkey package and/or cash inducements shall be a period negotiated between the Landlord and the Tenant at that time which tenant inducements, (which includes without limitation, any rent-free periods), improvement allowance, turnkey package and/or cash inducements, as applicable, shall be taken into account for the purposes of sixty determining the market rent for the Premises during the extension term, provided that there shall be no obligation by the Landlord to provide any tenant inducements, (60) monthswhich includes without limitation, any rent-free periods), improvement allowance, turnkey package and/or cash inducements). The Option Term Landlord shall be exercised, if advise the Tenant as to the proposed extension rental rate at all by written notice to Landlord on or before the date that is three least ninety (390) months days prior to the expiration last date upon which the option is required to be exercised. The Tenant and the Landlord shall have ninety (90) days from the Tenant's notice to negotiate and agree upon the rate of Minimum Rent payable during the extension term and any other terms and conditions, failing which the matter shall be referred to arbitration by a single arbitrator subject to the Arbitration Act (1990) and the decision of the initial term of arbitrator shall be final and binding on the Leaseparties. If Tenant exercises In the Option. each of the terms, covenants and conditions of this Lease except this paragraph shall apply during the Option Term as though the expiration date of the Option Term was the date originally set forth herein as the expiration date of the initial term provided event that the rent to be paid shall be the Fair Market Rental, as hereinafter defined, for the Premises for the Option Term. Anything contained herein to the contrary notwithstanding, if Tenant is in monetary rate of Minimum Rent has not been established either by agreement or material non-monetary default under any of the terms, covenants or conditions of this Lease either at the time Tenant exercises the Option or at any time thereafter prior to by arbitration by the commencement date of the Option Termextension term, then the Tenant shall continue to pay to the Landlord shall have, in addition to all on account of Landlords other rights and remedies provided in this LeaseMinimum Rent, the right same Minimum Rent which the Tenant was obligated to terminate pay during the Option upon notice to Tenant, in which event the expiration date of this Lease shall be and remain the expiration date last year of the initial term. As used herein, term hereof; once the term "Fair Market Rental" Minimum Rent has been determined by agreement or by arbitration for the Premises extension term, any adjustment shall mean be made by the rental and all other monetary payments that Landlord could obtain during parties with any underpayment having been made by the Option Term from a third party desiring to lease the Premises for the Option Term taking into account the age of the BuildingTenant, the quality of construction of the Building and the Premises, the services provided under the terms of this Lease, the rental and other monetary payments, and any escalations and adjustments thereto (including without limitation Consumer Price Indexing) then being obtained for new leases of space comparable payable to the Premises in the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises If Tenant exercises the Option, Landlord shall send to Tenant a notice setting forth the Fair Market Rental for the Premises for the Option Term, on or before the date that is one hundred fifty (150) days prior to the expiration date of the initial term. If Tenant disputes Landlord's determination of the Fair Market Rental for the Option Term, Tenant shall within thirty (30) days after the date of Landlords notice setting forth the Fair Market Rental for the Option Term, send to Landlord a notice stating that Tenant either (x) elects to terminate its exercise of the Option, in which event the Option shall lapse and this Lease shall terminate on the expiration date of the initial term in the manner provided herein, or (y) disagrees with Landlord's determination of Fair Market Rental for the Option Term and elects to resolve the disagreement as provided in paragraph 39(a) below. If Tenant does not send to Landlord a notice as provided in the previous sentence, Landlord's determination of the Fair Market Rental shall be rate of Minimum Rent applicable to the basis for determining extension term, and with any overpayment which may have been made by the rent Tenant to the Landlord, to be paid credited by the Landlord in favour of the Tenant hereunder during as the Option Term. If Tenant elects to resolve the disagreements as provided in paragraph 39(a) below and Minimum Rent next falls due, until such procedures shall not have bene concluded prior overpayment has been fully credited to the commencement date of the Option Term, Tenant shall pay rent to Landlord hereunder adjusted to reflect the Fair Market Rental as determined by Landlord In the manner provided above. If the amount of Fair Market Rental as finally determined pursuant to in paragraph 39(a) below is greater than Landlord's determination, Tenant shall pay to Landlord the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below within thirty (30) days after the determination. If the Fair Market Rental as finally determined in paragraph 39(a) below is less than Landlord's determination, the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below shall be credited against the next installments of rent due from Tenant to Landlord hereunder. 39(a) RESOLUTION OF A DISAGREEMENT OVER THE FAIR MARKET RENTAL: Any disagreement regarding the Fair Market Rental shall be resolved as follows:Tenant.

OPTION TO EXTEND THE TERM. Landlord hereby grants Tenant shall have the option to Tenantextend the Term of this Lease for two (2) additional Option Periods (each an “Extension Term”), upon and subject to provided that: (i) Tenant is not in default beyond any applicable grace period under any of the terms and conditions set forth in of this paragraph, Lease at the option (the "Option") time it elects to extend the term Term or, at Landlord’s option, at the commencement of this Lease for an additional term the Extension Term; (ii) the "Option Term"Tenant originally named herein (or a Permitted Transferee, as defined in Section 5.3.3 below) continues to occupy and operate in not less than 40,348 rentable square feet of the Premises (excluding the Basement Space), which Option Term shall be a period of sixty ; and (60iii) months. The Option Term shall be exercised, if at all by Tenant has given Landlord written notice of its election to Landlord on or before extend the date that is three (3) Term no later than 9 months prior to the expiration date of the initial term of the Lease. If Tenant exercises the Option. each of the terms, covenants and conditions original Term of this Lease except this paragraph or the first Extension Term, as the case may be. In the event that Tenant shall apply during extend the Option Term as though aforesaid, such extension(s) shall be upon the expiration date of the Option Term was the date originally same terms and conditions as set forth herein as except that: the expiration date of exercised Extension Term shall no longer be available; and the initial term provided that the rent to be paid annual Fixed Rent payable hereunder shall be adjusted in accordance with the Fair Market Rental, as hereinafter defined, for provisions of Section 3. Should Tenant so extend the Premises for the Option Term. Anything contained herein to the contrary notwithstanding, if Tenant is in monetary or material non-monetary default under any of the terms, covenants or conditions of this Lease either at the time Tenant exercises the Option or at any time thereafter prior to the commencement date of the Option Term, Landlord shall have, in addition to all of Landlords other rights and remedies provided in this Lease, the right to terminate the Option upon notice to Tenant, in which event the expiration date of this Lease shall be and remain the expiration date of the initial term. As used herein, the term "Fair Market Rental" for the Premises shall mean the rental and all other monetary payments that Landlord could obtain during the Option Term from a third party desiring to lease the Premises for the Option Term taking into account the age of the Building, the quality of construction of the Building and the Premises, the services provided under the terms of this Lease, the rental and other monetary payments, and any escalations and adjustments thereto (including without limitation Consumer Price Indexing) then being obtained for new leases of space comparable to term “Term” as used herein shall mean the Premises in original Term together with the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises If Tenant exercises the Option, Landlord shall send to Tenant a notice setting forth the Fair Market Rental for the Premises for the Option Term, on or before the date that is one hundred fifty (150) days prior to the expiration date of the initial termExtension Terms. If Tenant disputes Landlord's determination of the Fair Market Rental for the Option Termfails to timely exercise its rights hereunder as aforesaid, Tenant shall be deemed to have conclusively waived its right to do so and the applicable Extension Term(s) set forth herein shall be void and of no further force or effect and Tenant, following such failure (or waiver) and within thirty seven (307) days after the date of Landlords notice setting forth the Fair Market Rental for the Option TermLandlord’s request therefor, send shall execute and deliver to Landlord a notice stating that Tenant either (x) elects to terminate its exercise of the Optioncertification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the waiver, which event the Option shall lapse and this Lease shall terminate on the expiration date of the initial term in the manner provided herein, or (y) disagrees with Landlord's determination of Fair Market Rental for the Option Term and elects to resolve the disagreement as provided in paragraph 39(a) below. If Tenant does not send to Landlord a notice as provided in the previous sentence, Landlord's determination of the Fair Market Rental affidavit shall be the basis for determining the rent to be paid by Tenant hereunder during the Option Term. If Tenant elects to resolve the disagreements as provided in paragraph 39(a) below and such procedures shall not have bene concluded prior to the commencement date of the Option Term, Tenant shall pay rent to Landlord hereunder adjusted to reflect the Fair Market Rental as determined by Landlord In the manner provided above. If the amount of Fair Market Rental as finally determined pursuant to in paragraph 39(a) below is greater than Landlord's determination, Tenant shall pay to Landlord the difference between the amount paid by binding on Tenant and the Fair Market Rental as so determined in paragraph 39(a) below within thirty (30) days after the determination. If the Fair Market Rental as finally determined in paragraph 39(a) below is less than Landlord's determination, the difference between the amount paid may be conclusively relied on by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below shall be credited against the next installments of rent due from Tenant to Landlord hereunder. 39(a) RESOLUTION OF A DISAGREEMENT OVER THE FAIR MARKET RENTAL: Any disagreement regarding the Fair Market Rental shall be resolved as follows:third parties.

OPTION TO EXTEND THE TERM. Landlord hereby grants Provided that Tenant is still in occupancy, and is not in default of the Lease at the time of the notice to Tenantextend Term, Tenant shall have the option to renew this Lease for one (1) successive additional period of five (5) consecutive Lease Years (herein referred to as an “Renewal Term”) upon and subject to the same terms and conditions as in effect during the initial Term; provided, however, that (i) Minimum Annual Rent and the base years for passthrough purposes shall be as set forth in this paragraphbelow; (ii) there shall be no further options beyond the Renewal Term; (iii) there shall be no Rent Abatement provided to Tenant; and (iv) there shall be no entitlement of Tenant to any Allowance. In addition, no party other than the original named Tenant shall be entitled to exercise the Renewal Term. The Renewal Term shall commence on the day immediately following the last day of the initial Lease Term. The option to extend shall be exercised by Tenant giving written notice of the exercise thereof (the "Option"“Exercise Notice”) to extend Landlord within thirty (30) days following the term determination of this Lease the revised Minimum Annual Rent for an additional term the Renewal Term then being decided. Any Exercise Notice timely given by Tenant shall be irrevocable. Should Tenant be desirous of causing the Minimum Annual Rent to be decided for the Renewal Term, Tenant shall be required to provide Landlord with written notice that the Minimum Annual Rent for the Renewal Term be decided, such notice (the "Option Term"), which Option Term shall “Determination Notice”) to be a period of sixty provided by Tenant at least nine (60) months. The Option Term shall be exercised, if at all by written notice to Landlord on or before the date that is three (39) months prior to the expiration date of the initial term Lease Term then in effect. Failure or inability of Tenant to timely deliver the Determination Notice for the Renewal Term shall constitute the waiver by Tenant of the LeaseRenewal Term. If Failure or inability of Tenant exercises to timely deliver its Exercise Notice for the Option. each Renewal Term (following timely and proper provision by Tenant of the terms, covenants and conditions of this Lease except this paragraph Determination Notice) shall apply during similarly constitute the Option Term as though the expiration date waiver by Tenant of the Option Renewal Term. Minimum Annual Rent for the Renewal Term was the date originally set forth herein as the expiration date of the initial term provided that the rent to be paid shall be at 95% of the Fair Market Rental, as hereinafter defined, Rate for the Premises comparable office space for the Option Term. Anything contained herein to the contrary notwithstanding, if Tenant is in monetary or material non-monetary default renewal tenants under any of the terms, covenants or conditions of this Lease either renewal terms commencing at the time Tenant exercises the Option or at any time thereafter prior to the commencement date of the Option TermRenewal Term for which such rent is being computed, Landlord but in no case less than the then escalated rent. Minimum Annual Rent during the Renewal Term shall havecontinue to escalate at 3% per annum, in addition to all of Landlords unless the parties shall otherwise mutually agree, and such annual adjustment and the other rights and remedies provided in this Lease, the right to terminate the Option upon notice to Tenant, in which event the expiration date relevant factors of this Lease shall be and remain taken into consideration by the expiration date of the initial term. As used herein, the term "Fair Market Rental" for the Premises shall mean the rental and all other monetary payments that Landlord could obtain during the Option Term from a third party desiring to lease the Premises for the Option Term taking into account the age of the Building, the quality of construction of the Building and the Premises, the services provided under the terms of this Lease, the rental and other monetary payments, and any escalations and adjustments thereto (including without limitation Consumer Price Indexing) then being obtained for new leases of space comparable to the Premises brokers in the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises If Tenant exercises the Option, Landlord shall send to Tenant a notice setting forth the Fair Market Rental for the Premises for the Option Term, on or before the date that is one hundred fifty (150) days prior to the expiration date of the initial term. If Tenant disputes Landlord's their determination of the Fair Market Rental Rate. In addition, the base year for purposes of determining increases in Operating Expenses and Real Estate Taxes shall be revised to calendar year 2011, and such revision shall be taken into consideration in any such determination. Said Fair Market Rate shall be defined as the Option Termeffective market rent expressed in dollars per rentable square feet that would be received by Landlord renting space in "comparable buildings" in the North Bethesda area and shall take into consideration in determining the effective market rent all market factors. In the event Tenant provides its Determination Notice and the parties are unable to mutually agree on the Fair Market Rate within fifteen (15) days thereafter, then and in such event, the Fair Market Rate shall be determined in the following manner by a board of 3 licensed independent real estate brokers, one of whom shall be named by Landlord, one by Tenant, and, if necessary, the third selected by the two so appointed. In no event shall any broker selected hereunder have provided brokerage services to either Landlord or Tenant, or to any party owned or controlled by their respective principals, within the three (30 year period preceding such designation. Each member of the board of brokers shall be licensed in Maryland as a real estate broker, specializing in the field of commercial office leasing in Xxxxxxxxxx County, having no less than ten (10) years experience in such field, and recognized as ethical and reputable within the field. Landlord and Tenant shall each make their appointments within ten (10) days of written request by either party hereto following expiration of the fifteen (15) day period provided above and shall notify the other in writing of their choices within such time. If either party fails to select a broker within the ten (10) day period provided above, the broker selected by the other party shall establish the Fair Market Rate, subject to the limitations and requirements set forth above. Within fifteen (15) days, each of the brokers selected by the Landlord and Tenant shall submit to the parties his or her determination of the Fair Market Rate, subject to the above limitations and requirements. If the difference between the two figures is no greater than 5% of the greater figure, the Fair Market Rate shall be the average of the two figures so presented. If the difference between the two determinations is greater than 5% of the greater figure, the two brokers selected by Landlord and Tenant shall select a third broker within ten (10) days after they submitted their initial determinations to the parties. The third broker shall then, within ten (10) days after his or her appointment, select one of the two proposed figures proposed by the two brokers selected by the parties to be the Fair Market Rate. Landlord and Tenant shall each pay the fee of the broker selected by it, and shall equally share the payment of the fee of the third broker. It is understood and agreed by the parties that the determination of the brokers or appraisers shall be binding upon the parties. However, Tenant shall within be afforded a period of thirty (30) days after following such determination to provide its Exercise Notice, time being of the date essence. The parties shall execute an addendum to the Lease to recognize the Rent so determined and to confirm the extended term and the terms and conditions of Landlords notice setting forth theRenewal Term; however, neither the Fair Market Rental execution or delivery of the memorandum shall be considered as a condition precedent to the leasing by Tenant of the Demised Premises for the Option Term, send particular Renewal Term for which the Exercise Notice was given nor shall the failure of Tenant to Landlord execute or deliver the memorandum be considered as a notice stating that Tenant either (x) elects to terminate its exercise condition subsequent of the Option, in which event the Option shall lapse and this Lease shall terminate on the expiration date leasing by Tenant of the initial term in the manner provided herein, or (y) disagrees with Landlord's determination of Fair Market Rental for the Option Term and elects to resolve the disagreement as provided in paragraph 39(a) below. If Tenant does not send to Landlord a notice as provided in the previous sentence, Landlord's determination of the Fair Market Rental shall be the basis for determining the rent to be paid by Tenant hereunder Demised Premises during the Option such Renewal Term. If Tenant elects to resolve the disagreements as provided in paragraph 39(a) below and such procedures shall not have bene concluded prior to the commencement date of the Option Term, Tenant shall pay rent to Landlord hereunder adjusted to reflect the Fair Market Rental as determined by Landlord In the manner provided above. If the amount of Fair Market Rental as finally determined pursuant to in paragraph 39(a) below is greater than Landlord's determination, Tenant shall pay to Landlord the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below within thirty (30) days after the determination. If the Fair Market Rental as finally determined in paragraph 39(a) below is less than Landlord's determination, the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below shall be credited against the next installments of rent due from Tenant to Landlord hereunder. 39(a) RESOLUTION OF A DISAGREEMENT OVER THE FAIR MARKET RENTAL: Any disagreement regarding the Fair Market Rental shall be resolved as follows:.

OPTION TO EXTEND THE TERM. Landlord hereby grants Provided that Tenant is still in occupancy, and is not in default of the Lease at the time of the notice to Tenantextend Term, Tenant shall have the option to renew this Lease for one (1) successive additional period of five (5) consecutive Lease Years (herein referred to as an “Renewal Term”) upon and subject to the same terms and conditions as in effect during the initial Term; provided, however, that (i) Minimum Annual Rent and the base years for passthrough purposes shall be as set forth in this paragraphbelow; (ii) there shall be no further options beyond the Renewal Term; (iii) there shall be no Rent Abatement provided to Tenant; and (iv) there shall be no entitlement of Tenant to any Allowance. In addition, no party other than the original named Tenant shall be entitled to exercise the Renewal Term. The Renewal Term shall commence on the day immediately following the last day of the initial Lease Term. The option to extend shall be exercised by Tenant giving written notice of the exercise thereof (the "Option"“Exercise Notice”) to extend Landlord within thirty (30) days following the term determination of this Lease the revised Minimum Annual Rent for an additional term the Renewal Term then being decided. Any Exercise Notice timely given by Tenant shall be irrevocable. Should Tenant be desirous of causing the Minimum Annual Rent to be decided for the Renewal Term, Tenant shall be required to provide Landlord with written notice that the Minimum Annual Rent for the Renewal Term be decided, such notice (the "Option Term"), which Option Term shall “Determination Notice”) to be a period of sixty provided by Tenant at least nine (60) months. The Option Term shall be exercised, if at all by written notice to Landlord on or before the date that is three (39) months prior to the expiration date of the initial term Lease Term then in effect. Failure or inability of Tenant to timely deliver the Determination Notice for the Renewal Term shall constitute the waiver by Tenant of the LeaseRenewal Term. If Failure or inability of Tenant exercises to timely deliver its Exercise Notice for the Option. each Renewal Term (following timely and proper provision by Tenant of the terms, covenants and conditions of this Lease except this paragraph Determination Notice) shall apply during similarly constitute the Option Term as though the expiration date waiver by Tenant of the Option Renewal Term. Minimum Annual Rent for the Renewal Term was the date originally set forth herein as the expiration date of the initial term provided that the rent to be paid shall be at 95% of the Fair Market Rental, as hereinafter defined, Rate for the Premises comparable office space for the Option Term. Anything contained herein to the contrary notwithstanding, if Tenant is in monetary or material non-monetary default renewal tenants under any of the terms, covenants or conditions of this Lease either renewal terms commencing at the time Tenant exercises the Option or at any time thereafter prior to the commencement date of the Option TermRenewal Term for which such rent is being computed, Landlord but in no case less than the then escalated rent. Minimum Annual Rent during the Renewal Term shall havecontinue to escalate at 3% per annum, in addition to all of Landlords unless the parties shall otherwise mutually agree, and such annual adjustment and the other rights and remedies provided in this Lease, the right to terminate the Option upon notice to Tenant, in which event the expiration date relevant factors of this Lease shall be and remain taken into consideration by the expiration date of the initial term. As used herein, the term "Fair Market Rental" for the Premises shall mean the rental and all other monetary payments that Landlord could obtain during the Option Term from a third party desiring to lease the Premises for the Option Term taking into account the age of the Building, the quality of construction of the Building and the Premises, the services provided under the terms of this Lease, the rental and other monetary payments, and any escalations and adjustments thereto (including without limitation Consumer Price Indexing) then being obtained for new leases of space comparable to the Premises brokers in the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises If Tenant exercises the Option, Landlord shall send to Tenant a notice setting forth the Fair Market Rental for the Premises for the Option Term, on or before the date that is one hundred fifty (150) days prior to the expiration date of the initial term. If Tenant disputes Landlord's their determination of the Fair Market Rental Rate. In addition, the base year for purposes of determining increases in Operating Expenses and Real Estate Taxes shall be revised to calendar year 2011, and such revision shall be taken into consideration in any such determination. Said Fair Market Rate shall be defined as the Option Termeffective market rent expressed in dollars per rentable square feet that would be received by Landlord renting space in "comparable buildings" in the North Bethesda area and shall take into consideration in determining the effective market rent all market factors. In the event Tenant provides its Determination Notice and the parties are unable to mutually agree on the Fair Market Rate within fifteen (15) days thereafter, then and in such event, the Fair Market Rate shall be determined in the following manner by a board of 3 licensed independent real estate brokers, one of whom shall be named by Landlord, one by Tenant, and, if necessary, the third selected by the two so appointed. In no event shall any broker selected hereunder have provided brokerage services to either Landlord or Tenant, or to any party owned or controlled by their respective principals, within the three (30 year period preceding such designation. Each member of the board of brokers shall be licensed in Maryland as a real estate broker, specializing in the field of commercial office leasing in Xxxxxxxxxx County, having no less than ten (10) years experience in such field, and recognized as ethical and reputable within the field. Landlord and Tenant shall each make their appointments within ten (10) days of written request by either party hereto following expiration of the fifteen (15) day period provided above and shall notify the other in writing of their choices within such time. If either party fails to select a broker within the ten (10) day period provided above, the broker selected by the other party shall establish the Fair Market Rate, subject to the limitations and requirements set forth above. Within fifteen (15) days, each of the brokers selected by the Landlord and Tenant shall submit to the parties his or her determination of the Fair Market Rate, subject to the above limitations and requirements. If the difference between the two figures is no greater than 5% of the greater figure, the Fair Market Rate shall be the average of the two figures so presented. If the difference between the two determinations is greater than 5% of the greater figure, the two brokers selected by Landlord and Tenant shall select a third broker within ten (10) days after they submitted their initial determinations to the parties. The third broker shall then, within ten (10) days after his or her appointment, select one of the two proposed figures proposed by the two brokers selected by the parties to be the Fair Market Rate. Landlord and Tenant shall each pay the fee of the broker selected by it, and shall equally share the payment of the fee of the third broker. It is understood and agreed by the parties that the determination of the brokers or appraisers shall be binding upon the parties. However, Tenant shall within be afforded a period of thirty (30) days after following such determination to provide its Exercise Notice, time being of the date essence. The parties shall execute an addendum to the Lease to recognize the Rent so determined and to confirm the extended term and the terms and conditions of Landlords notice setting forth the Fair Market Rental Renewal Term; however, neither the execution or delivery of the memorandum shall be considered as a condition precedent to the leasing by Tenant of the Demised Premises for the Option Term, send particular Renewal Term for which the Exercise Notice was given nor shall the failure of Tenant to Landlord execute or deliver the memorandum be considered as a notice stating that Tenant either (x) elects to terminate its exercise condition subsequent of the Option, in which event the Option shall lapse and this Lease shall terminate on the expiration date leasing by Tenant of the initial term in the manner provided herein, or (y) disagrees with Landlord's determination of Fair Market Rental for the Option Term and elects to resolve the disagreement as provided in paragraph 39(a) below. If Tenant does not send to Landlord a notice as provided in the previous sentence, Landlord's determination of the Fair Market Rental shall be the basis for determining the rent to be paid by Tenant hereunder Demised Premises during the Option such Renewal Term. If Tenant elects to resolve the disagreements as provided in paragraph 39(a) below and such procedures shall not have bene concluded prior to the commencement date of the Option Term, Tenant shall pay rent to Landlord hereunder adjusted to reflect the Fair Market Rental as determined by Landlord In the manner provided above. If the amount of Fair Market Rental as finally determined pursuant to in paragraph 39(a) below is greater than Landlord's determination, Tenant shall pay to Landlord the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below within thirty (30) days after the determination. If the Fair Market Rental as finally determined in paragraph 39(a) below is less than Landlord's determination, the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below shall be credited against the next installments of rent due from Tenant to Landlord hereunder. 39(a) RESOLUTION OF A DISAGREEMENT OVER THE FAIR MARKET RENTAL: Any disagreement regarding the Fair Market Rental shall be resolved as follows:.

OPTION TO EXTEND THE TERM. Landlord hereby grants to Tenant, upon and subject to the terms and conditions set forth in this paragraph, the option (the "Option") to extend the term of this Lease for an two (2) additional term (the "Option Term"), which Option Term shall be a period terms of sixty (60) monthsmonths each (individually an "Option Term") . The Option Term shall be exercised, if at all all, by written notice to Landlord on or before the date that is three twelve (312) months prior to the expiration date of the initial term of the Lease. If Tenant exercises the Option. , each of the terms, covenants and conditions of this Lease except this paragraph shall apply during the Option Term as though the expiration date of the Option Term was the date originally set forth herein as the expiration date of the initial term term, provided that the rent Base Monthly Rent to be paid shall be equal to the greater of (i) Fifty One Thousand Six Hundred Eight ($51,608.00), or (ii) ninety five percent (95%) of the Fair Market Rental, as hereinafter defined, for the Premises for the Option Term. The appraisers shall be instructed that the foregoing five percent (5%) discount is intended to reduce comparable rents which include (i) brokerage commissions, (ii) tenant improvement allowances, and (iii) vacancy costs, to account for the fact that Landlord will not suffer such costs in the event Tenant exercises its Option. Anything contained herein to the contrary notwithstanding, if Tenant is in monetary or material non-monetary default under any of the terms, covenants or conditions of this Lease either at the time Tenant exercises the Option or at any time thereafter prior to the commencement date of the Option Term, Landlord shall have, in addition to all of Landlords Landlord's other rights and remedies provided in this Lease, the right to terminate the Option upon notice to Tenant, in which event the expiration date of this Lease shall be and remain the expiration date of the initial term. As used herein, the term "Fair Market Rental" for the Premises shall mean the rental and all other monetary payments that Landlord could obtain during the Option Term from a third party desiring to lease the Premises for the Option Term taking into account the age of the Building, the quality of construction of the Building and the Premises, the services provided under the terms of this Lease, the rental and other monetary payments, and any escalations and adjustments thereto (including without limitation Consumer Price Indexing) then being obtained for new leases of space comparable to the Premises in the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises for the Option Term in determining the rental such party would be willing to pay therefor. The Fair Market Rental shall not include, however, the value of any Tenant Improvements paid for by Tenant or any addition to the Premises constructed by Tenant pursuant to paragraph 10 above. If Tenant exercises the Option, Landlord shall send to Tenant a notice setting forth the Fair Market Rental for the Premises for the Option Term, on or before the date that is one hundred fifty (150) days prior to the expiration date of the initial term. If Tenant disputes Landlord's determination of the Fair Market Rental for the Option Term, Tenant shall shall, within thirty (30) days after the date of Landlords Landlord's notice setting forth the Fair Market Rental for the Option Term, send to Landlord a notice stating that Tenant either (x) elects to terminate its exercise of the Option, in which event the Option shall lapse and this Lease shall terminate on the expiration date of the initial term in the manner provided herein, or (y) disagrees with Landlord's determination of Fair Market Rental for the Option Term and elects to resolve the disagreement as provided in paragraph 39(a37(a) below. If Tenant does not send to Landlord a notice as provided in the previous sentence, Landlord's determination of the Fair Market Rental shall be the basis for determining the rent to be paid by Tenant hereunder during the Option Term. If Tenant elects to resolve the disagreements disagreement as provided in paragraph 39(a37(a) below and such procedures shall not have bene been concluded prior to the commencement date of the Option Term, Tenant shall pay rent to Landlord hereunder adjusted to reflect the Fair Market Rental as determined by Landlord In in the manner provided above. If the amount of Fair Market Rental as finally determined pursuant to in paragraph 39(a37(a) below is greater than Landlord's determination, Tenant shall pay to Landlord the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a37(a) below within thirty (30) days after the determination. If the Fair Market Rental as finally determined in paragraph 39(a37(a) below is less than Landlord's determination, the difference between the amount paid by Tenant and the Fair Market Rental as so determined in paragraph 39(a37(a) below shall be credited against the next installments of rent due from Tenant to Landlord hereunder. 39(a) RESOLUTION OF A DISAGREEMENT OVER THE FAIR MARKET RENTAL: Any disagreement regarding the Fair Market Rental shall be resolved as follows:.

OPTION TO EXTEND THE TERM. Landlord hereby grants Tenant shall have the option to Tenantextend the Term of this Lease for additional periods equal to the Option Periods (each an “Extension Term”), upon and subject to provided that: (a) Tenant is not in default beyond any applicable grace period under any of the terms and conditions set forth in of this paragraph, Lease at the option (the "Option") time it elects to extend the term Term or at the commencement of the Extension Term; (b) Tenant has not assigned this Lease for an additional term or sublet any portion of the Premises; and (the "Option Term"), which Option Term shall be a period of sixty (60c) months. The Option Term shall be exercised, if at all by Tenant has given Landlord written notice of its election to Landlord on or before extend the date that is three (3) Term no later than 12 months prior to the expiration date of the initial term original Term of the this Lease. If In the event that Tenant exercises shall extend the Option. each of Term as aforesaid, such extension shall be upon the terms, covenants same terms and conditions of this Lease except this paragraph shall apply during the Option Term as though the expiration date of the Option Term was the date originally set forth herein as the expiration date of the initial term provided that the rent except that: no further right to extend shall be deemed to be paid included; no rent abatement or Free Rent period will be included; no tenant improvements or allowances will be included; and the annual Fixed Rent payable hereunder shall be adjusted in accordance with the Fair Market Rental, as hereinafter defined, for provisions of Section 3. Should Tenant so extend the Premises for the Option Term. Anything contained herein to the contrary notwithstanding, if Tenant is in monetary or material non-monetary default under any of the terms, covenants or conditions of this Lease either at the time Tenant exercises the Option or at any time thereafter prior to the commencement date of the Option Term, Landlord shall have, in addition to all of Landlords other rights and remedies provided in this Lease, the right to terminate the Option upon notice to Tenant, in which event the expiration date of this Lease shall be and remain the expiration date of the initial term. As used herein, the term "Fair Market Rental" for the Premises shall mean the rental and all other monetary payments that Landlord could obtain during the Option Term from a third party desiring to lease the Premises for the Option Term taking into account the age of the Building, the quality of construction of the Building and the Premises, the services provided under the terms of this Lease, the rental and other monetary payments, and any escalations and adjustments thereto (including without limitation Consumer Price Indexing) then being obtained for new leases of space comparable to term “Term” as used herein shall mean the Premises in original Term together with the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises If Tenant exercises the Option, Landlord shall send to Tenant a notice setting forth the Fair Market Rental for the Premises for the Option Term, on or before the date that is one hundred fifty (150) days prior to the expiration date of the initial term. If Tenant disputes Landlord's determination of the Fair Market Rental for the Option Term, Tenant shall within thirty (30) days after the date of Landlords notice setting forth the Fair Market Rental for the Option Term, send to Landlord a notice stating that Tenant either (x) elects to terminate its exercise of the Option, in which event the Option shall lapse and this Lease shall terminate on the expiration date of the initial term in the manner provided herein, or (y) disagrees with Landlord's determination of Fair Market Rental for the Option Term and elects to resolve the disagreement as provided in paragraph 39(a) below. If Tenant does not send to Landlord a notice as provided in the previous sentence, Landlord's determination of the Fair Market Rental shall be the basis for determining the rent to be paid by Tenant hereunder during the Option Extension Term. If Tenant elects fails to resolve the disagreements timely exercise its rights hereunder as provided in paragraph 39(a) below and such procedures shall not have bene concluded prior to the commencement date of the Option Termaforesaid, Tenant shall pay rent be deemed to have conclusively waived its right to do so and the applicable Extension Term (s) set forth herein shall be void and of no further force or effect and Tenant, following such failure (or waiver) and within seven (7) days of Landlord’s request therefor, shall execute and deliver to Landlord hereunder adjusted a certification, in recordable form, confirming the Tenant’s failure to reflect exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the Fair Market Rental as determined by Landlord In the manner provided above. If the amount of Fair Market Rental as finally determined pursuant to in paragraph 39(a) below is greater than Landlord's determinationwaiver, Tenant which affidavit shall pay to Landlord the difference between the amount paid by be binding on Tenant and the Fair Market Rental as so determined in paragraph 39(a) below within thirty (30) days after the determination. If the Fair Market Rental as finally determined in paragraph 39(a) below is less than Landlord's determination, the difference between the amount paid may be conclusively relied on by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below shall be credited against the next installments of rent due from Tenant to Landlord hereunder. 39(a) RESOLUTION OF A DISAGREEMENT OVER THE FAIR MARKET RENTAL: Any disagreement regarding the Fair Market Rental shall be resolved as follows:third parties.

OPTION TO EXTEND THE TERM. Landlord hereby grants Tenant shall have the option to Tenantextend the Term of this Lease for two (2) additional Option Periods (each an “Extension Term”), upon and subject to provided that: (i) Tenant is not in default beyond any Burlington Wxxxx — Color Kinetics Expansion Space Lease (BWOP2) applicable grace period under any of the terms and conditions set forth in of this paragraph, Lease at the option (the "Option") time it elects to extend the term Term or, at Landlord’s option, at the commencement of this Lease for an additional term the Extension Term; (ii) the "Option Term")Tenant originally named herein (or a Permitted Transferee, which Option Term shall be a period as defined in Section 5.3.3 below) continues to occupy and operate in all or substantially all of sixty the Premises; and (60iii) months. The Option Term shall be exercised, if at all by Tenant has given Landlord written notice of its election to Landlord on or before extend the date that is three (3) Term no later than 9 months prior to the expiration date of the initial term of the Lease. If Tenant exercises the Option. each of the terms, covenants and conditions original Term of this Lease except this paragraph or the first Extension Term, as the case may be. In the event that Tenant shall apply during extend the Option Term as though aforesaid, such extension(s) shall be upon the expiration date of the Option Term was the date originally same terms and conditions as set forth herein as except that: the expiration date of exercised Extension Term shall no longer be available; and the initial term provided that the rent to be paid annual Fixed Rent payable hereunder shall be adjusted in accordance with the Fair Market Rental, as hereinafter defined, for provisions of Section 3. Should Tenant so extend the Premises for the Option Term. Anything contained herein to the contrary notwithstanding, if Tenant is in monetary or material non-monetary default under any of the terms, covenants or conditions of this Lease either at the time Tenant exercises the Option or at any time thereafter prior to the commencement date of the Option Term, Landlord shall have, in addition to all of Landlords other rights and remedies provided in this Lease, the right to terminate the Option upon notice to Tenant, in which event the expiration date of this Lease shall be and remain the expiration date of the initial term. As used herein, the term "Fair Market Rental" for the Premises shall mean the rental and all other monetary payments that Landlord could obtain during the Option Term from a third party desiring to lease the Premises for the Option Term taking into account the age of the Building, the quality of construction of the Building and the Premises, the services provided under the terms of this Lease, the rental and other monetary payments, and any escalations and adjustments thereto (including without limitation Consumer Price Indexing) then being obtained for new leases of space comparable to term “Term” as used herein shall mean the Premises in original Term together with the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises If Tenant exercises the Option, Landlord shall send to Tenant a notice setting forth the Fair Market Rental for the Premises for the Option Term, on or before the date that is one hundred fifty (150) days prior to the expiration date of the initial termExtension Terms. If Tenant disputes Landlord's determination of the Fair Market Rental for the Option Termfails to timely exercise its rights hereunder as aforesaid, Tenant shall be deemed to have conclusively waived its right to do so and the applicable Extension Term(s) set forth herein shall be void and of no further force or effect and Tenant, following such failure (or waiver) and within thirty seven (307) days after the date of Landlords notice setting forth the Fair Market Rental for the Option TermLandlord’s request therefor, send shall execute and deliver to Landlord a notice stating that Tenant either (x) elects to terminate its exercise of the Optioncertification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the waiver, which event the Option shall lapse and this Lease shall terminate on the expiration date of the initial term in the manner provided herein, or (y) disagrees with Landlord's determination of Fair Market Rental for the Option Term and elects to resolve the disagreement as provided in paragraph 39(a) below. If Tenant does not send to Landlord a notice as provided in the previous sentence, Landlord's determination of the Fair Market Rental affidavit shall be the basis for determining the rent to be paid by Tenant hereunder during the Option Term. If Tenant elects to resolve the disagreements as provided in paragraph 39(a) below and such procedures shall not have bene concluded prior to the commencement date of the Option Term, Tenant shall pay rent to Landlord hereunder adjusted to reflect the Fair Market Rental as determined by Landlord In the manner provided above. If the amount of Fair Market Rental as finally determined pursuant to in paragraph 39(a) below is greater than Landlord's determination, Tenant shall pay to Landlord the difference between the amount paid by binding on Tenant and the Fair Market Rental as so determined in paragraph 39(a) below within thirty (30) days after the determination. If the Fair Market Rental as finally determined in paragraph 39(a) below is less than Landlord's determination, the difference between the amount paid may be conclusively relied on by Tenant and the Fair Market Rental as so determined in paragraph 39(a) below shall be credited against the next installments of rent due from Tenant to Landlord hereunder. 39(a) RESOLUTION OF A DISAGREEMENT OVER THE FAIR MARKET RENTAL: Any disagreement regarding the Fair Market Rental shall be resolved as follows:third parties.