Common use of OPTION TO RENEW Clause in Contracts

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Landlord grants to Tenant is not, and has not been an option to extend the Lease Term for three (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (23) additional consecutive terms of five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term years each (the “Option NoticeExtended Term”), commencing on the expiration date of the original Lease Term, upon the same terms and conditions as set forth in this Lease, except as provided in this Section with respect to Base Rent; provided, however, that no Event of Default by Tenant has occurred that has not been cured at any time such option is to be exercised. The Base Monthly Rent during for the first year of each extension periods Extended Term shall equal the Market Rate for the Premises in “as is” condition, which shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space determined within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days after Tenant exercises its option to extend the Lease Term. The Base Rent shall be determined for the entire Premises, including the Expansion Premises, if applicable. The Base Rent may be adjusted upwards, but in no event shall be adjusted downwards from the preceding year’s Base Rent, based on the determination of Option Noticethe Market Rate applicable to the Premises. The Base Rent for the entire Premises, including the Expansion Premises if applicable, during any Extended Term shall increase in accordance with the amount determined at the time the Market Rate is set, which shall be at least [***] per twelve (12) month period. If Landlord and Tenant shall notify Landlord of Tenant’s option of Fair cannot agree [***]: Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. on a Market Rate for the applicable renewal Extended Term within the above-stated thirty (30) day period. If , then Tenant shall provide Landlord disagrees with Tenant’s opinion written notice of the Fair name of an appraiser selected by Tenant to determine the Market RateRate for the Premises. Within fifteen (15) days after Tenant provides such notice, Landlord shall notify provide written notice to Tenant of Landlord’s opinion the name of Fair an appraiser selected by Landlord to determine the Market Rate for the Premises. The two appraisers shall then jointly determine the Market Rate for the Premises for the Extended Term and provide a written report of same to Landlord and Tenant. If the two appraisers cannot agree on a Market Rate for the Premises within fifteen (15) days after receipt of Tenant’s opinion of Fair Tenant receives notice from Landlord identifying its appraiser, then the two appraisers shall jointly select a third appraiser, which third appraiser shall solely determine the Market Rate (“Landlord’s Value Notice”). If for the parties are unable Extended Term and provide a written report of same to resolve their differences Landlord and Tenant within thirty (30) days thereafterof his or selection. Such determination of the Market Rate by the third appraiser shall be binding on Landlord and Tenant. Each party shall pay the cost of its appraiser and one-half (1/2) the cost of the third appraiser. The appraisers shall be M.A.I. appraisers unless Landlord and Tenant otherwise agree in writing. If Landlord fails to choose an appraiser as provided above, then the appraiser chosen by Tenant shall be deemed to be acceptable to Landlord. If Tenant fails to choose an appraiser as provided above, then the appraiser chosen by Landlord shall be deemed to be acceptable to Tenant. Should Tenant elect to exercise any option for an Extended Term, Tenant shall do so by providing written notice to Landlord at least twelve (12) months before the expiration of the Lease Term or the then current Extended Term for which an option has been exercised. If Tenant does not exercise an option to extend the Lease Term or the then Extended Term within the period allowed, all unexercised options to renew shall be null, void and of no further force or effect. No later than fifteen (15) months prior to the date Tenant desires to exercise the option to extend the Lease Term or the then Extended Term, Tenant may (but is not obligated to) make a written request to Landlord to provide Tenant with Landlord’s proposed Market Rate (as that term is defined below) for the Extended Term. If Tenant makes such a request, Landlord shall furnish Tenant with Landlord’s proposed Market Rate (as well as copy of any third party, non-confidential information Landlord used in determining the proposed Market Rate) no later than thirty (30) days after Landlord’s receipt of Tenant’s written request. If Tenant properly exercises the option to extend the Lease Term or the then Extended Term, then prior to the date Tenant is required to identify an appraiser (as set forth in this Section) Tenant may (but is not obligated to) provide Landlord with written notice that Tenant accepts the proposed Market Rate as the Market Rate for the Extended Term, in which case that shall be the Market Rate. If Tenant does not provide Landlord with a written notice that Tenant accepts the proposed Market Rate as the Market Rate for the Extended Term during the time period specified in the foregoing sentence, the parties shall either negotiate a mutually agreeable Market Rate, or if they are unable to do so, the parties shall pursue the appraisal process outlined in this Section. The Market Rate and related information provided by Landlord to Tenant under this paragraph shall be treated as confidential by Tenant, at its sole option, may terminate this Lease, effective as of shall not be disclosed by Tenant to any third party and shall not be used by Tenant or any appraiser to advocate for or set the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessRate.

OPTION TO RENEW. Provided that Tenant is not, in full occupancy and has not been (more than two (2) times), in there exists no default under any by Tenant at the time of Tenant’s exercise of its option hereunder or on the commencement date of the terms and conditions contained hereinRenewal Option Term, Tenant shall have two the right and option to renew (2the “Renewal Option”) additional consecutive this Lease for one (1) five (5) year options to renew and extend renewal term (the Rental Term as provided herein (“OptionRenewal Option Term”). The Tenant shall exercise the Renewal Option shall only be exercised by Tenant delivering giving written notice thereof to Landlord no earlier than of such election to extend the date which is Lease Term at least twelve (12) months prior to the expiration termination of the Rental then-current term. Fixed Rent for the Renewal Option Term shall be the then-current Fair Market Value (“FMV”) for lease renewal transactions for comparable laboratory and office space located in the Seaport commercial markets surrounding the Building. Tenant shall have no later than further renewal options unless expressly granted by Landlord in writing. Landlord shall lease to Tenant the date which is nine Premises for the Renewal Option Term in their then-current condition, and Landlord shall not provide to Tenant any allowances (9e.g., moving allowance, construction allowance and the like) months prior or other tenant inducements. The FMV for the Renewal Option Term shall be based, as applicable, on comparable laboratory and office space located in the Seaport commercial markets surrounding the Building, taking into account all relevant factors, including, without limitation, the size of the Premises, the condition of the Premises, the prevailing market conditions, and the other payments required of Tenant under the Lease. If after one hundred twenty (120) days of the valid exercise by Tenant of the Renewal Option, Landlord and Tenant have failed to reach an agreement as to the expiration FMV of the Rental Term Premises, such FMV shall be determined by the following appraisal process (the “Option NoticeAppraisal Process”)): Either Landlord or Tenant (the “Initiating Party”) shall initiate the proceedings for such determination by notice to the other, and by designating the name and address of an MAI appraiser willing to act in such determination. The Base Monthly Rent during Within fifteen (15) days after receipt by the first year other party (the “Responding Party”) of each extension periods such notice, the Responding Party shall, by notice to the Initiating Party, designate the name and address of another MAI appraiser willing to so act. If the Responding Party shall fail, neglect, or refuse within said fifteen (15) day period to designate another appraiser willing to so act, the appraiser designated by the Initiating Party shall alone conduct the appraisal. All appraisers designated above shall have not less than ten ( 10) years experience dealing with property similar to the Premises. Such appraisers shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable instructed to the Leased Premises deliver their written appraisals on or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within before thirty (30) days following the expiration of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal said fifteen (15)-day period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt the delivery of all such appraisals Landlord and Tenant do not agree in writing upon the FMV of the Premises, then within ten (10) days following the expiration of said fifteen (15)-day period Landlord and Tenant shall select an appraiser (the “Neutral Appraiser”) qualified in the same manner as Landlord’s and Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences appraisers appointed above, and within thirty (30) days thereafter, thereafter the Neutral Appraiser shall deliver to Landlord and Tenant its determination of the FMV of the Premises without knowledge of the determination by either Landlord’s or Tenant’s appraiser. The FMV shall be the determination by Landlord’s or Tenant’s appraiser which is closest to the determination of the Neutral Appraiser. Each of Landlord and Tenant shall bear the cost and expenses of its own appraiser and shall bear equally the costs and expenses of any Neutral Appraiser. If Landlord and Tenant do not timely agree upon or select a Neutral Appraiser, at its sole optionthen Landlord shall so notify the president of the Greater Boston Real Estate Board, may terminate who then shall appoint the Neutral Appraiser (who shall be qualified in the same manner as Landlord’s and Tenant’s appraisers appointed above). Notwithstanding the result of the Appraisal Process, in no event shall the Fixed Rent (exclusive of payments on account of real estate taxes, CAM charges, additional charges and other amounts provided in the Lease) for the Renewal Option Term be less than the Fixed Rent in effect for the year immediately preceding the commencement of the Renewal Option Term. Landlord and Tenant agree to execute and deliver a certificate confirming the exact amount of Fixed Rent payable for the Renewal Option Term, which certificate shall be attached to, and become a part of, this Lease, effective as but the failure of either party to execute and deliver such confirmatory certificate shall not affect or impair the last day validity of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processsuch determination.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive the option to renew the initial --------------- five (5) year options to renew term of the Lease for one (1) additional period of five (5) years ("Option Period") on the same terms and extend covenants and conditions provided herein, except that upon such renewal the Rental Term Monthly Rent due hereunder shall be determined as provided herein (“Option”)below. The Option Tenant shall only be exercised exercise such option by Tenant delivering giving Landlord written notice thereof to Landlord no earlier than the date which is twelve (12"Option Notice") months at least one hundred eighty (180) days prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration initial term of the Rental Term (the “Option Notice”)this Lease. The Base Monthly Rent during initial monthly rent for the first year of each extension periods Option Period shall be the lesser of: determined as follows: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within The parties shall have thirty (30) days of after Landlord receives the Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate Notice within which to agree on the initial Monthly Rent for the applicable renewal period. If Landlord disagrees with Tenant’s opinion Option Period based upon the then fair market rental value of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Premises. If the parties are unable to resolve their differences agree on the initial Monthly Rent for the Option Period within thirty (30) days thereafterdays, Landlord or Tenant, at its sole option, may terminate they shall immediately execute an amendment to this Lease stating the initial Monthly Rent for the Option Period. (ii) The "then fair market rental value of the Premises" shall mean the fair market monthly rental value of the Premises as of the commencement of the Option Period; taking into consideration the uses permitted under this Lease, effective as the quality, size, design and location of the last day Premises, and comparable buildings located in Fremont, California. If Landlord and Tenant area are unable to agree on the "then fair market rental value of the then-current Rental Premises" then this Lease shall expire at the end of the Initial Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, 2.5.1. Tenant shall have two the option (2“Renewal Option”) additional to renew this Lease for three (3) consecutive terms of five (5) year options years each (each, a “Renewal Term”), on all the same terms and conditions set forth in this Lease, except that initial Base Rent during any Renewal Term shall be equal to renew Fair Market Rent (as defined in Section 2.5.2 below), and extend as of the Rental first anniversary of the commencement of each Renewal Term as provided herein and continuing on each anniversary thereof through the remainder of that Renewal Term, the Base Rent shall increase at the rate of two percent (2.0%), per annum, on a compounded basis. Tenant shall deliver written notice to Landlord of Tenant’s election to exercise the Renewal Option (“OptionRenewal Notice”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier ) not less than the date which is twelve (12) months months, nor more than eighteen (18) months, prior to the expiration date of the Rental original Term or the then-current Renewal Term, as applicable; and if Tenant fails to timely deliver a Renewal Notice to Landlord, then Tenant shall automatically be deemed to have irrevocably waived and relinquished the Renewal Option. 2.5.2. For the purposes of this Lease, “Fair Market Rent” shall be determined by Landlord, in good faith, based upon the annual base rental rates then being charged in the industrial market sector of the geographic area where the Building is situated for comparable space and for a lease term commencing on or about the commencement date of the applicable Renewal Term and no later than the date which is nine (9) months prior equal in duration to the expiration applicable Renewal Term, taking into consideration: the geographic location, quality and age of the Rental Term Building; the location and configuration of the relevant space within the Building; the extent of service to be provided to the proposed tenant thereunder; applicable distinctions between “gross” and “net” leases; the creditworthiness and quality of Tenant; leasing commissions; and any other relevant term or condition in making such evaluation, all as reasonably determined by Landlord. In no event, however (and notwithstanding any provision to the contrary in this Section 2.5), shall the Fair Market Rent be less than an amount equal to the Base Rent in effect during the one (1) year period immediately preceding the expiration date of the then-applicable term (the “Option NoticeRenewal Rent Floor”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a Rent for any Renewal Term, in writing (the “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessBase Rent Notice”) within sixty (60) days after receiving the applicable Renewal Notice.

OPTION TO RENEW. Provided this Lease is in full force and effect and Tenant is not, and has not been (more than two (2) times), in default under any of the other terms and conditions contained hereinof this Lease at the time of notification, Tenant shall have two one (21) additional consecutive option to renew (the “Renewal Option”) this Lease for a term of five (5) year options to renew and extend years (the Rental Term as provided herein (“OptionRenewal Term”). The Option shall only be exercised , for the portion of the Premises being leased by Tenant delivering as of the date the Renewal Term is to commence, on the same terms and conditions set forth in this Lease, except as modified by the terms; covenants and conditions as set forth below: A. if Tenant elects to exercise the Renewal Option, then Tenant shall provide Landlord with written notice thereof to Landlord no earlier than the date which is fifteen (15) months prior to the expiration of the Term of this Lease but no later than the date which is twelve (12) months prior to the expiration of the Rental Term of this Lease. If Tenant fails to provide such notice, Tenant shall have no further or additional right to extend or renew the Term of this Lease. B. The Annual Rent and Monthly Installment of Rent in effect at the expiration of the Term of this Lease shall be increased to reflect the Prevailing Market (as defined in Section 34.I.) rate. Landlord shall advise Tenant of the new Annual Rent and Monthly Installment of Rent for the Premises no later than thirty (30) days after receipt of Tenant’s written request therefor. Said request shall be made no earlier than thirty (30) days prior to the first date on which is nine Tenant may exercise its Renewal Option under this Article 34. Said notification of the new Annual Rent and Monthly Installment of Rent may include a provision for its escalation to provide for a change in the Prevailing Market rate between the time of notification and the commencement of the Renewal Term. Notwithstanding anything to the contrary set forth herein, in no event shall the rate of the Annual Rent and Monthly Installment of Rent for the Renewal Term he less than the rate of the Annual Rent and Monthly Installment of Rent in the preceding period (9the “Minimum Renewal Rental Rate”). C. If Tenant and Landlord are unable to agree on a mutually acceptable Annual Rent and Monthly Installment of Rent for the Renewal Term not later than sixty (60) months days prior to the expiration of the Rental initial Term, then Landlord and Tenant, within five (5) days after such date, shall each simultaneously submit to the other, in a sealed envelope, its good faith estimate of the Prevailing Market rate for the Premises during the Renewal Term (collectively referred to as the “Option NoticeEstimates”), subject to the terms of Section 34.E below regarding the Minimum Renewal Rental Rate. The Base Monthly Rent during If the first year higher of each extension periods such Estimates is not more than one hundred five percent (105%) of the lower of such Estimates, then the Prevailing Market rate shall be the lesser of: average of the two Estimates. If the Prevailing Market rate is not established by the exchange of Estimates, then, within seven (i7) Business Days after the then current Fair exchange of Estimates, Landlord and Tenant shall each select an appraiser to determine which of the two Estimates most closely reflects the Prevailing Market Rate rate for the Premises during the Renewal Term. Each appraiser so selected shall be certified as an MAI appraiser or as an ASA appraiser and shall have had at least five (as defined5) for comparable space years experience within the Projectprevious ten (10) years as a real estate appraiser working in the San Mateo/Xxxxxx City/Redwood Shores, California area, with working knowledge of current rental rates and practices. For purposes hereof, an “MAI” appraiser means an individual who holds an MAI designation conferred by, and is an independent member of, the American Institute of Real Estate Appraisers (iior its successor organization, or in the event there is no successor organization, the organization and designation most similar), and an “ASA” appraiser means an individual who holds the Senior Member designation conferred by, and is an independent member of the American Society of Appraisers (or its successor organization, or, in the event there is no successor organization, the organization and designation most similar). D. Upon selection, Landlord’s and Tenant’s appraisers shall work together in good faith to agree upon which of the two Estimates most closely reflects the Prevailing Market rate for the Premises. The Estimates chosen by such appraisers shall be binding on both Landlord and Tenant, subject to the Minimum Renewal Rental Rate. If either Landlord or Tenant fails to appoint an appraiser within the seven (7) Business Day period referred to above, the Base appraiser appointed by the other party shall be the sole appraiser for the purposes hereof. If the two appraisers cannot agree upon which of the two Estimates most closely reflects the Prevailing Market rate within twenty (20) days after their appointment, then, within ten (10) days after the expiration of such twenty (20) day period, the two appraisers shall select a third appraiser meeting the aforementioned criteria. Once the third appraiser (i.e., the arbitrator) has been selected as provided for above, then, as soon thereafter as practicable but in any case within fourteen (14) Business Days, the arbitrator shall make his or her determination of which of the two Estimates most closely reflects the Prevailing Market rate and such Estimate shall be binding on both Landlord and Tenant as the Prevailing Market rate for the Premises, subject to the Minimum Renewal Rental Rate. If the arbitrator believes that expert advice would materially assist him or her, he or she may retain one or more qualified persons to provide such expert advice, The parties shall share equally in the costs of the arbitrator and of any experts retained by the arbitrator. Any fees of any appraiser, counsel or experts engaged directly by Landlord or Tenant, however, shall be borne by the party retaining such appraiser, counsel or expert. E. If the Prevailing Market rate has not been determined by the commencement date of the Renewal Term, Tenant shall pay Monthly Installments of Rent then upon the terms and conditions in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%until such time as the Prevailing Market rate has been determined. Upon such determination, compounded). “Fair Market Rate” means the market rate for rent chargeable Annual Rent and Monthly Installments of Rent for the Leased Premises based upon the following factors applicable shall be retroactively adjusted to the Leased Premises commencement of such Renewal Term for the Premises. F. This Renewal Option is not transferable; the parties hereto acknowledge and agree that they intend that the aforesaid option to renew this Lease shall be “personal” to Tenant as set forth above and that in no event will any assignee or sublessee have any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity rights to services. Within thirty (30) days of Option Noticeexercise this Renewal Option. G. If Tenant validly exercises or fails to exercise this Renewal Option, Tenant shall notify Landlord have no further right to extend the Term of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease. H. For purposes of this Renewal Option, effective “Prevailing Market” shall mean the arms length fair market annual rental rate per rentable square foot under renewal leases and amendments entered into on or about the date on which the Prevailing Market is being determined hereunder for space comparable to the Premises in the Building and buildings comparable to the Building in the same rental market in the San Mateo/Xxxxxx City/Redwood Shores, California area as of the last day date the Renewal Term is to commence, taking into account the specific provisions of the then-current Rental Termthis Lease which will remain constant. Alternatively, Tenant and Landlord may mutually agree to submit the The determination of Fair Prevailing Market Rate to a “shall take into account any material economic differences between the terms of this Lease and any comparison lease or amendment, such as rent abatements, construction costs and other concessions and the manner, if any, in which the landlord under any such lease is reimbursed for operating expenses and taxes. The determination of Prevailing Market Assessment Process,” as provided shall also take into consideration any reasonably anticipated changes in Exhibit “F” – the Prevailing Market Assessment Processrate from the time such Prevailing Market rate is being determined and the time such Prevailing Market rate will become effective under this Lease.

OPTION TO RENEW. Provided A. If Tenant is not, and has not been (more than two (2) times), in default under any this Lease at the time of the terms and conditions contained hereinexercise of this option or at the commencement of the applicable Lease Term extension, Tenant shall have two is granted the option (2the OPTION) additional consecutive to extend the Lease Term for one (1) extension term of five (5) year options to renew and extend years commencing on the Rental next day after the expiration of the initial Lease Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written giving Landlord an extension notice thereof to Landlord no earlier than the date which is at least twelve (12) months months, but not more than fifteen (15) months, prior to the expiration of the Rental initial Lease Term. Tenant's lease of the Premises during the extended Lease Term will be upon the same terms as in the Lease for the initial Lease Term, except that (i) Base Monthly Rent will adjust on the first day of the extended Lease Term to the Market Rate (defined below), (ii) during the extended Lease Term Tenant will have no further options or rights to extend the Lease Term, and (iii) Paragraph 5B shall be deemed omitted. B. Within thirty (30) days after Landlord receives Tenant's written notice of its exercise of the Option, Landlord shall deliver a notice to Tenant (the MARKET RATE NOTICE) specifying the Market Rate for the extended Lease Term, such to be based upon Landlord's determination of rents being charged for comparable space in similar properties in the Dallas/Fort Worth area for terms commensurate with the extended Lease Term and no later than for tenants similarly situated. Tenant shall have fifteen (15) days (the date which is nine (9EXAMINATION PERIOD) months from its receipt of the Market Rate Notice to accept or reject Landlord's designation of the Market Rate. If Tenant accepts Landlord's designation of the Market Rate, the MARKET RATE will be as set forth in the Market Rate Notice. If Tenant fails to reject in writing Landlord's designation of the Market Rate set forth in the market Rate Notice during the Examination Period, Tenant shall be deemed to have accepted Landlord's designation of the Market Rate, and Tenant's election to exercise the Option shall be irrevocable. If Tenant timely rejects Landlord's designation of the Market Rate prior to the expiration of the Rental Term (Examination Period and Landlord and Tenant cannot agree in writing on the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt the date Landlord receives Tenant's timely rejection of Landlord's designation of the Market Rate set forth in the Market Rate Notice (the NEGOTIATION PERIOD), Tenant shall have the right to revoke its exercise of the Option by written notice to Landlord within five (5) days after the expiration of the Negotiation Period. If Tenant fails to revoke its exercise of the Option within this five (5) day period, then Tenant's exercise of the Option will be irrevocable and the Base Monthly Rent for the extended Lease Term will be based upon the Market Rate set forth in the Market Rate Notice. C. Tenant may not assign the Option to any assignee of the Lease. No sublessee and no assignee may exercise the Option. D. If the Lease Term is extended under this Xxxxxxxxx 00, Xxxxxxxx shall prepare, and Landlord and Tenant will execute and deliver an amendment to the Lease extending the Lease Term within fifteen (15) days after the Market Rate is determined but in no event later than the date that the applicable extension term commences; provided, however, that the failure of the parties to enter into such an amendment will not affect the validity of Tenant’s opinion 's exercise of Fair Market Rate (“Landlord’s Value Notice”). If the Option or the obligations of the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of during the last day of the then-current Rental extended Lease Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided that Tenant is not, not in default under this Lease and provided that the Lease has not been (more than two (2) times), in terminated as a result of Tenant’s default under any of the terms and conditions contained hereinor other acts or failures to act by Tenant, Tenant shall have an option to renew the Lease for two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein terms (each an “OptionExtended Term”). The Option Tenant shall only be exercised by Tenant delivering written notice thereof to provide Landlord no earlier with at least six (6) months but not more than the date which is twelve (12) months prior written notice indicating its intention to exercise such option to renew. The rights contained in this Article 39 shall be personal to the expiration of originally named Tenant and may not be assigned nor transferred except with Landlord’s written consent. 39.1 The monthly base rent during the Rental Extended Term and no later than the date which is nine (9) months prior shall be an amount equal to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Prevailing Rate (as hereinafter defined) at the time of the commencement of the Extended Term for space leased within the previous six months that are Comparable Transactions, as defined below. The term “Prevailing Rate” shall mean the monthly rent per rentable square foot that Landlord has accepted in contemporaneous transactions between nonaffiliated parties for non-expansion, renewal and non-equity tenants of comparable creditworthiness, for comparable space within space, comparable use and comparable lease terms (collectively, “Comparable Transactions”) in the ProjectBuilding. If there are no Comparable Transactions in the Building, then the Prevailing Rate shall be prevailing fair market rental value for Comparable Transactions in the Project area. In any determination of Comparable Transactions, appropriate consideration shall be given to the rental rates, abatement provisions or other concessions, brokerage commissions, if any, that actually have been paid by Landlord (or other landlords) in similar transactions, length of the lease term, size and location of the premises being leased, building standard tenant improvement allowances, if any, and (ii) other generally applicable conditions of tenancy. The intent is that Tenant will obtain the Base Monthly Rent then same rent and other economic benefits that Landlord would otherwise give in effect for Comparable Transactions and that Landlord will make and receive the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, same economic payments and location concessions that Landlord would otherwise make and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided receive in Exhibit “F” – Market Assessment ProcessComparable Transactions.

OPTION TO RENEW. Provided that Tenant is not, and has not been (more than two (2) times), then in default under any of the terms covenants, terms, conditions, and conditions contained hereinprovisions of this Lease, then Tenant shall have two Two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein this Lease (each an “Option”). The Option shall only be exercised by ) for consecutive Ten (10) year option periods, provided that, in order to exercise this Option, Tenant delivering is required to give to Landlord written notice thereof to Landlord no earlier not less than the date which is twelve Six (126) months prior to the expiration of the Rental Term and no later before nor more than the date which is nine Nine (9) months prior to the date of expiration of the Rental Term (of this Lease or the “then expiring option period. Other than Base Rent due under the Option Notice”Term(s). The Base Monthly Rent during the first year of each extension periods , any renewal pursuant to this Option shall be on the lesser of: (i) same terms and conditions as contained in this Lease. 4.1.1 In the then current event that Tenant exercises its option to extend the term of this lease, the Landlord shall provide written notice to Tenant of the amount which, in Landlord’s reasonable opinion, represents the Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term upcoming Option Term. Tenant shall have twenty (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (3020) days from receipt of Option Notice, said written notice to respond to Landlord in writing as to whether or not Tenant shall notify Landlord of Tenantagrees with Landlord’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion determination of the Fair Market Rate, Landlord Rent. Tenant’s failure to respond within said twenty (20) day period shall notify Tenant of be deemed to be Tenant’s agreement with the Landlord’s opinion determination of Base Rent. In the event Tenant disagrees with the Landlord’s determination, the following procedure shall be used in determining Fair Market Rate Rent for the Option Term: The parties shall jointly choose an impartial real estate appraiser who shall review the market comparables and provide a written assessment of the Fair Market Rent for the Premises. This written assessment shall determine the Base Rent for the Option Term and shall be final and binding; however, under no circumstance will the Base Rent for the Option Term be less than the Base Rent for then current Lease year. 4.1.2 In the event that Landlord and Tenant cannot agree on an impartial real estate appraiser within fifteen Sixty (1560) days after receipt of Tenant’s opinion notice of Fair Market Rate dissent, or if the mutually selected real estate appraiser cannot provide a written assessment within Forty-Five (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (3045) days thereafterof Landlord and Tenant’s joint request, either the Tenant or Landlord or Tenant, at its sole option, may terminate the Lease by providing written notice to the other, failing which, this Lease, effective as Lease shall become a month-to-month lease upon the expiration of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessLease term.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year renewal options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration for all or any part of the Rental Term Premises during the Term, provided that any space not included in the renewal shall be leaseable to another tenant. Such renewals shall be upon the same terms and no later than conditions of the date which is Lease except the rental rate shall be established at 95% of prevailing fair market rate (Market Definition defined below) for the Premises, factoring in all market concessions including a refurbishment allowance. Tenant shall provide Landlord with a minimum of nine (9) months prior written notice of its intention to exercise its extension option. For the expiration purpose of any extension or renewal of the Rental Term (Lease, the “Option Notice”). The Base Monthly Rent during the first year of each extension periods market rate shall be the lesser ofrate that is charged to non-renewing/non-extending tenants for space of comparable size, location and conditions in comparable Buildings within the market area. The market rate should take into consideration the following: location, quality, age, floor levels, common area factors, finish allowances, rental abatements, parking charges, lease assumptions, refurbishment allowances, credit standing of tenant, lease term and any other terms that would be relevant in making a market rate determination. Final I-405 CAPA Lease 9-12-07 1 Please Initial _______ Disagreement on the prevailing fair market rate shall be decided by binding arbitration as follows: (ia) A board of appraisers consisting of three persons shall be selected, one appointed by Landlord, one by Tenant, and the then third appointed by the first two appraisers. Each appraiser must be a certified MAI Appraiser with at least five (5) years of experience in the local rental real estate market. (b) Upon the appointment of an appraiser by one party, the other party shall appoint its appraiser within ten (10) days after receipt of written notice of the appointment of the first appraiser. The third appraiser shall be appointed within ten (10) days after the second appraiser has been appointed. If either Landlord or Tenant shall fail to appoint a qualified and willing appraiser within the time specified, the appraiser appointed by the other party shall set as the sole appraiser thereunder. If for any reason a third appraiser is not appointed within ten (10) days, then, at the instance of either party, such appointment shall be made by the Presiding Judge of the Superior Court of the State of Washington for King County, or if he is unable or unwilling to so act, by any other Judge of said court willing to so act. (c) The appraisers shall determine the fair rental value of the Premises as of the date above stated. In determining such fair rental value, the appraiser shall take into account current Fair Market Rate (as defined) real estate values and going rental rates for comparable space within premises in comparable locations in the Project, Seattle Metropolitan Area and all other circumstances ordinarily regarded by real estate appraisers as material. (iid) the Base Monthly Rent then in effect for the Leased Premises during the last month The determination of the initial Rental Term (increasing each year thereafter by 3%appraisers, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: renta majority thereof, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate be made in writing within fifteen (15) business days after receipt the appointment of Tenant’s opinion appraisers has been completed thereunder. Such determination of Fair Market Rate (“Landlord’s Value Notice”). If the fair rental value by the appraisers thereunder shall be conclusive and binding on the parties are unable to resolve their differences within thirty hereto. (30e) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as Fees and expenses of the last day third appraiser shall be paid one-half by Landlord and one-half by Tenant. The fees of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processappraisers appointed by each party shall be paid by that party.

OPTION TO RENEW. (Section 28.01): Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by three percent (3%, ) compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – — Market Assessment Process.

OPTION TO RENEW. Provided Tenant is notshall have, and has not been is hereby granted, one (more than two 1) option to renew and to extend the term of this Lease for a period of Five (25) timesyears (the “Renewal Term”), such option to follow consecutively upon the expiration of the initial term of this Lease, provided that at the time such option to renew is exercised, this Lease shall be in full force and effect and Tenant shall not be in default hereunder. Such option shall be exercised, if at all, by Tenant giving written notice of its intention to renew and extend the term of this Lease to Landlord at least six months before the Expiration Date of this Lease. Any assignment or subletting by Tenant in violation or breach of Paragraph 9 of this Lease shall terminate all rights of renewal and extension set forth herein. The renewal, if elected by Tenant, shall unless otherwise mutually agreed in writing be under any all of the terms and conditions contained herein, Tenant shall have two of this Lease except Basic Rental (2below provided) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only which will be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior changed in an amount corresponding to the expiration new Basic Rental, and except that no further renewal option shall exist. Commencing with the first (1st) day of the first (1st) calendar month for the Renewal term, the applicable Basic Annual Rental for each calendar month for the Renewal Term and no later than the date which shall be adjusted so that it is nine (9) months prior equal to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) mutually agreed prevailing market rate per annum for comparable space available in buildings of a quality similar to the Building within reasonable proximity thereto at such time. Landlord and Tenant shall, after reviewing market conditions, mutually agree on the Project, and (ii) the Base Monthly Rent then in effect Basic Annual Rental to be charged for the Leased Premises during the last month of the initial Rental Renewal Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises and any other incentives or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processterms related thereto.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have the option to renew the term of the Lease for two (2) additional consecutive periods of five (5) year options to renew years each (the "Option Term") following the expiration of the initial Lease term, provided that this Lease is in full force and extend effect, the Rental Term as provided original Tenant named herein (“Option”)shall be in possession and occupying the Premises, and Tenant shall not be in default in the performance or observance of any of the terms, conditions, provisions and/or covenants of this Lease. The Option All such rights of a renewal shall only be exercised by Tenant delivering delivery to Landlord of written notice thereof of Tenant's intention to Landlord no earlier renew the term at least nine (9) months but not more than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”)then applicable Lease term. The Option Terms shall be on the same terms, covenants and conditions as the initial Lease term except Base Monthly Rent during for the first year Lease Year of each extension periods Option Term shall be the lesser of: greater of (i) one hundred three percent (103%) of the previous year's Base Rent including Additional Rent or (ii) one hundred AV-BTRL6.LSE MVD-5/6/97 percent (100%) of the then current Fair Prevailing Market Rate Rent (as hereinafter defined) for of comparable space within the ProjectGaithersburg market area, including current operating costs and concessions, which Rent shall be established as follows: (iia) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term Within fifteen (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (3015) business days of Option Notice, Tenant shall notify Landlord after receipt of Tenant’s 's notice exercising its option to extend the term of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Ratethis Lease, Landlord shall notify Tenant of Landlord’s opinion 's estimate of Fair the Prevailing Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Rent. If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as Tenant disagrees with Landlord's estimate of the last day of the then-current Rental Term. AlternativelyPrevailing Market Rent, Tenant and shall notify Landlord may mutually agree that it has elected to submit the determination of Fair Landlord's estimate of the Prevailing Market Rate Rent to arbitration, in which event the provisions of subparagraph (b) of this Article 49 shall govern for the selection of arbitrators and the establishment of the Prevailing Market Rent payable for the year of the then applicable Option Term; provided, however, that if Tenant does not elect to submit the determination of Prevailing Market Rent to arbitration during such fifteen (15) day period, then the Landlord's estimate of Prevailing Market Rent shall be deemed to be agreed to by Tenant, and, if the same is greater than 103% of the previous year's Base Rent and Additional Rent, then Landlord's estimate of the Prevailing Market Rent shall be the Base Rent payable by Tenant to Landlord during the first year of the then applicable Option Term. (i) Definition: As used herein, the term "Prevailing Market Rent" means the most probable rent (as determined pursuant to the appraisal procedure hereinafter set forth) at which the Premises (and any Additional Premises) would be leased in a comparable and open market, under all conditions requisite to a “Market Assessment Process,” as provided fair lease, the Landlord and Tenant each acting prudently, knowledgeable, and assuming the rent is not affected by undue stimulus. Implicit in Exhibit “F” – Market Assessment Process.this definition is the consummation of the Lease beginning on the commencement date of the Option Term under conditions whereby:

OPTION TO RENEW. Provided Tenant is not, and has not been (more than shall have the right to further extend the Term of this Lease for two (2) times)periods of five (5) years each as hereinafter provided, in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive each such five (5) year options renewal period being sometimes herein referred to as a "Renewal Term". The conditions to such renewals shall be as follows: (a) The Lease shall be in full force and effect and Tenant shall not be in default in the performance of any of the terms, covenants and conditions of the Lease, in respect to which notice of default has been given and has not been or is not being remedied in the time limits specified in the Lease; provided, however, that Landlord shall have the right, at its sole discretion, to waive the non- default condition; (b) in the relevant market area. The fair market Base Rent of the Leased Premises shall be determined as of the date three hundred sixty (360) days prior to commencement of the Renewal Term in question. If Tenant has properly elected to renew the Term of this Lease, and extend Landlord and Tenant fail to agree at least three hundred thirty (330) days prior to commencement of the Rental applicable Renewal Term as provided herein upon the fair market Base Rent of the Leased Premises, the amount of the fair market Base Rent of the Leased Premises shall be determined by arbitration in accordance with the provisions of paragraph 7, below (“Option”"Arbitration"). The Option fair market Base Rent of the Leased Premises shall only be exercised based upon Tenant's presently contemplated use of the Leased Premises. In no event shall the Base Rent of the Leased Premises for the Renewal Term in question be less than the Base Rent payable by Tenant delivering written notice thereof to Landlord no earlier than under the date which is twelve (12) months Term of this Lease immediately prior to the expiration commencement of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental applicable Renewal Term (the “Option Notice”" Minimum Renewal Rent"). The Base Monthly Rent during If, however, the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within Base Rent determined in accordance with the Projectprovisions of paragraph 10, and (ii) below, is less than the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option NoticeMinimum Renewal Rent, Tenant shall notify Landlord have the option to cancel its election to renew the Term; provided, however, that Tenant's option to rescind its exercise of its option to renew must be exercised, if at all, not later than three (3) business days following Tenant’s option 's receipt of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion notice of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.Base Rent;

OPTION TO RENEW. Provided the Tenant is not, and has not been (more than two (2) times), in default under any provision of this Lease and no Transfer has occurred, then the terms and conditions contained hereinTenant, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering on giving written notice thereof to the Landlord no not earlier than the date which is twelve (12) months prior to the expiration of the Rental Term months, and no not later than the date which is nine (9) months months, prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-Term or renewal term, as applicable, will have the right to renew this Lease for two (2) renewal terms of five (5) years upon the same term and conditions as contained in this Lease, except for the annual Basic Rent and the exercised right(s) of renewal. Such renewal term will commence on the day immediately succeeding the last day of the Term or renewal term, as applicable, and will end at midnight on the day immediately preceding the fifth anniversary of the first day of the applicable renewal term, unless sooner terminated in accordance with the provisions of this Lease. The annual Basic Rent during such renewal term will be at the then current Rental Termmarket rental rate for the Premises including all leasehold improvements thereto, provided that the annual Basic Rent will not be less than the annual Basic Rent payable during the last completed Lease Year. AlternativelyFailing agreement by the parties on such current market rental rate within three (3) months of the expiry of the Term or renewal term, as applicable, such current market rental rate will be determined by the arbitration, based on the criteria set out above, of one arbitrator under the Commercial Arbitration Act (British Columbia), and amendments thereto, or any like statute in effect from time to time, and the decision of such arbitrator will be final and binding upon the parties. The costs of such arbitration will be borne equally by the parties. Except as otherwise provided for herein, the provisions of the said Commercial Arbitration Act will apply. Until the annual Basic Rent has been determined as herein provided, the Tenant will continue to pay the monthly instalments of annual Basic Rent payable before the commencement of the applicable renewal term and Landlord may mutually agree upon such determination the Tenant will make the appropriate adjustment payment, if any, to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessLandlord.

OPTION TO RENEW. Provided (a) Tenant is not, and has not been shall have one option to renew this Lease (more than two (2a "Renewal Option") times), in default under any of on the same terms and conditions contained hereinand in the manner set forth below, Tenant shall have two (2) additional consecutive for a term of five (5) year options years, provided that there has been no Event of Default (or event or condition which, with the passage of time or giving of notice, or both, would constitute an Event of Default) that has occurred and is continuing at the time of exercise of the option and that there have not been repeated recurring Events of Default (whether or not previously cured) during the Term. In the event Tenant desires to renew and extend elect the Rental Term as provided herein (“Renewal Option”). The Option , Tenant shall only be exercised by Tenant delivering give Landlord written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of its exercise of the Rental Term and no later than the date which is Renewal Option nine (9) months prior to the expiration Expiration Date of the Rental Term Term. If Tenant fails to timely notify Landlord of its exercise of the Renewal Option, then the Renewal Option shall expire. (the “Option Notice”). The b) Base Monthly Rent during the first year renewal term shall equal the prevailing market rental rate for office space of each extension periods comparable quality, design and location in the Berkeley Heights area (which shall be include the lesser of: Route 78 corridor from and including Exit 43 to and including Exit 33) for tenants occupying an amount of space comparable to the amount then leased by Tenant, taking into consideration any concessions (ie.g., rent abatement, tenant improvement and other allowances; it being understood for purposes of clarification that Landlord shall have no obligation to provide Tenant with any tenant improvement allowance) the then current Fair Market Rate (as defined) being offered by landlords to prospective tenants for comparable space within ("Market Rent"), but in no case less than the Project, and (ii) then existing Base Rent. The parties shall negotiate in good faith to establish the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Rent. If the parties are unable to resolve their differences agree on Market Rent within thirty (30) days thereafterafter Tenant gives Landlord its notice exercising the Renewal Option (the "Notice Date"), Landlord or Tenant, at its sole option, may terminate this Lease, effective then the Appraisal Procedure (as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided defined in Exhibit “F” – Market Assessment ProcessSection 2.01) shall be utilized.

OPTION TO RENEW. Provided Tenant is notthat no Default or Event of Default has then occurred, and has Lessee shall have the option to renew the Lease, at the expiration of the term of the Lease, with respect to all but not been (more less than two (2) times)all of the Equipment, in default under any of on the terms and conditions contained hereinof the Lease, Tenant for a negotiated renewal term at a periodic rent equal to the Fair Market Rental Value of such Equipment determined at the time of renewal. If Lessee desires to exercise this option it shall have two (2) additional consecutive five (5) year options give Lessor written notice of its intention to exercise this option to renew and extend the Rental Term as provided herein at least two hundred forty (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12240) months prior to the days before expiration of the Rental Term and no later than term of the date which is nine (9) months prior Lease with respect to the first Schedule of this series to terminate in accordance with its terms. Thereafter, Lessor and Lessee shall determine the periodic rent to be paid during the renewal term. Not less than one hundred eighty (180) days before expiration of the Rental Term (term of the “Option Notice”). The Base Monthly Rent during Lease with respect to the first year Schedule of each extension periods this series to terminate in accordance with its terms, Lessee shall give Lessor irrevocable written notice of its election to renew on the terms mutually agreed upon during negotiations. Such election shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Projecteffective with respect to all Equipment leased under all Schedules of this series. For purposes of this Section, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market RateRental Value” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable shall be deemed to be an amount equal to the Leased Premises or any comparable premises: rentrental, escalationas installed and in use, termobtainable in an arms’ length transaction between a willing and informed lessor and a willing and informed xxxxxx under no compulsion to lease (and assuming that, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion as of the Fair Market Ratedate of determination, Landlord shall notify Tenant the Equipment is in at least the condition required by Section 13 of Landlord’s opinion the Lease and Rider No. 2 of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”this Schedule). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as agree on the Fair Market Rental Value of the last day Equipment, then Lessor and Lessee shall at Lessee’s expense obtain appraisal values from three independent appraisers (one to be selected by Lessor, one by Xxxxxx, and the other by the two selected by Lessor and Lessee; each of whom must be associated with a professional organization of equipment or personal property appraisers, such as the then-current Rental Term. Alternatively, Tenant American Society of Appraisers) and Landlord may mutually agree to submit the determination of average Fair Market Rate Rental Value as determined by such appraisers shall be binding on the parties hereto. If the appraisers selected by Xxxxxx and Xxxxxx are unable to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processagree on the third appraiser, then Lessor will select the appraiser to provide the third appraisal value.

OPTION TO RENEW. Provided Tenant shall, provided this Lease is in full force and effect and Tenant is not, not and has not been (more than two (2) times), in default under any of the terms and conditions contained hereinof this Lease beyond any applicable cure period, have one (1) option to renew this Lease for a term of eighteen (18) months, for the Premises in "as is" condition and on the same terms and conditions set forth in this Lease, except as modified by the terms, covenants and conditions set forth below: (1) If Tenant elects to exercise such option, then Tenant shall provide Landlord with written notice no earlier than January 1, 2000, and no later than 5:00 p.m. (Pacific Standard Time) on April 1, 2000. If Tenant fails to provide such notice, Tenant shall have two no further or additional right to extend or renew the term of this Lease. (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to Base Rent in effect at the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration then current term of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods this Lease shall be increased to reflect the lesser of: (i) the then current Fair Market Rate (as defined) fair market rental for comparable space within in the ProjectBuilding or Project and in other similar buildings in the same rental market as of the date the renewal term is to commence, taking into account the specific provisions of this Lease which will remain constant, and the Building amenities, location, identity, quality, age, condition, term of lease, tenant improvements, services provided, and other pertinent items. (ii3) Landlord shall advise Tenant of the new Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion term based on Landlord's determination of fair market rental value, as well as the Fair Market Rateterms and conditions for the renewal term, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within no later than fifteen (15) days after receipt of notice of Tenant’s opinion 's exercise of Fair Market Rate its option to renew. (“Landlord’s Value Notice”)4) Landlord and Tenant shall negotiate in good faith to agree on the fair market rental value of the Premises and terms and conditions for each renewal term. If the parties Tenant and Landlord are unable to resolve their differences agree on a mutually acceptable rental rate for any renewal term within thirty (30) days thereafterafter notification by Landlord to Tenant of Landlord's determination of the new Base Rent for the applicable renewal term, but in any event no later than the date which is one hundred twenty (120) days prior to the expiration of the then current term, then on or before such date Landlord and Tenant shall each appoint a licensed real estate broker with at least ten (10) year's experience in leasing office space in the area in which the Building is located to act as arbitrators. The two (2) arbitrators so appointed shall determine the fair market rental value for the Premises for the applicable renewal term based on the above criteria and each shall submit his or her determination of such fair market rental value to Landlord and Tenant in writing, within ten (10) days after their appointment. If the two (2) arbitrators so appointed cannot agree on the fair market rental value for the applicable renewal term within such 10-day period, the two (2) arbitrators shall within five (5) days thereafter appoint a third arbitrator who shall be a licensed real estate broker with at least ten (10) year's experience in leasing office space in the area in which the Building is located. The third arbitrator so appointed shall independently determine the fair market rental value for the Premises for the renewal term within ten (10) days after appointment, by selecting from the proposals submitted by each of the first two arbitrators the one that most closely approximates the third arbitrator's determination of such fair market rental value. The third arbitrator shall have no right to adopt a compromise or middle ground or any modification of either of the proposals submitted by the first two arbitrators. The proposal chosen by the third arbitrator as most closely approximating the third arbitrator's determination of the fair market rental value shall constitute the decision and award of the arbitrators and shall be final and binding on the parties. Each party shall pay the fees and expenses of the arbitrator appointed by such party and one-half (1/2) of the fees and expenses of the third arbitrator. If either party fails to appoint an arbitrator, or if either of the first two arbitrators fails to submit his or her proposal of fair market rental value to the other party, in each case within the time periods set forth above, then the decision of the other party's arbitrator shall be considered final and binding. In the event the third arbitrator fails to present a fair market rental value within such 10-day period, then by mutual consent of the Landlord and Tenant, the time period will be extended. (5) Notwithstanding anything to the contrary contained in this Paragraph, in no event shall the Base Rent for any renewal term be less than the Base Rent in effect at the expiration of the previous term plus expense escalations over the previous years In addition, Landlord shall have no obligation to provide or pay for any tenant improvements or brokerage commissions during any renewal term. (6) Tenant's right to exercise any option(s) to renew under this Paragraph shall be conditioned upon Tenant occupying the entire Premises and the same not being occupied by any assignee, subtenant or licensee other than Tenant or its affiliate at its sole option, may terminate this Lease, effective the time of exercise of any option and commencement of the renewal term. Tenant's exercise of the option to renew shall constitute a representation by Tenant to Landlord that as of the last day date of exercise of the then-current Rental Term. Alternativelyoption and the commencement of the renewal term, Tenant does not intend to seek to assign this Lease in whole or in part, or sublet all or any portion of the Premises. (7) Any exercise by Tenant of any option to renew under this Paragraph shall be irrevocable. If requested by Landlord, Tenant agrees to execute a lease amendment or, at Landlord's option, a new lease agreement on Landlord's then standard lease form for the Building, reflecting the foregoing terms and Landlord may mutually conditions, prior to the commencement of the renewal term. The option(s) to renew granted under this Paragraph is/are not transferable; the parties hereto acknowledge and agree that they intend that each option to submit renew this Lease under this Paragraph shall be "personal" to the determination of Fair Market Rate specific Tenant named in this Lease and that in no event will any assignee or sublessee have any rights to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processexercise such option(s) to renew.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than hereby granted two (2) timessuccessive options to renew this Lease on the following terms and conditions: A. At the time of the exercise of an option to renew and at the time of the commencement of the said renewal, the Tenant shall not be in default in accordance with the terms and provisions of this Lease (all required notices having been given and all relevant cure periods having expired), and shall be in default under any possession of the entire Premises pursuant to this Lease. B. Notice of the exercise of each option shall be sent to the Landlord, in writing, at least nine (9) months before the expiration of the then current Term of this Lease. C. Each renewal term (hereinafter “Renewal Term”) shall be for a period of three (3) years to commence at the expiration of the initial Term or the then current Term of this Lease, and all of the terms and conditions contained herein, Tenant of this Lease shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent apply during the first year of each extension periods shall be the lesser of: respective Renewal Term except (i) that Base Rent payable for the then current Fair Market Rate first Renewal Term shall escalate at $0.30 per square foot per year (as defined) i.e. Base rent for comparable space within year one of the Projectfirst Renewal Term shall be $11.45/s.f., year two at $11.75/s.f, and year three at $12.05/s.f. and (ii) the that Base Monthly Rent then in effect payable for the Leased Premises during the last month of the initial Rental second Renewal Term (increasing each year thereafter by 3%, compounded). shall be at “Fair Market Rate” means Rent”. D. If Tenant fails to exercise the market rate for rent chargeable first renewal option for the Leased Premises based upon the following factors applicable later renewal option shall be considered null and void and of no further force and effect. E. Fair Market Rent shall be a rental rate equal to the Leased then current market rate, for comparable space in other buildings comparable to the Premises or any comparable premises: rentin the submarket taking into account all relevant factors including the size and cost of the building in question when compared to the Premises and the amenity package available for the building in question when compared to the Premises, escalationthe creditworthiness of the Tenant, termall concessions which are being offered to renewal tenants as new tenant improvements, size, expense stop, tenant allowance, existing tenant finishes, parking availability, size and location of the space and proximity the rate shall specifically exclude amounts previously attributed to servicesTenant’s original Tenant Improvements (collectively the “Market Rate”). Within Upon receiving notice of Tenant’s intent to extend the term of the Lease for the second Renewal Option, Landlord shall notify Tenant in writing of its determination of Market Rate. In the event Tenant rejects Landlord’s determination of the Market Rate, Tenant shall include with its notice of rejection, Tenant’s determination of Market Rate. Landlord and Tenant shall then negotiate in good faith for thirty (30) days of Option Notice, Tenant shall notify Landlord following the delivery of Tenant’s option of Fair notice to Landlord in an attempt to reach an agreement as to the Market Rate for Rate. If, however, Landlord and Tenant are unable to reach an agreement as to the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord then Tenant shall notify Tenant of Landlord’s opinion of Fair Market Rate have the option within fifteen five (155) days after receipt following the end of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within such thirty (30) day period to (1) revoke its election to extend the term for the second Renewal Option period of this Lease, or (2) to request non-binding mediation. In the event that Tenant shall revoke its notice to extend the term of this Lease, the Lease shall expire per its terms. In the event that Tenant shall elect the non-binding mediation, then Landlord and Tenant shall, within ten (10) days thereafter, each designate a qualified real estate professional. The two (2) such appointees shall within five (5) days thereafter, designate a third real estate professional having substantially similar qualifications. After a third real estate professional has been designated in accordance with the above paragraph, then within twenty (20) days after the appointment of the third representative, the group shall present their findings regarding the issues of market terms and conditions to both the Landlord or and Tenant. If, at its sole optionthat time, may terminate this LeaseLandlord and Tenant are in agreement with the mediation group’s findings, effective as then the Lease shall be modified under those terms and conditions. If, at the time of the last day of mediation group’s presentation, no agreement can be reached then, Tenant’s sole option is to cancel the then-current Rental Term. Alternatively, Tenant and Landlord may mutually option to renew or to agree to submit the Landlord’s determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessRate.

OPTION TO RENEW. Provided Tenant shall have the option to renew this Lease upon the same terms and conditions set forth in this Lease (other than the monthly base rent) for an additional thirty-six (36) month period beginning January 1, 2005 by notifying Landlord of its intention to renew between September 30, 2003 and December 31, 2003, provided that Tenant is not, and has not been (more than two (2) times), in default under beyond any applicable periods of notice and cure of any of the terms terms, covenants and conditions contained hereinof the Lease at the time Tenant gives the required notice or anytime thereafter up to, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend including, the Rental Term as provided herein (“Option”)commencement date of the renewal term. The Option rental rate for the renewal period shall only be exercised by Tenant delivering written notice thereof to Landlord 95% of the Market Rate, but in no earlier event less than the date which is twelve (12) months rental rate in effect immediately prior to the expiration commencement date of the Rental Term renewal term. Market Rate shall be defined as rental rates for suburban Atlanta Class A, high-rise office buildings of similar type and no later than the date which is nine (9) months prior quality to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the ProjectGalleria prevalent at December 31, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period2003. If Landlord disagrees with Tenant’s opinion and Tenant are unable to agree on the Market Rate on or before March 31, 2004, then the determination of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate shall be submitted to arbitration in accordance with the Real Estate Valuation Arbitration Rules of the American Arbitration Association, as amended and in effect on such date (hereinafter called the “Rules”), and the determination of the “Tribunal” (as hereinafter defined in the paragraph) shall be final and binding on Landlord and Tenant. The parties hereby agree that the Real Estate Valuation Arbitration Tribunal (hereinafter called the “Tribunal”) to be appointed pursuant to the Rules shall consist of three “qualified arbitrators”, a qualified arbitrator being defined as an arbitrator certified by the American Arbitration Association with at least ten (10) years of experience in commercial real estate valuation issues with respect to Class “A” office buildings, to be appointed in the following manner: (A) each of the parties hereto shall have the right to appoint one arbitrator within fifteen (15) days after receipt of Tenant’s opinion the notice given of Fair Market Rate intent to arbitrate (the “Landlord’s Value NoticeDemand”, as defined in the Rules). If , provided if either party fails to appoint an arbitrator within such fifteen (15) day period, then the American Arbitration Association shall appoint a neutral arbitrator for such party in accordance with the Rules; (B) the two arbitrators so chosen by the respective parties shall then select the third arbitrator within fifteen (15) days of the appointment of the last party-appointed arbitrator; and (C) if the two party-appointed arbitrators are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as agree on the appointment of the last third arbitrator or fail to make said appointment within such fifteen (15) day period, then the American Arbitration Association shall appoint a neutral arbitrator in accordance with the Rules. The determination of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate by the Tribunal pursuant to a “the Rules shall be the Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessRate for purposes of this Lease and shall be binding on Landlord and Tenant. Landlord and Tenant shall share equally any costs and expenses relating to such arbitration.

OPTION TO RENEW. Option to Renew. Provided that the Lease is then in full force and effect and provided further that Tenant is notthen occupying all the leased premises having been leased to the Tenant in Commerce Plaza, and has not been the Landlord hereby grants to Tenant an option to renew the Lease (more than two (2) timesthe "Option to Renew"), in default under any of on the same terms and conditions contained hereinset forth in the Lease, Tenant shall have two except as set forth below, for one (21) additional consecutive five (5) year options term (the "Option Period"). Tenant's right to renew exercise the Option to Renew shall be conditioned upon (a) Landlord's receipt, no later than one hundred and extend twenty (120) days prior to the Rental Term termination date of the Lease of Tenant's then current certified financial statements showing a creditworthiness satisfactory to Landlord, and (b) Tenant's written certification to Landlord that at all times during the term of the Lease and prior to Tenant's exercise of the Option to Renew there have been no material adverse changes in the financial condition of Tenant as provided herein (“Option”)reflected in said certified financial statements. The Option to Renew shall only be exercised exercised, if at all, by Tenant delivering written notice thereof to received by Landlord no earlier not later than the date which is twelve (12) months prior to the expiration termination date, time being of the Rental Term and essence. If not so exercised, Tenant shall have no later than further Option to Renew the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”)Lease. The Base Monthly Rent annual base rent for the year during the first year of each extension periods Option Period shall be the lesser of: (i) market rate, at the then current Fair Market Rate (as defined) time the Option to Renew is exercised, for the leasing of comparable space within in buildings comparable to Commerce Plaza in the ProjectOak Brook, Illinois area for a term equal to the Option Period and (ii) commencing at approximately the Base Monthly Rent then date of the commencement of the Option Period, but in no event shall the base rent for any year of the Option Period be less than the base rent in effect for the Leased Premises during the last month year of the initial Rental Term (increasing each year thereafter by 3%term. Landlord shall have no obligation to make improvements, compounded). “Fair Market Rate” means decorations, repairs, alterations, or additions to the market rate for leased premises as a condition to the Tenant's obligation to pay base rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availabilityOption Period, and location and proximity base rent quoted by Landlord for the Option Period shall not be reduced (a) by reason of such fact, (b) to servicestake into account any rental concessions whatsoever (including, but not limited to rent abatements, allowances for moving expenses, lease assumptions, or other concessions), or (c) to take into account the absence of any cost or expense which Landlord would have incurred had the leased premises been leased to a person or entity other than Tenant. Within Landlord's good faith determination of the base rent for the Option Period shall be conclusive, provided, however, Tenant shall have the right to nullify its exercise of the Option to Renew, by notice to Landlord, given within thirty (30) days of Landlord's notice to Tenant (which Landlord's notice shall be given to Tenant not later than eleven (11) months prior to the commencement of the Option NoticePeriod) setting forth the initial base rent for the Option Period, in which event Tenant's exercise of the Option to Renew shall be null and void and neither Landlord nor Tenant shall notify Landlord have any further rights or liabilities with respect thereto. Tenant's failure to give the notice of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate nullification described above within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within such thirty (30) days thereafterday period shall constitute acceptance by tenant of, Landlord or and Tenant's agreement to pay, at its sole option, may terminate this Lease, effective as of the last day of base rent specified for the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessOption Period.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have the option to renew the term of the Lease for two (2) additional consecutive periods of five (5) year options to renew years each (the “Option Term”) following the expiration of the initial Lease term, provided that this Lease is in full force and extend effect’. the Rental Term as provided original Tenant named herein (“Option”)shall be in possession and occupying the Premises, and Tenant shall not be in default in the performance or observance of any of the terms, conditions, provisions and/or covenants of this Lease. The Option All such rights of a renewal shall only be exercised by Tenant delivering delivery to Landlord of written notice thereof of Tenant’s intention to Landlord no earlier renew the term at least nine (9) months but not more than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”)then applicable Lease term. The Option Terms shall be on the same terms, covenants and conditions as the initial Lease term except Base Monthly Rent during for the first year Lease Year of each extension periods Option Term shall be the lesser of: greater of (i) one hundred three percent (103%) of the previous year’s Base Rent including Additional Rent or (ii) one hundred percent (100%) of the then current Fair Prevailing Market Rate Rent (as hereinafter defined) for of comparable space within the ProjectGaithersburg market area, including current operating costs and concessions, which Rent shall be established as follows: (iia) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term Within fifteen (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (3015) business days of Option Notice, Tenant shall notify Landlord after receipt of Tenant’s notice exercising its option to extend the term of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Ratethis Lease, Landlord shall notify Tenant of Landlord’s opinion estimate of Fair the Prevailing Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Rent. If Tenant disagrees with Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as estimate of the last day of the then-current Rental Term. AlternativelyPrevailing Market Rent, Tenant and shall notify Landlord may mutually agree that it has elected to submit the determination of Fair Landlord’s estimate of the Prevailing Market Rate Rent to arbitration, in which event the provisions of subparagraph (b) of this Article 49 shall govern for the selection of arbitrators and the establishment of the Prevailing Market Rent payable for the year of the then applicable Option Term; provided, however, that if Tenant does not elect to submit the determination of Prevailing Market Rent to arbitration during such fifteen (15) day period, then the Landlord’s estimate of Prevailing Market Rent shall be deemed to be agreed to by Tenant, and, if the same is greater than 103% of the previous year’s Base Rent and Additional Rent, then Landlord’s estimate of the Prevailing Market Rent shall be the Base Rent payable by Tenant to Landlord during the first year of the then applicable Option Term. (i) Definition: As used herein, the term “Prevailing Market Rent” means the most probable rent (as determined pursuant to the appraisal procedure hereinafter set forth) at which the Premises (and any Additional Premises) would be leased in a comparable and open market, under all conditions requisite to a “Market Assessment Process,” as provided fair lease, the Landlord and Tenant each acting prudently, knowledgeable, and assuming the rent is not affected by undue stimulus. Implicit in Exhibit “F” – Market Assessment Process.this definition is the consummation of the Lease beginning on the commencement date of the Option Term under conditions whereby:

OPTION TO RENEW. Provided Tenant is not5.1 Lessee, faithfully performing its obligations and has undertakings hereunder and not been being in default, shall have the option to renew this Lease for one (more than two 1) period of three (23) times), in default under any years commencing at the expiration of the Term, on the same terms and conditions contained hereinas those provided in this Lease, Tenant except rental which shall have two (2) additional consecutive five (5) year options be the then fair market rental rate for similar buildings in the area. 5.2 In order to renew and extend exercise the Rental Term as provided herein (“Option”). The Option said option to renew, the Lessee shall only be exercised by Tenant delivering give written notice thereof to Landlord no earlier than the date which is twelve Lessor at least six (126) months prior to the expiration expiry of the Rental Term and no later than the Term, of its intention to renew this Lease for a further period of three (3) years. The date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year giving of each extension periods such notice shall be hereinafter referred to as the lesser of: (i) "EXERCISE DATE". 5.3 Following the then current Fair Market Rate (as defined) for comparable space within Exercise Date, Lessor and Lessee shall in good faith attempt to agree on the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the fair market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal periodrental. If Landlord disagrees with Tenant’s opinion of the Fair Market RateLessee and Lessor are unable to agree upon such fair market rental, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate then within fifteen (15) days after receipt of Tenant’s opinion the Exercise Date, Lessee and Lessor shall jointly appoint a real estate appraisal firm based in Montreal with at lease five (5) years experience in appraising commercial real estate (the "APPRAISER") to determine such fair market rental. Lessee and Lessor agree that the Appraiser in making its appraisal of Fair Market Rate the fair market rental shall take into account the terms of the Lease, including the triple net nature thereof, the condition of the Premises, the rent payable for premises similar to the Premises having regard to the nature, location and usage of the Premises and all other appropriate factors such as tenant improvements, brokerage fees and other inducements offered for comparable buildings. The fair market rental shall be determined by such Appraiser within ninety (“Landlord’s Value Notice”)90) days of the Exercise Date. 5.4 If Lessor and Lessee cannot jointly agree on an Appraiser, then within twenty (20) days of the Exercise Date, each shall appoint an Appraiser. Both appraisals shall be completed and delivered simultaneously to Lessor and Lessee on the fiftieth (50th) day following the Exercise Date. If the parties are unable to resolve their differences higher appraisal is less than 5% greater than the lower appraisal, then the fair market rental shall be the average of both appraisals. If the higher appraisal is more than 5% greater than the lower appraisal, then within thirty sixty-five (3065) days thereafterfollowing the Exercise Date, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the Appraisers shall jointly select another Appraiser to make an additional appraisal of the fair market rental, which shall be completed and delivered to Lessor and Lessee within ninety (90) days following the Exercise Date. In this last day case, fair market rental shall be the average of the then-current Rental Termtwo closest appraisals. 5.5 Each party shall bear the cost of the Appraiser selected solely by such party. Alternatively, Tenant All costs of any Appraisers jointly selected by Lessor and Landlord may mutually agree Lessee shall be borne equally by Lessor and Lessee. The fair market rental determined by (i) the sole jointly elected Appraiser in accordance with Section 5.3 or (ii) by averaging certain appraisals pursuant to submit Section 5.4 shall be final and binding on Lessor and Lessee with respect to the determination of Fair Market Rate to a “Market Assessment Process,” as provided three year renewal term in Exhibit “F” – Market Assessment Processquestion.

OPTION TO RENEW. Provided that Tenant is not, and has not been (more than two (2) times), then in default under any of the terms covenants, terms, conditions, and conditions contained hereinprovisions of this Lease, then Tenant shall have two Two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein this Lease (each an “Option”). The Option shall only be exercised by ) for consecutive Ten (10) year option periods, provided that, in order to exercise this Option, Tenant delivering is required to give to Landlord written notice thereof to Landlord no earlier not less than the date which is twelve Six (126) months prior to the expiration of the Rental Term and no later before nor more than the date which is nine Nine (9) months prior to the date of expiration of the Rental Term (of this Lease or the “then expiring option period. Other than Base Rent due under the Option Notice”Term(s). The Base Monthly Rent during the first year of each extension periods , any renewal pursuant to this Option shall be on the lesser of: (i) same terms and conditions as contained in this Lease. 4.1.1 In the then current event that Tenant exercises its option to extend the term of this lease, the Landlord shall provide written notice to Tenant of the amount which, in Landlord’s reasonable opinion, represents the Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term upcoming Option Term. Tenant shall have twenty (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (3020) days from receipt of Option Notice, said written notice to respond to Landlord in writing as to whether or not Tenant shall notify Landlord of Tenantagrees with Landlord’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion determination of the Fair Market Rate, Landlord Rent. Tenant’s failure to respond within said twenty (20) day period shall notify Tenant of be deemed to be Tenant’s agreement with the Landlord’s opinion determination of Base Rent. In the event Tenant disagrees with the Landlord’s determination, the following procedure shall be used in determining Fair Market Rate Rent for the Option Term: The parties shall jointly choose an impartial real estate appraiser who shall review the market compatibles and provide a written assessment of the Fair Market Rent for the Premises. This written assessment shall determine the Base Rent for the Option Term and shall be final and binding; however, under no circumstance will the Base Rent for the Option Term be less than the Base Rent for then current Lease year. 4.1.2 In the event that Landlord and Tenant cannot agree on an impartial real estate appraiser within fifteen Sixty (1560) days after receipt of Tenant’s opinion notice of Fair Market Rate dissent, or if the mutually selected real estate appraiser cannot provide a written assessment within Forty-Five (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (3045) days thereafterof Landlord and Tenant’s joint request, either the Tenant or Landlord or Tenant, at its sole option, may terminate the Lease by providing written notice to the other, failing which, this Lease, effective as Lease shall become a month-to-month lease upon the expiration of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessLease term.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any that at the end of the terms and conditions contained hereininitial term of this Lease, Tenant an Event of Default is not then in existence under this Lease, Lessee (or any permitted assignee of sublessee) shall have two (2) additional consecutive five (5) year options the right and option to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised this Lease, by Tenant delivering written notice thereof delivered to Landlord Lessor no earlier later than the date which is twelve (12) months 485 days prior to the expiration of the Rental Term and no later than initial term, for the date which is nine additional term of five (95) months prior to the expiration of the Rental Term years (the “Option NoticeRenewal Term”). , under the same terms, conditions, and covenants contained herein, except: A. It is the intent of Lessor and Lessee that Lessee shall have one five-year renewal option. B. The Base Monthly Rent during the first year of rent for each extension periods Renewal term shall be the lesser of: (i) based on the then current Fair Market Rate (as defined) Prevailing net effective rental rates for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month properties of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, termequivalent quality, size, expense stoputility, tenant allowanceage and location, existing tenant finishes, parking availabilitywith the length of the lease term, and location the amount of free rent and proximity other concessions then being granted to services. Within thirty (30) days tenants of Option Noticeproperties of such equivalent quality, Tenant size, utility and location, together with the financial status of Lessee, to be taken into account, but in no event shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion rent be less than the rent paid in the immediately preceding term. C. Upon notification from Lessee of the Fair Market Rateexercise of the renewal option in question, Landlord Lessor shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after thereafter notify Lessee in writing of the proposed rent for such Renewal Term; Lessee shall within fifteen (15) days following receipt of Tenantsame notify Lessor in writing of the acceptance or rejection of the proposed rent. In event of rejection by Lessee, the rent for the Renewal Term shall be determined as follows: (1) Within fifteen (15) days following notification of Lessee’s opinion of Fair Market Rate (“Landlord’s Value Notice”)rejection, Lessor and Lessee shall each appoint a disinterested, licensed and qualified real estate appraiser. If these two appraisers cannot agree upon rent for the parties are unable to resolve applicable Renewal Term within thirty (30) days following their differences appointment, the two appointees shall forthwith select a third disinterested, licensed and qualified real estate appraiser, and the decision of such third appraiser shall be made within thirty (30) days thereafter. If such third appraiser is appointed, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the rent for the Renewal Term in questions shall be the arithmetic mean of the last day two values which are numerically closest to one another; provided, however, that if the highest and the lowest values are numerically equidistant to the middle value, then rent for such Renewal Term shall be the middle value. Each party shall pay the fees and expenses of the thenappraiser appointed by such party and one-current Rental Termhalf (1/2) of the fees and expenses of the third appraiser. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a The term “Market Assessment Process,term” as provided used throughout this Lease shall be understood to refer to the term stated in Exhibit “F” – Market Assessment ProcessArticle 1 hereof as well as the Renewal Terms, if applicable.

OPTION TO RENEW. 28.01 Provided Tenant is notthat as of the date of the Renewal Notice and the Expiration Date (as same may be extended by the exercise of the First Renewal Option) (a) this Lease shall be in full force and effect, and has (b) there shall not been (more than two (2) times), in default be existin& a Default under any this Lease which is continuing after notice by Landlord to Tenant and the expiration of the terms and conditions contained hereinapplicable cure period, then Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein of this Lease for the entire Premises (“the "First Renewal Option”" and "Second Renewal Option"; collectively, the "Renewal Options") for a period of two (2) years each (the "First Renewal Term" and the "Second Renewal Term"; collectively, the "Renewal Terms"). The First Renewal Option shall only be exercised exercisable by Tenant delivering written notice thereof (the "Renewal Notice") to Landlord no earlier given not later than August 31, 2027. In the date which is twelve (12) months prior event that Tenant has exercised the First Renewal Option in accordance with this Article, the Second Renewal Option shall be exercisable by Renewal Notice to the expiration Landlord given not less than August 3I, 2029. The First Renewal Term and Second Renewal Term shall constitute extensions of the Rental initial Term of this Lease and no later than the date which is nine (9) months prior to the expiration shall be upon all of the Rental Term (same terms and conditions as the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: initial Tenn, except that (i) there shall be no further option to renew the then current Fair Market Rate (as defined) for comparable space within the Project, Tenn of this Lease and (ii) the Base Monthly Rent then in effect for the Leased First Renewal Tenn and the Second Renewal Term shall be payable at a rate per annum equal the Market Rate (as defined herein) of the Premises as of the first day of each Renewal Term. The "Market Rate" shall mean the prevailing fair market rental that a tenant would pay upon extending or renewing its existing lease for space similar to the Premises in the Portland, Oregon metropolitan area ("Comparable Space"), based on all available data including comparable transactions for Comparable Space consummated within the prior twelve (12) month period and taking into consideration the size, location, accessibility, quality, condition, and zoning of the Building as compared to Comparable Space, the term of the lease, any appropriate rent inducements or concessions included, and other relevant factors. During the Renewal Terms, all Additional Rent that Tenant is obligated to pay under this Lease during the last month initial Term hereof for Operating Expenses shall continue without intemiption, it being the intention of the parties hereto that the Renewal Terms shall be deemed a part of and continuation of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days Tenn of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided (a) Subject to the terms of this Article 55 and provided that no Event of Default has occurred, Tenant is notshall have one (1) option to extend (“Renewal Option”) the Term of this Lease for sixty (60) months commencing upon the day immediately following the Expiration Date ("Extension Term"). In the event Tenant elects to exercise its option to extend the Lease Term by the Extension Term, as provided hereunder, Tenant shall provide Landlord irrevocable written notice of such election, no earlier than and has not been earlier than three hundred sixty-five (more 365) days and no later than two hundred seventy (2270) times)days prior to the Expiration Date. Except for Base Rent, in default under any of the terms and conditions contained of this Lease during the Extension Term shall be identical to the terms and conditions of this Lease. (b) Base Rent for the Extension Term shall be adjusted to be equal to one hundred percent (100%) of the fair market rental value ("FMV") for comparable properties in Pleasanton, California as such FMV is reasonably determined by Landlord. (c) Notwithstanding anything to the contrary set forth herein, Tenant shall have two no right to exercise the Renewal Option (2) additional consecutive five (5) year options to renew and extend or if the Rental Term as provided herein (“Option”). The Renewal Option is exercised, but the following conditions are not satisfied, then the exercise of the Renewal Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12void) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser ofif: (i) there has been materially adverse change in the then current Fair Market Rate (financial condition of the Tenant, as defined) for comparable space within of the ProjectCommencement Date, and or (ii) if the net worth (determined in accordance with generally accepted accounting principles consistently applied) of the Tenant at the time it desires to exercise the Renewal Option or as of the commencement date of the Extension Term is less than the net worth (as so determined) of Tenant: (1) at the Commencement Date or (2) mutual execution and delivery of this Lease, whichever is greater. Tenant shall be required, as a condition precedent to the Renewal Option being validly exercised, to provide evidence (which shall be reasonably acceptable to Landlord) that the foregoing conditions have been satisfied. Additionally, it shall be a condition precedent to exercise of the Renewal Option that Landlord and Tenant execute and deliver an amendment to this Lease not later than thirty (3) days after the exercise by Tenant of the Renewal Option. (d) No later than thirty (30) days prior to the commencement of the Extension Term, Tenant shall deposit with Landlord an amount, that when taken together with the Security Deposit, equals the Base Monthly Rent then in effect due for the Leased Premises during the last month of the initial Rental Extension Term (increasing each year thereafter by 3%, compounded"Renewal Deposit"). “Fair Market Rate” means Upon the market rate for rent chargeable for commencement of the Leased Premises based upon Extension Term, the following factors applicable term "Security Deposit" shall automatically include the "Renewal Deposit" and the Renewal Deposit shall be held pursuant to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days terms of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal periodArticle 5 hereof. If Landlord disagrees with Tenant fails to deposit the Renewal Deposit as and when required hereunder, Tenant’s opinion 's exercise of the Fair Market Rate, Landlord Renewal Option shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If be null and void and the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as Term of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessLease shall expire naturally expire.

OPTION TO RENEW. Provided 2.5.1. Tenant is notshall have the option ("RENEWAL OPTION") to renew this Lease for four (4) consecutive terms of five (5) years each (each, and has not been (more than two (2) timesa "RENEWAL TERM"), in default under any of on all the same terms and conditions contained hereinset forth in this Lease, except that Base Rent during the Renewal Term shall be equal to Fair Market Rent (as defined in SECTION 2.5.2 below). Tenant shall deliver written notice to Landlord of Tenant's election to exercise the Renewal Option ("RENEWAL NOTICE") not less than eighteen (18) months, nor more than twenty-four (24) months, prior to the expiration date of the original Term or the first, second or third Renewal Term, as applicable; and if Tenant fails to timely deliver the Renewal Notice to Landlord, then Tenant shall automatically be deemed to have two irrevocably waived and relinquished the Renewal Option. 2.5.2. For the purposes of this Lease, "FAIR MARKET RENT" shall be determined by Landlord, in its sole, but good faith, discretion based upon the annual base rental rates then being charged in the industrial market sector of the geographic area where the Building is situated for comparable space and for a lease term commencing on or about the commencement date of the Renewal Term and equal in duration to the Renewal Term, taking into consideration: the geographic location, quality and age of the Building; the location and configuration of the relevant space within the applicable Buildings; the extent of service to be provided to the proposed tenant thereunder; applicable distinctions between "gross" lease and "net" leases; the creditworthiness and quality of Tenant; leasing commissions; and any other relevant term or condition in making such evaluation, all as reasonably determined by Landlord. In no event, however (2) additional consecutive and notwithstanding any provision to the contrary in SECTION 2.5.3 below), shall the Fair Market Rent be less than an amount equal to the average rate of Base Rent in effect during the five (5) year options to renew and extend period immediately preceding the Rental Term as provided herein expiration date of the then-applicable term (“Option”the "RENEWAL RENT FLOOR"). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the 's determination of Fair Market Rate to a “Market Assessment Process,” as provided Rent for the Renewal Term, in Exhibit “F” – Market Assessment Processwriting (the "BASE RENT NOTICE") within sixty (60) days after receiving the Renewal Notice.

OPTION TO RENEW. Provided Tenant Tenant, but not any assignee or sublessee of Tenant, --------------- is not, and has not been hereby granted the option to renew this Lease for one (more than two (21) times), in default under any term of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew years. Provided Tenant is not in default (after notice and extend the Rental Term as provided herein (“Option”expiration of any applicable cure period). The Option shall only be exercised by , Tenant delivering may exercise such option upon written notice thereof to Landlord with no earlier less than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to written notice before the expiration of the Rental Term (current Term. If Tenant fails to exercise the “Option Notice”)option by the date set forth in the preceding sentence, then Tenant shall be deemed to have elected not to exercise the option and this renewal option shall be deemed to have terminated. Time is of the essence in the exercise of such option. Notwithstanding the preceding, an assignee of Tenant which is owned or under common ownership with Tenant or which owns Tenant may exercise the option to renew set forth in this paragraph 13, provided such assignee's financial position is reasonably acceptable to Landlord and provided Tenant continues to be a party to the Lease during such renewal term. For purposes of the preceding sentence, ownership means at least 51% equity ownership and 51% voting control. a. The renewal term will be on the same terms and conditions as those contained in this Lease except as follows: i. There shall be no further rights to renew after the exercise of the renewal option; ii. Any tenant improvement allowance, rental concessions, or the like, granted by Landlord to Tenant in the initial lease term shall not be applicable in the renewal term; and iii. The Base Monthly Rent during rent for the first year of each extension periods renewal term shall be the lesser of: (i) the then current "Fair Market Rate (Rental Value" defined as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect amount per rentable square foot for the Leased Premises during the last month renewal term which is representative of and comparable of the initial Rental Term (increasing each year thereafter by 3%consideration charge for substantially comparable office space in the Central Business District of Denver, compounded). “Colorado taking into xxxxxxxxxxxxx xxxx xxx xxxxxxx xx xxxxx xxxe on an "as is" basis without any tenant improvement allowance, rental concessions, or the like. b. In the event the parties cannot agree on Fair Market Rate” means Rental Value, either Landlord or Tenant may, by notice to the market rate for rent chargeable other, commence an arbitration proceeding to determine Fair Market Rental Value as follows: i. The arbitration shall be conducted by a three-member panel composed of licensed Colorado real estate brokers, whose brokerage activities for the Leased Premises based last ten years have concentrated in office leasing in the Central Business District of Denver, Colorado. Each of Landlord anx Tenant shall, by notice to the other, identify one such broker to act as an arbitrator. Within five days of such appointment, the two arbitrators so selected shall select a third arbitrator meeting the preceding qualifications, who shall act as chairman of the arbitration panel. In the event a party fails to appoint an arbitrator, the arbitration shall be conducted by the single arbitrator appointed by the other party. In the event the two arbitrators cannot select a third arbitrator within the applicable time period, such arbitrator shall be selected by the President of the Denver Board of Realtors upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to servicesrequest of either party. ii. The arbitrators shall be impartial. iii. Within thirty (30) 15 days of Option Noticethe appointment of the third arbitrator, Tenant each of the two party-appointed arbitrators shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion prepare a memorandum setting forth such arbitrator's estimate of the Fair Market RateRental Value of the Premises, Landlord including all comparable leases relied on and the reasoning and rationale of such arbitrator. iv. Within five days following the delivery of the reports of the two party-appointed arbitrators to the third arbitrator, the third arbitrator shall notify Tenant of Landlord’s opinion of select as the Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Rental Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord amount determined by one or Tenant, at its sole option, may terminate this Lease, effective as the other of the last day of the thenparty-current Rental Term. Alternativelyappointed arbitrators which, Tenant and Landlord may mutually agree to submit in the determination of the third arbitrator, is closest to Fair Market Rate Rental Value as determined by such third arbitrator. v. The place of the arbitration will be in the Central Business District of Denver, Colorado. The rules xx xxx xxxxxxxxxxx xxxxx xx xxxxxxxxxxx xx needed by the third arbitrator. The decision of the arbitrators shall be final, binding, and conclusive on Landlord and Tenant and shall not be reviewable by a court other than on account of fraud. Once the arbitrators have been appointed, neither the parties nor their respective counsel may contact the arbitrators except in writing with copies to a “Market Assessment Process,” as provided the other party and its counsel or in Exhibit “F” – Market Assessment Processtelephone conversations or meetings with counsel for both of the parties participating. The fees of the two party-appointed arbitrators shall be paid by the respective appointing party. The fees of the third arbitrator shall be shared equally by the parties. All expenses authorized by the third arbitrator in connection with the arbitration shall be shared by the parties.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under Subject to any of the terms and conditions contained hereinexisting rights, Tenant shall have two one (21) additional consecutive ------------------------------ option to renew ("Option to Renew") this Lease for five (5) year options to renew and extend years (the Rental Term as provided herein (“Option”"Renewal Period"). The If Tenant desires to exercise its Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option NoticeRenew, Tenant shall notify give Landlord written notice ("Renewal Notice") thereof on or before January 20, 2000. During the thirty-(30) day period following Landlord's receipt of Tenant’s option of Fair the Renewal Notice, Landlord and Tenant shall use reasonable efforts to negotiate a mutually agreeable base rent ("Market Rate Base Rent") for the applicable Renewal Period. The Market Base Rent shall be negotiated in light of then current terms for reviewing tenants for comparable space, including market rents, term of renewal periodand operating expense pass throughs and the tenant improvement allowance of $5.00 per rentable square foot which Landlord will provide Tenant as part of its renewal. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within Within fifteen (15) business days after of agreement by the parties on the Market Base Rent and other terms of the renewal, Landlord shall deliver to Tenant an amendment to this Lease extending this Lease on such terms. Such amendment shall not contain any further option to renew. Tenant shall execute and deliver the amendment to Landlord within ten (10) business days following receipt of Tenant’s opinion such amendment. The foregoing option and rights are subject to there having been no Event of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate Default which has not been cured under this Lease, effective as are personal to the original Tenant executing the Lease, may not be assigned, and shall be available to and exercisable by the Tenant only when the original Tenant is in actual possession and physical occupancy of the last day entire Leased Premises. Time is of the then-current Rental essence in the exercise of Tenant's Option to Renew. Should Tenant fail to exercise such option, execute and deliver any required documents, or perform any of its required obligations under this section, or should the parties be unable to agree on Market Base Rent for the Renewal Period, within the time periods set forth above, then this Option to Renew and any other rights of Tenant under the Lease in the nature of options, shall be null and void, and the Lease shall terminate at the end of the Lease Term. AlternativelyThe option to renew shall include annual rent increases based upon the CPI, Tenant and Landlord may mutually agree not to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processexceed 3% per annum compounded.

OPTION TO RENEW. Provided Tenant shall have the right to renew the Term of this Lease for one (1) period of five (5) years; provided that Tenant is not, and has not been (more than two (2) times)at the time of exercising the first Option to Renew, in default under any of the Lease. In the event the Tenant exercises its Option to Renew, the Lease Term shall be extended for the duration of such option, subject to all terms and conditions contained hereinof this Lease, excepting the Market Terms as herein defined. Tenant shall have two (2) additional consecutive five (5) year options exercise its Option to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised Renew by Tenant delivering giving written notice thereof to Landlord of its desire to determine the Market Terms no earlier later than the date which is twelve seven (127) months prior to the expiration of the Rental Term and no later than then current Lease Term. If Tenant exercises an Option to Renew, the date which is nine (9) months prior rent payable by Tenant shall be equal to the expiration of prevailing fair Market Terms. Market Terms is defined as being the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for average rental rate, priced on a comparable space within the Projectbasis, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month new leases signed by an approximately like-size, third party tenant, with full consideration of the initial Rental Term (increasing each year thereafter by 3%concessions, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalationsuch as tenant improvements, term, free rent, moving allowances, architectural allowances, operating expenses and brokerage fees offered in a Comparable Building (as in hereinafter defined) in the vicinity. Comparable Buildings shall be comparable size, expense stopquality, tenant allowancelocation, existing tenant finishes, parking availability, view and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)submarket. If the parties are unable Market Terms cannot be determined pursuant to resolve their differences the preceding paragraph within thirty (30) days thereafterafter Tenant gives notice of its desire to determine the Market Terms for the renewal period, Landlord or Tenantthen, at its sole unless Tenant by the end of such period withdraws the exercise of the Option to Renew, the Market Terms shall be determined by a process of "baseball arbitration," with each party appointing a licensed real estate broker with not less than five (5) years experience in the Austin, Texas real estate market who shall have general familiarity with the rental rates for properties similar to the Premises, in the vicinity of the Premises. The two brokers so selected shall choose a third broker with similar qualifications, with each of said brokers to make their own independent determination as to the Market Terms. The Market Terms to be established shall be the average of the two values closest to each other, with the value determined by the remaining broker disregarded. The brokers shall complete their determinations no more than thirty (30) days prior to the end of the Lease Term; however, failure to complete said determination within said period shall not invalidate the appraisal. In the event of termination of the renewal option, may terminate this Leasethe renewal option shall thereafter be null and void and of no further force and effect, effective as and the Lease Agreement shall expire at the expiration of its original Lease Tenn. Any termination of the last day Lease Agreement shall also terminate the renewal option. The determination of the then-current Rental TermMarket Terms by said brokers shall be binding upon both Landlord and Tenant. AlternativelyThe cost of the arbitration shall be divided equally between Landlord and Tenant. LATENT DEFECTS: Landlord shall assign any and all warranties for latent defects in materials or workmanship for one (1) year following substantial completion, even if Tenant contributes in any way to the design or to the cost of construction. Landlord shall assist Tenant in enforcing any and Landlord may mutually agree all contracts or warranties on construction related to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessPremises.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of complies with the terms and conditions contained hereinof this Lease, Tenant shall have two may extend this Lease for additional one (2) additional consecutive five (51) year options to renew and extend the Rental Term as provided herein terms (“OptionOption Term”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than ) on the date which is twelve (12) months prior to same terms and conditions set forth herein except that the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Monthly Base Monthly Rent during for the first year of each extension periods the Option Term shall be the lesser of: (i) the then current adjusted to Fair Market Rate (as defined) Value, but shall not be less than the Monthly Base Rent for comparable space within the Projectlast year of the Lease Term, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter during the Option Term the Monthly Base Rent shall increase by no more than three percent (3%, compounded). “Fair Market Rate” means Tenant must give Landlord no less than hundred and twenty (120) days written notice of its intent to exercise the market rate for rent chargeable Option Term. Landlord and Tenant must agree to Monthly Base Rent for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within Option Term within thirty (30) days of Option Notice, Tenant shall notify Landlord receipt of Tenant’s option of renewal notice. “Fair Market Rate Value” means the prevailing market rate for comparable buildings in the applicable renewal vicinity of the Building for gross rent (i.e., inclusive of operating expenses and taxes, but excluding electricity) for warehouse and storage and related office space (like that existing in the Premises on the date on which the Fair Market Value is being calculated) taking into account the size of the space and the length of the term of the Lease with respect to such space. In the event Landlord and Tenant fail to reach an agreement on Fair Market Value within such thirty (30) day period, then the Fair Market Value that will be used in computing Monthly Base Rent shall be determined as follows: Within five (5) days after the expiration of the thirty (30) day period described above, Landlord and Tenant shall each select an appraiser with at least ten (10) years’ experience in the market in which the Building is located. If Landlord disagrees with Tenant’s opinion the two appraisers are unable to agree within ten (10) days after their selection, they shall select a similarly qualified third appraiser (the “Neutral Appraiser”). Within twenty (20) days after selection of the Neutral Appraiser, the three appraisers shall simultaneously exchange determinations of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Value. If the parties are unable to resolve their differences within thirty lowest appraisal is not less than ninety percent (3090%) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day highest appraisal, then the three appraisals shall be averaged and the result shall be the Fair Market Value. If the lowest appraisal is less than ninety percent (90%) of the then-current Rental highest appraisal, then the Fair Market Value shall be deemed the rate set forth in the appraisal submitted by an appraiser appointed by a party that is closest in dollar amount to the appraisal submitted by the Neutral Appraiser. If the Fair Market Value has not been determined on or before the first month of the Option Term. Alternatively, Tenant shall begin paying Monthly Base Rent at the rate Tenant is paying for the Premises, and Tenant and Landlord may mutually agree to submit shall make any necessary adjusting payments when the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessValue is determined. Each party shall pay the cost of its own appraiser and the parties shall share the cost of the Neutral Appraiser equally.

OPTION TO RENEW. Provided the Tenant is not, and has not been (more than two (2) times), in default under any during the Term of the terms and conditions contained hereinLease, The Tenant shall have the right to renew the Lease with respect to the Leased Premises for two (2) additional consecutive terms of five (5) year options to renew and extend the Rental Term as provided herein years (“OptionRenewal Period”) on the same terms and conditions, except for all Options to Renew, Rent Free Period, Annual Minimum Rent and Additional Rent. The Annual Minimum Rent during the renewal period will be the fair market rental rate (the “FMRR”) at the date of renewal for similar premises to be agreed between the parties but shall in no event be lower than the previously paid Annual Minimum Rent. Failing such agreement within four (4) weeks prior to the expiry of the Term of the Lease or the Renewal Period, said Net Rent shall be determined by arbitration pursuant to the Arbitration Act (Ontario). The Option shall only be exercised by Tenant delivering written notice thereof must advise the Landlord, in writing of its intention to Landlord no earlier than exercise the date which is twelve option to renew at least six (126) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term Lease, failing which the option to renew shall become null and void and without any further effect whatsoever. For purposes hereof, the FMRR shall be established taking into account all relevant factors including: the current annual rent per RSF that a willing, comparable, full floor or greater non-renewal, non-sublease, non-expansion, non-equity Tenant would pay, and a willing comparable Landlord of like and comparable buildings found in the Belleville and Kingston submarket would accept, at arm’s length, for comparable space, giving consideration to annual rental rates per RSF, escalations (the “Option Notice”including type, gross or net, and if gross, whether base year or Expense Stop). The Base Monthly Rent , abatement provisions reflecting free rent and/or no rent during the first year lease term, the building standard work letter, tenant improvement allowances, brokerage commissions, tenant build-out period, tenant’s credit rating/financial position, no break in rent stream for lease-up time, the age and location of each extension periods shall be the lesser of: (i) building, the then current Fair Market Rate (as defined) for comparable space within location and floor location of the Projectpremises being leased, the services provided under the terms of the leases and (ii) the Base Monthly Rent then in effect other generally applicable terms and considerations of tenancy for the Leased Premises during space in question at or about the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable time that such FMRR is deemed to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processtake effect.

OPTION TO RENEW. Provided (a) Tenant is not, and has not been shall have one option to renew this Lease (more than two (2a "Renewal Option") times), in default under any of on the same terms and conditions contained hereinand in the manner set forth below, for a term of FIVE (5) years, provided that there has been no Event of Default (or event or condition which, with the passage of time or giving of notice, or both, would constitute an Event of Default) that has occurred and is continuing at the time of exercise of the option and that there have not been repeated recurring Events of Default (whether or not previously cured) during the Term. In the event Tenant desires to elect the Renewal Option, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering give Landlord written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of its exercise of the Rental Term and no later than the date which is nine Renewal Option NINE (9) months prior to the expiration Expiration Date of the Rental Term Term. If Tenant fails to timely notify Landlord of its exercise of the Renewal Option, then the Renewal Option shall expire. (the “Option Notice”). The b) Base Monthly Rent during the first year renewal term shall equal the prevailing market rental rate for office space of each extension periods comparable quality, design and location in the Berkeley Heights area (which shall be include the lesser of: Route 78 corridor from and including Exit 43 to and including Exit 33) for tenants occupying an amount of space comparable to the amount then leased by Tenant, taking into consideration any concessions (ie.g., rent abatement, tenant improvement and other allowances; it being understood for purposes of clarification that Landlord shall have no obligation to provide Tenant with any tenant improvement allowance) the then current Fair Market Rate (as defined) being offered by landlords to prospective tenants for comparable space within ("Market Rent"), but in no case less than the Project, and (ii) then existing Base Rent. The parties shall negotiate in good faith to establish the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Rent. If the parties are unable to resolve their differences agree on Market Rent within thirty (30) days thereafterafter Tenant gives Landlord its notice exercising the Renewal Option (the "NOTICE DATE"), Landlord or Tenant, at its sole option, may terminate this Lease, effective then the Appraisal Procedure (as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided defined in Exhibit “F” – Market Assessment ProcessSection 2.01) shall be utilized.

OPTION TO RENEW. (a) Provided that Tenant is not, and has not been (more than two (2) times), in default under any at the time of Tenant's exercise of the terms and conditions contained hereinoption contemplated by this Paragraph 9 (the "Option") or at the commencement of the Option term, Tenant shall have two one (21) additional consecutive five (5) year options option to renew and extend the Rental Term as provided herein (“Option”)this Lease. The Option Tenant shall only be exercised by Tenant delivering written notice thereof provide to Landlord no earlier than the on a date which is twelve (12) months prior to the expiration date that the Option period would commence (if exercised) by at least two hundred seventy (270) days, a written notice of the Rental Term and no later than exercise of such Option to extend the date which is nine (9) months prior to Lease for the expiration additional Option term, time being of the Rental Term (the “Option Notice”)essence. The Base Monthly Rent during the first year of each extension periods Such notice shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then given in effect for the Leased Premises during the last month accordance with Article 34 of the initial Rental Term (increasing each year thereafter by 3%Lease. If notification of the exercise of the Option is not so given, compounded)the Option shall automatically expire. “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors Base Rent applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity for the renewal term shall be equal to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of the "Fair Market Rate for Rental" (defined hereinafter). All other terms and conditions of the applicable renewal period. Lease shall remain the same. (b) If Tenant exercises the Option, Landlord disagrees with Tenant’s opinion of shall determine the Fair Market Rate, Rental by using its good faith judgment. Landlord shall notify provide Tenant with written notice of Landlord’s opinion of Fair Market Rate such amount within fifteen (15) days after Tenant exercises its Option. Tenant shall have fifteen (15) days ("Tenant's Review Period") after receipt of Tenant’s opinion Landlord's notice of the new base rent within which to accept such rental. In the event Tenant fails to accept in writing such rental proposal by Landlord, then such proposal shall be deemed rejected and Landlord and Tenant shall attempt to agree upon such Fair Market Rate (“Landlord’s Value Notice”)Rental using good faith efforts. If Landlord and Tenant fail to reach agreement within fifteen (15) days following the expiration of Tenant's Review Period ("Outside Agreement Date") then the parties are unable to resolve shall each within ten (10) days following the Outside Agreement Date appoint a real estate broker who shall be licensed in the State of New Jersey and who specializes in the field of commercial, industrial space leasing in the South Brunswick region of New Jersey, has at least five (5) years of experience and is recognized within the field as being reputable and ethical. If one party does not timely appoint a broker, then the broker appointed by the other party shall promptly appoint a broker for such party. Such two individuals shall each determine within ten (10) days after their differences appointment such Fair Market Rental. If such individuals do not agree on Fair Market Rental, then the two individuals shall, within thirty fifteen (3015) days thereafter, Landlord or render separate written reports of their determinations and together appoint a third similarly qualified individual having the qualifications described above. In the event Landlord's and Tenant's respective brokers are unable to agree upon a third broker, at its sole option, may terminate this Lease, effective as the third broker shall be appointed by the Chief Judge of the last day Circuit Court of Middlesex County, New Jersey. The third individual shall within ten (10) days after his or her appointment make a determination of such Fair Market Rental. The third individual shall determine which of the then-current Rental Term. Alternatively, Tenant determinations of the first two individuals is closest to his own and Landlord may mutually agree to submit the determination that is closest shall be final and binding upon the parties, and such determination may be enforced in any court of Fair Market Rate competent jurisdiction. Landlord and Tenant shall each bear the cost of its broker and shall share equally the cost of the third broker. Upon determination of the base rent payable pursuant to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthis Section, the parties shall promptly execute an amendment to this Lease stating the rent so determined.

OPTION TO RENEW. Provided Tenant is nothereby granted the option to renew the Lease for one (1) renewal term (the “Renewal Term”) of three (3) Lease Years, and has not been (more than two (2) times), in default under any of subject to the terms and conditions contained herein, of this Article 14. In the event that Tenant shall have two (2) additional consecutive five (5) year options desires to renew and extend the Rental Term as provided herein (“Option”). The Option Lease it shall only be exercised by Tenant delivering give written notice thereof to Landlord no earlier than of its intention to renew the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is Lease at least nine (9) months prior to the Expiration Date, time being of the essence. Tenant’s renewal notice shall be irrevocable and must be unconditional. All of the terms and conditions of this Lease shall remain in effect during the Renewal Term, except that the Minimum Annual Rent payable during the first Lease Year of the Renewal Term, and each Lease Year thereafter, shall be an amount equal to the Market Rental (defined below) for the Demised Premises as of the first day of first such Lease Year (provided, however, that Minimum Annual Rent will not decrease). Tenant shall not have the right to exercise the option to renew with respect to less than all of the Demised Premises. Tenant shall have no option to renew the Lease beyond the expiration of the Rental Term (the “Option Notice”)Renewal Term. The Base Monthly Rent Tenant shall continue to pay Tenant’s Proportionate Share of Direct Expenses during the first year of each extension periods Renewal Term. Market Rental for the Premises shall be the lesser of: rental rate (iincluding annual and other periodic escalations) the then current Fair Market Rate (at which tenants could lease comparable flex space as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental commencement of the first day of the Renewal Term (increasing each year thereafter by 3%located in buildings that are comparable in age, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable location, quality of construction, services and amenities to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, Building. Market Rental shall be determined with respect to the first Lease Year of the Renewal Term and location and proximity to servicesshall include annual escalations for each Lease Year of the Renewal Term thereafter. Within thirty (30) days after receiving Tenant’s notice electing to renew the Lease for a Renewal Term, Landlord shall inform Tenant of Option NoticeLandlord’s determination of the Market Rental for the Demised Premises. If Tenant agrees with Landlord’s determination of the Market Rental for the Demised Premises, Tenant shall notify Landlord of within thirty (30) days after Tenant’s option receipt of Fair Landlord’s notification. If Tenant disagrees with Landlord’s determination of the Market Rate Rental for the applicable renewal periodDemised Premises, Tenant shall notify Landlord in writing within thirty (30) days after Tenant’s receipt of Landlord’s notification, setting forth Tenant’s determination of the Market Rental for the Demised Premises. If Landlord disagrees with fails to accept Tenant’s opinion determination of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate Rental within fifteen (15) days after receipt (failure to so accept being deemed a rejection of Tenant’s opinion of Fair determination) and a compromise Market Rate (“Landlord’s Value Notice”). If Rental cannot be negotiated by the parties are unable to resolve their differences within thirty (30) days of Tenant submitting its determination of Market Rental, then Landlord and Tenant shall together, within fifteen (15) days thereafter, select an independent commercial real estate broker with at least seven (7) years of experience brokering commercial office lease transactions in Delaware County, who shall be mutually satisfactory to Landlord and Tenant, and who shall, within fifteen (15) days after being selected, pick either Landlord’s determination or Tenant, ’s determination as the Market Rental for the Premises. Such selection shall be the final determination of the Market Rental and shall be binding on both parties. All costs and expenses of the broker shall be paid by the party whose determination of Market Rental was not selected by the broker. It shall be a condition of the exercise of the renewal option set forth in this Article that at its sole the time of the exercise of the option, may terminate this Lease, effective as of Tenant shall not be in default under the Lease beyond any applicable notice and cure period. In no event shall the Minimum Annual Rent during the Renewal Period be less than the Minimum Annual Rent in effect on the last day of the then-current Rental Termmonth in which the Lease term expires. Alternatively, The renewal right granted to Tenant and Landlord may mutually agree under this Article 14 is personal to submit Tenant. The renewal right shall not be exercisable or valid in the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processevent that the Demised Premises have been sublet.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two the option to extend the Term of the Lease for one (21) additional consecutive five (5) year options to renew and extend period (the Rental Term as provided herein (“Option”"Additional Term"). The Option Such option shall only be exercised exercised, if at all, by Tenant delivering written notice thereof of Tenant's election to exercise the option delivered to Landlord no earlier than the date which is twelve two hundred seventy (12270) months days, nor later than one hundred eighty (180) days, prior to the expiration of the Term of the Lease. If Tenant fails timely to exercise or is not entitled to exercise this option to renew, then Tenant's option to renew shall automatically lapse and thereafter not be exercisable by Tenant. If Tenant is entitled to and does give notice in the manner and within the time frame set forth in this paragraph, then the Term shall be extended by the Additional Term, on all of the conditions set forth in the original Lease; provided, however, that: (1) Monthly Rental for the Additional Term and no later than the date which is nine (9) months prior shall be equal to the expiration then "Fair Market Rental Rate" (as defined below) of the Rental Term (the “Option Notice”)Premises. The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space Landlord shall, in response to and within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion 's notice of exercise of the option to renew, give Tenant written notice of the then applicable "Fair Market Rate Rental Rate" as determined in good faith by Landlord. "Fair Market Rental Rate" means the then prevailing annual rental rate per square foot of rentable area in comparable buildings in the Anaheim, CA, industrial area, comparable in area and location to a Premises. Not later than thirty (“30) days after Landlord’s Value Notice”)'s notice to Tenant of the applicable "Fair Market Rental Rate", Tenant shall timely notify Landlord of Tenant's election to (i) have the "Fair Market Rental Rate" determined by the "appraisal" procedure described below, or (ii) accept Landlord's determination of the "Fair Market Rental Rate", or (iii) elect not to exercise Tenant's option to extend. If Tenant fails to notify Landlord within such thirty (30) day period of Tenant's election, then Tenant shall be deemed to have accepted Landlord's determination of "Fair Market Rental Rate" and to have waived its right to an appraisal. Tenant's notice under subparagraphs (i) or (ii) shall be deemed Tenant's exercise of the parties are unable option to resolve their differences extend the Term. If Tenant exercises its option to renew and timely elects to have the "Fair Market Rental Rate" determined by appraisal, then each party shall appoint an appraiser within forty (40) days after such exercise date. The two appraisers shall within a period of five additional days, agree upon and appoint an additional appraiser. The three appraisers shall, within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as after the appointment of the last day third appraiser, determine the Fair Market Rental Value of the then-current Premises in writing and submit their report to all of the parties. The Fair Market Rental TermValue shall be determined by disregarding the appraiser's valuation that diverges the greatest from each of the other two appraisers' valuations, and the arithmetic mean of the remaining two appraisers' valuations shall be the Fair Market Rental Value. AlternativelyEach party shall pay for the services of the appraiser selected by it, Tenant plus one half of the fee charged by the third appraiser, and Landlord may mutually agree one half of all other costs relating to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.Rental Value;

OPTION TO RENEW. Provided that the Tenant is not, then in possession of the premises and has not been (more than two (2) times), in default under any of the terms and conditions contained hereinof its Lease, the Landlord grants to the Tenant shall have two (2) additional consecutive five (5) year options to renew this Lease, upon all of the same terms and extend conditions except as to base rental, the Rental Term as provided herein (“Option”)first option commencing on the first day of May 2010 and terminating on the 30th day of April, 2015 and the second option commencing on the first day of May 2015 and terminating on the 30th day of April 2020. The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during base rental for the first year of each extension periods the First Renewal Term shall be the lesser greater of: (ia) 95% of the fair market rental value of the Premises as of May 1, 2009 for comparable buildings in the area in which the Building is located, leased on terms comparable to this lease as of May 1, 2009 or (b) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then base rental in effect for the Leased Premises during on the last month of the initial Rental Term (increasing each year thereafter original Lease Term. Such fair market rental value shall be determined by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, written agreement between Landlord and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify and Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences agree within thirty (30) 30 days thereafterafter Tenant's exercise of the option, Landlord or Tenantand Tenant shall each appoint a certified commercial real estate appraiser with a minimum of ten (10) years experience. The two appraisers shall jointly agree on the fair market rental value for the Premises within 30 days. If they are unable to agree, at they shall jointly select a third appraiser who meets the qualifications described above. A decision of a majority of the appraisers shall be binding on the parties. Each party shall bear the cost of its sole optionown appraiser and they shall share the cost of the third appraiser, may terminate this Lease, effective if necessary. The base rental for the first year of the second option term shall be 100% of the fair market rental value of the Premises as of May 1, 2014 but in no event less than the base rental paid for the last day year of the then-current first option term and shall be determined in the same manner as set forth herein above. The base rental for the 12th through 15th years and 17th through 20th years shall be determined by cost of living increases as set forth in paragraph 46, Rental Schedule Renewal Term. AlternativelySaid right shall be exercised if at all by the Tenant delivering to the Landlord in writing its exercise of said right on or before May 1, Tenant 2009 and Landlord may mutually May 1, 2014, for the first and second renewal terms, respectively. Failure to exercise the right in writing in the above manner prior to May 1, 2009, and May 1, 2014 shall cause the right to terminate without further act by either party. The parties covenant and agree to submit that time shall be of the determination essence in the exercise of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthis right.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions Lease from the time of exercising the right contained hereinherein to the commencement of any renewal thereof, Tenant shall have two the option to renew the Lease (2“Renewal Option”) for one (1) additional consecutive five sixty (560) year options month term (“Renewal Term II”) commencing upon the expiration of the then current Renewal Term. The Base Rent rate for Renewal Term II shall be 95% of the then Fair Market Terms (as hereinafter defined) at the time the Renewal Option is exercised. Tenant’s election to renew and extend the Rental Term as provided herein (“Option”). The Option Lease shall only be exercised by Tenant delivering written notice thereof made in writing to Landlord no earlier not more than the date which is twelve nine (129) months or less than six (6) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to servicesRenewal Term. Within thirty fifteen (3015) days of Option Notice, Tenant shall notify Landlord of after receipt Tenant’s option written notice of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rateits intent to exercise its Renewal Option, Landlord shall notify provide Tenant with its good faith determination of Landlord’s opinion of the then Fair Market Rate within Terms. Within fifteen (15) days after receipt of TenantLandlord’s opinion notice of such determination, Tenant shall provide Landlord with written notice of its acceptance or rejection of Landlord determination of the then Fair Market Rate (“Landlord’s Value Notice”)Terms. If the parties Landlord and Tenant are unable to resolve their differences agree on the Fair Market Terms within thirty (30) days thereafterafter negotiations commence, Landlord or Tenantthen each party shall appoint a licensed Texas real estate broker to determine the Fair Market Terms. If such two (2) brokers are unable to agree on the Fair Market Terms (if their stated values are within five percent (5%) of each other, at its sole optionthe values will be average and such average will be the Fair Market Terms), may terminate this Lease, effective as if the difference of the last day two stated rates is greater than 5%, then they will jointly appoint a third (3rd) broker. The value determined by the third (3rd) broker will be binding on each party, unless it is higher than the higher of the then-current Rental Termfirst two (2) brokers or lower than the lower of the first two (2) brokers, in either case the average of the opinions of the two (2) brokers rates which differ by the least amount will prevail. Alternatively, Tenant and Landlord may mutually agree to submit shall pay their respective brokers and Tenant and Landlord will share the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthird broker’s cost.

OPTION TO RENEW. Provided Tenant shall have the right to renew the term of this Lease for one (1) period of one (1) year (the “Renewal Term”) subject to the following terms and conditions: A. Tenant shall not be entitled to extend the term hereof if on the date provided for the exercise of its rights hereunder, or on the date of commencement of the Renewal Term, Tenant is notin default of the performance of any of the terms, covenants and conditions herein contained for which notice of default has been given by Landlord to Tenant in the manner provided in this Lease, which default has not been (more than two (2) times), or is not being remedied in default under any of the terms and conditions contained herein, time provided in this Lease; B. Tenant shall have two (2) additional consecutive five (5) year options exercise its right to extend the term of this Lease, if at all, by notifying Landlord in writing of its election to exercise its right to renew and extend the Rental Term as provided herein term hereof (a “OptionRenewal Notice”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier ) not later than the date which is twelve six (126) months prior to the expiration of the Rental term; C. The Renewal Term shall be upon the same terms, covenants and conditions as contained in this Lease; provided, however, that the Gross Rent for the Renewal Term shall be determined by mutual agreement between Landlord and Tenant based upon the then prevailing market rental rate per square foot charged by Landlord for comparable warehouse space in buildings of like quality in the same rental market as the building as of the date the Renewal Term is to commence, but in no later event shall the Gross Rent for the Renewal Term be lower than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Gross Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month year of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means term of the market rate for rent chargeable Lease; D. In the event Landlord and Tenant are unable to agree upon the Gross Rent for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate Renewal Term within fifteen (15) days after receipt delivery of Tenant’s opinion the Renewal Notice, the option to renew shall be deemed null and void and the Lease shall expire in accordance with its term; and E. The option to renew shall be personal to Tenant and shall be null and void and of Fair Market Rate (“Landlord’s Value Notice”). If no further force or effect in the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate event Tenant assigns this Lease. [Signatures appear on following page] EXECUTED BY LANDLORD, effective as of the last this 29th day of the thenAugust, 2006. Attest/Witness AMB PARTNERS II LOCAL, L.P., a Delaware limited partnership Title: By: AMB PROPERTY II, L.P., a Delaware limited partnership Its: General Partner By: TEXAS AMB I, LLC, a Delaware limited liability company Its: General Partner By: AMB PROPERTY HOLDING CORPORATION, a Maryland corporation Its: Sole Member By: Xxxxxxxxxxx X. Xxxxx, Vice President ADDRESS: AMB Property Corporation Attn: Regional Manager-current Rental Term. AlternativelyChicago One X’Xxxx Centre 0000 Xxxxx Xxxxx Xxxx, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to Xxxxx 0000 Xxxxxxxx, Xxxxxxxx 00000 With a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.copy to: AMB Property Corporation

OPTION TO RENEW. Provided Tenant this Lease is not, in full force and has effect and provided further that Lessee is not been (more than two (2) times), then in default under any this Lease, the Lessor hereby grants to Lessee the option to extend the term of this Lease for an additional three (3)-year period (the "Option Period") commencing on the day following the end of the initial Lease term on the same terms and conditions contained hereinset forth in this Lease except as set forth in the following sentence. Subject to adjustment as provided in Section 3.2 below. Subject to adjustment as provided in Section 3.2 below, Tenant the Basic Rent during the extension period shall have two (2) additional consecutive equal the lesser of the prevailing market rate on the day after the date the initial Lease term ends or the Basic Rent at the commencement of this Lease increased by five (5) year options to renew and extend percent per annum. In no event, however, shall the Rental Term as provided herein (“Option”). The rent during the Option shall only Period be exercised by Tenant delivering written notice thereof to Landlord no earlier less than the date which is twelve (12) months existing rental rate immediately prior to the expiration commencement of the Rental Term and no later such Option Period. Lessee shall give Lessor not less than the date which is nine (9) months prior to the expiration written notice of the Rental Term (exercise of the “Option Notice”)foregoing option, time being of the essence. The Base Monthly Rent during the first year of each extension periods If not so exercised, Lessee's option under this paragraph shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, null and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month void. For a period of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt Lessee gives notice of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)its election to exercise its option, Lessee and Lessor shall attempt to agree on the prevailing market rate. If the parties are unable to resolve their differences agree on such rate within such fifteen (15) day period, Lessor and Lessee shall within fifteen (15) days thereafter agree on an independent appraiser, who shall be a member of a nationally recognized appraisal firm, to determine the prevailing market rate. On the date the appraiser is appointed, each party shall simultaneously submit to the appraiser its proposed prevailing market rate, and the appraiser shall within thirty (30) days thereafter, Landlord of his appointment determine whether Lessor's or Tenant, at its sole option, Lessee's proposed rate is closer to the actual prevailing market rate. The proposed rate which the appraiser determines is closer to the prevailing market rate shall then be the rental rate during the Option Period. In no event shall the appraiser have the right to compromise between the proposed rates or choose some other rate. The appraiser may terminate this Lease, effective as of examine the last day of Premises and any other information which the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree appraiser deems applicable to submit the determination of Fair Market Rate the prevailing market rate, and the parties may submit any additional information which is applicable to a “Market Assessment Process,” as provided the determination. If the parties hereto cannot agree on the appraiser within fifteen (15) days, either party may thereafter apply to the American Arbitration Association for the appointment of the appraiser. The decision of the appraiser shall be final and binding upon the parties hereto, except that Lessee may revoke its election to exercise its option by notice to Lessor within thirty (30) days of the decision by the appraiser if Lessee disagrees with the decision of the appraiser, in Exhibit “F” – Market Assessment Processwhich case Lessee's option shall be null and void. All costs and expenses of the appraiser shall be paid by the losing party in the appraisal.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than hereby given the option to renew this Lease for two (2) times)periods of three (3) years, in default or one (1) period of either; three (3) years, five (5) years, or seven (7) years, provided that there shall be no Event of Default under any of the terms and conditions contained herein, of this Lease either at the time of the giving of any such notice or at the time of commencement of any renewal. Tenant shall have two give notice in writing to the Landlord of its exercise of such option at least six (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (126) months prior to the expiration termination of the Rental Term Initial Term. Such renewal shall be based on the same terms, covenants and no later than conditions as are contained in this Lease except that the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Basic Rent during for the first year of the renewal period shall be at the then current market rate (for comparable buildings in the general vicinity of the Building), as agreed to by the parties hereto. In the event the parties can not agree to the current market rate as set forth above then the Landlord and Tenant shall each extension periods select a licensed commercial real estate broker doing business in Northern Virginia (the "Selected Brokers"), whereupon the Selected Brokers shall select a third similarly qualified broker, who shall each then provide to the parties their expert opinion as to the then current market rate and the average of the three opinions shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable the purposes of this paragraph. In establishing the Basic Rent for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, renewal term, sizethe parties or the brokers who determine the Basic Rent shall consider and take into account Tenant's continuing obligation to pay Additional Charges for Operating Expense Increases over the Operating Expense Base, expense stopunless the parties have agreed in writing that Tenant's obligation to pay Additional Charges for Operating Expense Increases over the Operating Expense Base shall be terminated and the Operating Expense Base shall be re-set to be the sum of the actual Operating Expenses during the year in which such renewal term commences. Notwithstanding the foregoing, tenant allowancein no event shall the Basic Rent for the first year of the renewal period be less then the current rate at the end of the Initial Term. In the event the Tenant elects to renew, existing tenant finishesthe Landlord shall provide a one time allowance for the re-painting and re-carpeting of the space with specifications matching the original installations which can be utilized at any one renewal term commencement. Person: A natural person, parking availabilitya partnership, a limited liability company, a corporation, and location and proximity to servicesany other form of business or legal association or entity. Within thirty (30) days Project General Contractor: Signet Construction Company, Inc. of Option NoticeFairfax, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessVirginia.

OPTION TO RENEW. Provided Tenant is notshall have a one (1) time right to renew the term of this Lease for one (1) period of three (3) years (the “Renewal Term”), subject to the following terms and has conditions: a. Tenant shall not been be in default in the performance of any of the terms, covenants, or conditions of this Lease, either at the time of the exercise of the right to renew or at the time of the commencement of the Renewal Term. b. Base Rent during the Renewal Term shall be the Fair Market Rent (as defined below). Tenant may request from Landlord, not more than two hundred seventy (2270) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months days prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration Extension Term, Landlord’s determination of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market RateRent” (as defined below). c. For purposes of this Article, “Fair Market Rent” means the market rate for rent chargeable for annual Base Rent that a tenant would pay to a landlord under a net lease containing other terms and conditions substantially as set forth herein with respect to comparable premises in a comparable building in the Leased general geographic area that the Demised Premises based upon are located where both the following factors applicable landlord and tenant are willing and able to the Leased Premises or enter into such a lease transaction but neither would be under any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availabilitycompulsion to do so, and location taking into account all relevant facts and proximity circumstances concerning the Building, the parties and the relevant market (i.e., rental concessions, leasehold improvement allowances, and brokerage fees). In determining, for purposes of this Article 38.0, Fair Market Rent, Landlord shall give notice to services. Within thirty (30) days Tenant of Option Notice, Tenant shall notify Landlord of Tenant’s option its determination of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Rent, after request by Tenant’s opinion of the Fair Market Rate, Landlord within at least ten (10) days subsequent to such request, and such determination shall notify Tenant of constitute Landlord’s opinion determination of Fair Market Rate within fifteen (15) days after receipt of TenantRent. In the event Tenant disagrees with Landlord’s opinion determination of Fair Market Rate Rent, Fair Market Rent shall be determined by the following methodology: Both parties shall then have a period of sixty (“Landlord’s Value Notice”)60) days in which to reach a mutual agreement on Fair Market Rent for the Renewal Term. If In the event the parties are unable to resolve their differences reach acceptable terms within thirty (30) days thereafterthis period, Landlord then this renewal option shall no longer be of any force or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processeffect.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), then in default under any of the terms and conditions contained hereindefault, Tenant shall have two (2) additional consecutive one five (5) year options option to renew the Lease at the then prevailing "fair market" rent to be mutually agreed upon between Landlord and extend the Rental Term as Tenant, provided herein (“Option”). The Option shall only be exercised by Tenant delivering must give Landlord written notice thereof on or before January 1, 2006. In the event that full agreement is not reached on such values by February 1, 2006, Landlord and Tenant shall each designate an MAI real estate appraise to Landlord no earlier than appraise the date which is twelve (12) months prior to the expiration of the Rental Term property and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) determine the then current Fair Market Rate (as defined) for comparable space market rental rate. In the event one party does not appoint an appraiser within such period, the Projectappraisal of the then current market rental rate of the appraiser chosen by the other party shall be controlling. In the event both parties timely appoint an appraiser, and (ii) those two appraisers, together with a third appraiser appointed by the Base Monthly Rent previously appointed appraiser, shall value the then in effect current market rental rate for the Leased Premises. All appraisals shall be completed within 30 days. In the event the appraisers designated under this procedure are unable to agree upon a third appraiser within 30 days of their appointment, the chief judge of the Fourth Judicial District of the State of Minnesota shall appoint such third appraiser and the agreement of any two of such appraisers shall determine the then current fair market rental rate of the Leased Premises during for the purpose of the renewal term contained herein and if no two such appraises can so agree, then the average of the two closest appraiser's determinations of fair market rental rate shall be controlling. The then current market rental rate shall be for comparable square footage in comparable rental markets for similar uses in similar communities with similar amenities, for tenants renewing leases and shall not include any allowances for tenant improvements. Notwithstanding anything contained herein to the contrary, the then current market rental rate, as determined by t he appraisers, shall not be less that the amount paid in the last month year of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion term of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Lease. If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as Time is of the last day essence. This option to renew is personal to 2nd Swing, Inc. and shall not be available to any of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processtheir successors or assigns.

OPTION TO RENEW. (a) Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained hereinLease, Tenant shall have two (2) the right at, its option by notice to Landlord not earlier than January 1, 1985, nor later than April 30, 1985, to extend the term of this Lease for an additional consecutive five (5) year options to renew and extend the Rental Term as provided herein period (“Option”). The hereinafter called "Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12Period") months prior to the expiration under all of the Rental Term same terms and no later than the date which conditions contained herein except that the-fixed rent as is nine set forth Preamble (97) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: greater of (i) the then current Fair Market Rate Thirty-Four Thousand Six Hundred Forty Five and 00/100 (as defined34,645.00) for comparable space within the Project, and DOLLARS or (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month a sum equal to Thirty-Four Thousand Six Hundred Forty-Five and 00/100 ($34,645.00) DOLLARS and one hundred (100%) percent of the initial Rental Term increase from the date hereof until the commencement of the Option Period in the fair market rental value of the demised premises. (increasing b) The fair market rental value of the demised premises shall be determined by a Qualified Appraiser or Appraisers (as hereinafter de- fined) estimated in terms of money, which the demised premises will bring on the date the Option Period commences if exposed for rental in the open market by a landlord, who is willing but not obliged to lease, allowing a reasonable time to find a tenant, who is willing but not obliged to lease. (c) Tenant shall furnish to Landlord on the date of its exercise of its option to renew, an appraisal by a member of the American Institute of Real Estate Appraisers, or its successor (any such member being herein- after referred to as a "Qualified Appraiser") of the fair market rental value of the demised premises. If Landlord shall disagree with the results of such appraisal, it shall cause an appraisal of the demised premises to be made by another Qualified Appraiser and shall furnish such appraisal to Tenant within twenty (20) days after receipt of Tenant's appraisal. If Landlord and Tenant's appraisals are within ten (10%) percent of each year thereafter other, the fair market rental value shall be the average of the two appraisals. If not and if within ten (10) days after submission by 3%Landlord to Tenant of Landlord's appraisal, compounded)Landlord and Tenant are unable to agree on the amount of the fair market rental value, the Qualified Appraisers of Land- lord and Tenant respectively, shall select a third Qualified Appraiser whose appraisal of the fair market rental value of the demised premises shall be conclusive for purposes of this Article. “Fair Market Rate” means If Landlord and Tenant's Appraisers cannot select a third Qualified Appraiser, such Appraiser shall be selected in accordance with the market rate for rent chargeable for provisions of Article 33. Landlord shall bear the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availabilityentire cost of Landlord's Appraisal, and location Tenant shall bear the entire cost of Tenant's Appraisal. Landlord and proximity to servicesTenant shall equally share the cost of the services rendered by the third Qualified Appraiser. Within thirty In all events, the selection of the third Qualified Appraiser and its determination shall be made within thirty-five (3035) days of Option Noticethe date upon which Landlord's appraisal is submitted. (d) If the third Qualified Appraiser's determination of the fair market rental value of the demised premises is in excess of 110% of the fair market rental value determined by Tenant's Qualified Appraiser, then in that event Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate have a right within fifteen (15) days after of its receipt of the third Qualified Appraiser's determination to terminate its option to renew by notice to Landlord, which notice and Tenant’s opinion 's right to terminate shall be strictly conditioned upon Landlord simultaneously receiving a similar termination notice from Fittin, and Tenant furnishing Landlord with its check made payable to Landlord in the amount of Fair Market Rate one-half the cost of the services rendered by the third Qualified Appraiser. (“e) The option to renew as set forth above is expressly made subject to the following two conditions: (i) simultaneous with Tenant's exercise of this option, Landlord shall have received notice of an option to renew from Fittin, and (ii) any tenant of the building who occupies in excess of 5,882 rentable square feet has not as of June 1, 1985, entered into a lease covering the demised premises or the premises occupied by Fittin. (f) In the event either of the conditions set forth in the sub- division (e) has occurred, then in that event Tenant shall not have the right to extend the term of the Lease and in lieu thereof Tenant shall have the right at its election by notice to Landlord ("New Lease Notice"), which notice shall be given within fifteen (15) days of its receipt of Landlord’s Value Notice”'s notice advising Tenant that the conditions set forth in sub- division (d) have not been met, to enter into a new lease with Landlord (hereinafter called the "New Lease") covering premises of approximately 2,306 rentable square feet presently occupied by Timeplex, Inc. (herein- after called the "New Premises"). If In the parties are unable event Tenant elects to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this enter into a New Lease, effective as then the term of this Lease shall expire on December 31, 1985, and the term of the last day New Lease covering the New Premises shall commence January 1, 1986, and expire December 31, 1990. All of the then-current Rental Term. Alternativelyterms, Tenant conditions and Landlord may mutually agree to submit covenants of the determination of Fair Market Rate to a “Market Assessment Process,” New Lease shall be the same as provided in Exhibit “F” – Market Assessment Process.this Lease except for the following: (i) the demised premises shall be the New Premises;

OPTION TO RENEW. Provided that Tenant is not, and has not been (more than two (2) times), then in default under this Lease after the lapse of any applicable cure periods, and provided further that Tenant is then in full occupancy of the terms and conditions contained hereinPremises, Tenant shall have two one (21) option (“Option”) to extend the Term of this Lease for the Premises for an additional consecutive period of five (5) year options to renew and extend the Rental Term as provided herein years (“OptionOption Term”)) on all of the same terms and conditions of this Lease, except as otherwise expressly provided below. The Tenant may exercise the Option shall only be exercised by Tenant delivering written notice thereof to Landlord of its intention to so extend the Tenn of this Lease no earlier than the date which is twelve (12) months prior to the expiration end of the Rental Term applicable term and no later than the date which is nine six (96) months prior to the expiration end of the Rental Term (the “Option Notice”)applicable term. The Base Monthly Rent payable during the first year of each extension periods Option Tenn shall be equal to the lesser of: then-prevailing market rate (i) the then current Fair “Market Rate (as definedRate”) for comparable space within in San Diego County, taking into account the Projectlength of the term, tenant improvements, operating expense calculations, , and (ii) the Base Monthly Rent then other concessions being granted to tenants in effect for the Leased Premises during the last month such market. Concurrently with Tenant’s notice of its exercise of an Option, Tenant shall provide Landlord with Tenant’s good faith calculation of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means , which shall be deemed Tenant’s offer of the market rate for rent chargeable for the Leased Premises based upon the following factors applicable Market Rate. On or prior to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within date which is thirty (30) days of Option Notice, Tenant shall notify Landlord after delivery of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion offer of the Fair Market Rate, Landlord shall notify either (a) accept Tenant’s offer or (ii) reject Tenant’s offer and provide Tenant of with Landlord’s opinion own good faith calculation of Fair the Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Rate. If the parties Landlord and Tenant are unable to resolve their differences reach agreement within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as following delivery of Landlord’s counter offer of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to Tenant, Landlord and Tenant shall each select an independent arbitrator who shall by profession be a commercial real estate broker/agent who shall have been active over the past five (5) year period in the leasing of industrial properties in San Diego County. The two (2) brokers or agents shall select a third, similarly qualified broker or agent (“Arbitrator”) to determine the Market Assessment Process,” Rate pursuant to the definition provided above in this Paragraph 3. B. The determination by the Arbitrator shall be limited to the sole issue of whether Landlord’s or Tenant’s offered Market Rate for the Premises (as provided in Exhibit “F” – above) is closest to the actual Market Assessment ProcessRate for the Premises as determined by the Arbitrator, taking into account the definition of the Market Rate provided above. Such determination shall be made by the Arbitrator within five (5) business days after his or her appointment. The decision of the Arbitrator shall be binding on Landlord and Tenant. The costs of the Arbitrator shall be shared equally by Landlord and Tenant.

OPTION TO RENEW. (a) Provided that no Event of Default under the Lease, (subject to notice and cure periods provided in this Lease) exists at such time, Tenant is not, and has not been given the option (more than two "Renewal Option") to extend the Term of this Lease on all the provisions contained in this Lease except as to Rental (2) timesas defined below), in default under any of the terms and conditions contained herein, Tenant . Such Renewal Option shall have two be for one (21) additional consecutive five (5) year options term (the "Option Term") following the expiration of the Term hereinabove set forth in Section 2.2 of this Lease. If Tenant elects to renew and extend the Rental Term as provided herein (“Option”). The exercise such Renewal Option such Renewal Option shall only be exercised by Tenant delivering giving written notice thereof of exercise of the Renewal Option (the "Option Notice") to Landlord no earlier than the date which is twelve at least six (126) months but not more than one (1) year before the expiration of the Term. If such Option Notice is not sent during such six (6) month period or an Event of Default under this Lease (subject to notice and cure periods provided in this Lease) exists at such time, at then such Renewal Option shall be null and void and in no event shall Tenant have any right to extend the Term of this Lease beyond the Term even if it validly exercises the Renewal Option set forth herein. (b) Tenant shall pay to Landlord, as Rental for the Premises during the Option Term, the Renewal Rental Rate (as hereinafter defined). The Renewal Rental Rate shall be prevailing fair market rental rate as reasonably determined by Landlord. The term "prevailing fair market rental rate" for the purposes of the Lease shall mean what a willing, comparable, new, non-expansion, non-renewal, non-equity tenant would pay, and a willing, comparable landlord of a comparable office building in the vicinity of the Building would accept, at arm's length, giving appropriate consideration to the rental rate per rentable square foot, the ratio of rentable square feet to usable square feet, escalation (including type and base year) and abatement provisions reflecting free rent, length of the lease term, size and location of premises being leased, building standard work letter and/or tenant improvement allowances, if any, and other generally applicable conditions of tenancy for the space in question so that this Tenant will obtain the same rent and other benefits that Landlord would otherwise give to any comparable prospective tenant. If the parties hereto are unable to agree upon this Renewal Rate prior to the expiration of the Term, then within ten (10) days each party, at its sole cost, shall appoint a real estate appraiser with at least five (5) years' full-time commercial appraisal experience in the San Fernando Valley to determixx xxx Xenewal Rental Rate for the Option Term and no later than based upon fair market rental rate specified above. If either party does not appoint an appraiser within such ten (10) day period, then the date which is nine single appraiser appointed shall set the Renewal Rental Rate. If the two (92) months prior appraisers are unable to agree on the expiration Renewal Rental Rate but their respective appraisals of the Rental Term fair market rental rate are within ten percent (the “Option Notice”). The Base Monthly Rent during the first year 10%) of each extension periods other, then the Renewal Rental rate shall be determined by adding the two (2) appraisals of fair market rental together and dividing the total by two (2); the resulting quotient shall be the lesser of: Renewal Rental Rate. If the two (i2) appraisals of fair market rental are not within ten percent (10%) of each other, then the then current Fair Market Rate two (as defined2) for comparable space within appraisers shall select a third appraiser who meets the Project, qualifications stated in this Section 2.7. Landlord and Tenant shall each bear fifty percent (ii50%) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means cost of the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to servicesthird appraiser. Within thirty (30) days after the selection of Option Noticethe third appraiser, Tenant the majority of appraisers shall notify Landlord of Tenant’s option of Fair Market set the Renewal Rental Rate for the applicable renewal periodOption Term. If Landlord disagrees with Tenant’s opinion a majority of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties appraisers are unable to resolve their differences set the Renewal Rental Rate within the thirty (30) days thereafterday period, the three (3) appraisals of fair market rental shall be added together and their total divided by three (3) and the resultant quotient shall be the Renewal Rental Rate. Except for the adjustment to Rental as provided above, all Rental payable during the Option Term shall be payable in the same manner as Rental is paid during the Initial Term in accordance with the provisions of Section 3.1. (c) Landlord and Tenant shall execute and deliver appropriate documentation to evidence any renewal of this Lease and the terms and conditions of this Lease during the Option Term. (d) The option granted in this Article 2 shall be available only to the original Tenant or Tenanta permitted Assignee (as defined in Section 12.4) under this Lease and shall not be available to any subsequent assignee, at its sole option, may terminate this Lease, effective as sublessee or other transferee of the last day original Tenant. Time is of the then-current Rental essence of all of the provisions of this Article 3 relating to Tenant's exercise of the option to extend the Term. AlternativelyTenant's failure to comply with any of the time or other requirements set forth in this Article 2 shall cause the option to automatically cease and terminate and, Tenant and Landlord may mutually agree to submit in such event, the determination Lease shall terminate upon the expiration of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthe Term.

OPTION TO RENEW. Provided 6.1.1 Tenant is not, and has not been (more than the option to renew this Lease for up to two (2) times)additional terms, in default under each of sixty (60) months, commencing on the day following expiration of the preceding Term. Tenant shall exercise the Option to Renew by providing a written notice of exercise to Landlord no less than two hundred seventy (270) days prior to the end of the then current term of this Lease and as provided more specifically below. Notwithstanding the foregoing, if Tenant fails to give any such notice of extension, Tenant’s option to extend the term shall continue unless and until (i) Landlord gives Tenant written notice of Tenant’s failure to exercise such option and (ii) Tenant fails to give Landlord written notice of its intent to exercise such option within ten (10) business days of receipt of such notice from Landlord. All of the terms and conditions contained hereinof this Lease will remain the same during such renewal term except for the Base Rent which shall be the fair market rental value of the Premises as of the commencement of the renewal term; fair market rental value of the Premises shall be the amount of rent which a well-informed tenant, Tenant willing, but not obliged to lease the property, would pay, and which a well-informed landlord, willing, but not obligated to lease, would accept, taking into consideration all uses to which the property is adapted and might in reason be applied, the then market terms being offered in the South Lake Union area of Seattle for space reasonably comparable to the Premises in size, location, parking availability and quality (but excluding all Leasehold Improvements (defined below)). ZYMOGENETICS 1144 EASTLAKE LEASE PAGE 10 FEBRUARY 29, 2008 6.1.2 If, after bargaining in good faith for no less than thirty (30) days, either party determines, by written notice to the other party, that the parties cannot agree on the amount of the then fair market rental value of the Premises, then the fair market rental value shall have two be established by binding arbitration with a single arbitrator in accordance with the following procedures. The arbitrator shall be an MAI real estate appraiser with at least ten (210) additional consecutive five (5) year options to renew and extend years experience in appraising commercial real property in the Rental Term as provided herein Seattle metropolitan area (“OptionArbitrator”) selected jointly by the parties; if the parties do not agree as to the identity of the Arbitrator within twenty (20) days after the end of the thirty (30) day bargaining period, the then Presiding Judge of the Superior Court for King County, upon an appropriate request which either party may make, shall appoint the Arbitrator. Within ten (10) days of the appointment of the Arbitrator, the parties each shall submit in writing to Arbitrator the amount which they propose be established as the Base Rent at the commencement of such renewal term (“Submissions”). The Option ; such Submissions shall only not be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior disclosed to the expiration parties by Arbitrator until the Arbitrator has received both parties’ Submission. Each party may include in such Submissions any information which such party deems relevant or helpful to the Arbitrator in determining the fair market rental value of the Rental Term Premises including costs or benefits which such party or the other party would enjoy in the event of a renewal of the lease or amenities and advantages of the Premises and Property not likely to be available to a party in another location. Arbitrator shall study such evidence and information in determining such Base Rent; provided that the Arbitrator’s determination of the amount of such Base Rent shall be confined and strictly limited to selection, as the more reasonable approximation of the fair market rental value of the Premises, of the amount stated in the Submission of Tenant or the Submission of Landlord, and Arbitrator may not select or declare any third number to be such Base Rent. Except as to the Parties’ Submissions, any other communication by a party to Arbitrator shall be in writing with a copy to the other party. Upon completion of his investigation of such Base Rent, Arbitrator shall, no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion after delivery of the Fair Market RateSubmissions, report in writing to each of the parties which party’s Submission has been selected by him as the more reasonable approximation of the fair market rental value of the Premises without requirement of further substantiation or information. In no event may the new Base Rent be less than the average Base Rent payable during the last year of the preceding term. Each party shall pay its own costs of arbitration and one-half of the Arbitrator’s fee. 6.1.3 In the event of any renewal, Landlord shall notify have no obligation to make any improvements to the Premises, to provide to Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of any funds for any improvement, pay or make any other concessions or to pay any commission to Tenant’s opinion broker. After the exercise of Fair Market Rate (“Landlordthe option to extend, all references in this Lease to the Term shall ZYMOGENETICS 1144 EASTLAKE LEASE PAGE 11 FEBRUARY 29, 2008 be considered to mean the Term as extended, and all references to the Termination Date or to the end of the Term shall be considered to mean the Term as extended. 6.1.4 Tenant’s Value Notice”). If right to exercise the parties are unable options to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, renew is subject to the following conditions precedent: 6.1.4.1 The Lease must be in effect at its sole option, may terminate this Lease, effective as the time the notice of exercise is given and on the last day of the then-current Rental Termterm immediately preceding commencement of the renewal term. 6.1.4.2 Tenant may not be in default beyond applicable notice and cure periods under any provision of this Lease at the time notice of exercise is given. At least two hundred seventy (270) days before the last day of such term, Tenant shall, in writing, have given Landlord notice irrevocably and unconditionally exercising the option (subject to such shorter time period as applicable pursuant to Section 6.1.1 above). Each party shall, at the request of the other, endorse on the original lease that party’s signature or signatures, and date the option was exercised, and the words “Option Exercised”. Alternatively, Tenant and Landlord may mutually agree to submit each party shall, at the determination request of Fair Market Rate to the other, execute a “Market Assessment Process,” as provided memorandum, in Exhibit “F” – Market Assessment Processrecordable form, acknowledging the fact that the option has been exercised.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of complies with the terms and conditions contained hereinof this Lease, Tenant shall have two may extend this Lease for one (21) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein term (“OptionOption Term”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than ) on the date which is twelve (12) months prior to same terms and conditions set forth herein except that the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Monthly Base Monthly Rent during for the first year of each extension periods the Option Term shall be adjusted to market rent for similar properties in the lesser of: (i) area but not less than the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Monthly Base Monthly Rent then in effect for the Leased Premises during the last month year of the initial Rental Term Lease Term. Tenant must give Landlord one hundred and eighty (increasing each year thereafter by 3%, compounded)180) days written notice of its intent to exercise the Option Term. “Fair Market Rate” means the market rate for rent chargeable Landlord is under no obligation to notify Tenant of this deadline. Landlord and Tenant must agree to Monthly Base Rent for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within Option Term within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion renewal notice. The options to renew are expressly conditioned on the provision that Tenant is then in full and faithful compliance with each and every of Fair obligation contained in the Lease, Tenant understands and agrees that time is of the essence and unless so exercised by this deadline, the options hereby granted shall terminate and be null and void, If Tenant properly exercises its options to renew, it shall there by bind itself to the Lease of the Premises for the Option Term. Rent during the Option Term shall be adjusted to Market Rate (“Landlord’s Value Notice”)for similar properties in the area but in no case shall the Rent be less than the previous lease period. If Tenant disagrees with the Market Rate specified by Landlord, it shall so notify Landlord immediately and they shall meet as soon as possible thereafter in a good faith effort to resolve their disagreement. In the event the parties are unable to resolve their differences agree upon the Market Rate, then a mutually agreed upon arbitrator shall be appointed to determine the Market Rate for the renewal option period. The determination by the arbitrator will be made within the last thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as prior to commencement of the last day renewal option period, and each party shall bear fifty percent (50%) of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination cost of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthis determination.

OPTION TO RENEW. Provided Landlord hereby grants to Tenant is not, and has not been (more than two (2) timesoptions (the “Renewal Options”) to renew this Lease Agreement for a term of three (3) years each (“Renewal Terms”), in default under any for all portions of the Premises then being leased by Tenant as of the date the applicable Renewal Term is to commence. Each Renewal Term shall be on the same terms and conditions contained hereinas set forth in this Lease Agreement, except as modified by the terms, covenants and conditions as set forth below: a. If Tenant elects to exercise said option, then Tenant shall provide Landlord with written notice nine (9) months prior to the expiration of the then current Term of the Lease Agreement (“Renewal Notice”). If Tenant fails to provide such notice, Tenant shall have two (2) additional consecutive five (5) year options no right to extend or renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by of the Lease Agreement; provided, however, that Landlord agrees to provide Tenant delivering with written notice thereof to Landlord no earlier than of the date which is deadline for exercising the Renewal Notice twelve (12) months prior to the expiration of the Rental Term and no later than Term. Time is of the date which is nine (9) months prior essence with respect to the expiration giving of the Rental Term (the “Option such Renewal Notice”). The Base Monthly Rent during the first year of each extension periods Renewal Notice shall be given in the lesser of: (i) manner provided in the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect Lease Agreement for the Leased Premises during the last month giving of the initial Rental Term notices to Landlord. b. Within ten (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (3010) days of Option Notice, Tenant shall notify Landlord of Landlord’s receiving Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market RateRenewal Notice, Landlord shall notify Tenant of Landlord’s opinion determination of the “Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate Rental Rate” to be applicable during the Renewal Term (“Landlord’s Value Rate Notice”). If the parties are unable Fair Rental Rate as set forth in Landlord’s Rate Notice is acceptable to resolve their differences within Tenant, then Tenant’s exercise of said Renewal Option shall be complete. If the Fair Rental Rate as set forth in Landlord’s Rate Notice is not acceptable to Tenant, Tenant must provide Landlord with written notice on or before thirty (30) days thereaftersubsequent to the receipt of Landlord’s Rate Notice. If Tenant has so timely objected in writing to Landlord’s Rate Notice, then Landlord or and Tenant shall negotiate, in good faith, for up to an additional thirty (30) days to arrive at a mutually acceptable Fair Rental Rate, which is within the definition thereof as set forth below. If, however, at the end of said additional thirty (30) day period Landlord and Tenant have failed to arrive at a mutually acceptable Fair Rental Rate, then Tenant, at within ten (10) days after expiration of said thirty (30) day period, shall either terminate the exercise of its sole option, may terminate Renewal Option or elect to have Fair Rental Value be determined by an arbitrator in accordance with this Lease, effective as Article. All notices under this Paragraph shall be given in the manner provided in the Lease Agreement for the giving of notices. c. Upon the exercise of the last day Renewal Option, whether by Tenant’s acceptance of Landlord’s determination of the then-current Fair Rental Rate as set forth in Landlord’s Rate Notice, or by a mutually acceptable negotiated Fair Rental Rate pursuant to paragraph b of this Article; then the parties shall memorialize the exercise of the Renewal Option by executing an amendment to the Lease Agreement to extend the Term of the Lease Agreement for the Renewal Term. Alternatively, upon the same terms and conditions herein contained; provided, however, that the monthly installments of Base Rent payable by Tenant and to Landlord may mutually agree to submit for the determination Renewal Term shall be at the Fair Rental Rate as determined by the foregoing paragraph b of this Article. d. For purposes of this Article, “Fair Market Rate Rental Rate” means the Base Rent that a tenant would pay to a “Market Assessment Process,” landlord under a lease containing other terms and conditions substantially as provided set forth herein with respect to comparable premises in Exhibit “F” – Market Assessment Processa comparable building in the western suburban metropolitan area of Minneapolis, Minnesota.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than shall have the right to further extend the Term of this Lease for two (2) times)periods of five (5) years each as hereinafter provided, in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive each such five (5) year options renewal period being sometimes herein referred to as a "Renewal Term". The conditions to such renewals shall be as follows: (a) The Lease shall be in full force and effect and Tenant shall not be in default in the performance of any of the terms, covenants and conditions of the Lease, in respect to which notice of default has been given and has not been or is not being remedied in the time limits specified in the Lease; provided, however, that Landlord shall have the right, at its sole discretion, to waive the non- default condition; (b) Such Renewal Term shall be on the same terms, covenants and conditions as in this Lease; provided, however, the annual Base Rent for such Renewal Term shall be the fair market Base Rental rate for such space on the date such Renewal Term shall commence in relation to comparable (in quality and location) space located in the relevant market area. The fair market Base Rent of the Leased Premises shall be determined as of the date three hundred sixty (360) days prior to commencement of the Renewal Term in question. If Tenant has properly elected to renew the Term of this Lease, and extend Landlord and Tenant fail to agree at least three hundred thirty (330) days prior to commencement of the Rental applicable Renewal Term as provided herein upon the fair market Base Rent of the Leased Premises, the amount of the fair market Base Rent of the Leased Premises shall be determined by arbitration in accordance with the provisions of paragraph 7, below (“Option”"Arbitration"). The Option fair market Base Rent of the Leased Premises shall only be exercised based upon Tenant's presently contemplated use of the Leased Premises. In no event shall the Base Rent of the Leased Premises for the Renewal Term in question be less than the Base Rent payable by Tenant delivering written notice thereof to Landlord no earlier than under the date which is twelve (12) months Term of this Lease immediately prior to the expiration commencement of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental applicable Renewal Term (the “Option Notice”"Minimum Renewal Rent"). The Base Monthly Rent during If, however, the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within Base Rent determined in accordance with the Projectprovisions of paragraph 10, and (ii) below, is less than the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option NoticeMinimum Renewal Rent, Tenant shall notify Landlord have the option to cancel its election to renew the Term; provided, however, that Tenant's option to rescind its exercise of its option to renew must be exercised, if at all, not later than three (3) business days following Tenant’s option 's receipt of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion notice of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen Base Rent; (15c) days after receipt of Tenant’s opinion of Fair Market Rate amount to each other (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as if one appraisal is less than one of the last day of other appraisals and more than the then-current Rental Term. Alternativelyother appraisal by the same amount, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processall three appraisals shall be averaged).

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, A. Tenant shall have two and is hereby granted one (21) additional consecutive option to renew the Lease with respect to all (but not less than all) of the Premises for five (5) year options to renew and extend years (the Rental Term as provided herein (“Option”). The Option shall only be exercised "Renewal Term") by Tenant delivering written notice thereof to in writing received by Landlord no earlier not less than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental then current Term (of the “Option Notice”)Lease, time being of the essence for the giving of such notice. The Base Monthly Rent during All of the first year covenants, conditions and provisions of each extension periods the Lease shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rentRenewal Term, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, except that the Annual and location and proximity Monthly Base Rent shall be adjusted to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair the current "Market Rate Rental Rate" for the applicable renewal period. If Landlord disagrees with Tenant’s opinion Premises as of the Fair Market Rate, date the Renewal Term is to commence with appropriate increases each year thereafter. Landlord shall notify advise Tenant of Landlord’s opinion of Fair Market Rate the new monthly rental rate for a Renewal Term within fifteen (15) days after a request therefore from Tenant; provided however that Tenant's failure to timely make such request shall not extend the date upon which Tenant must give notice of its exercise of the option to renew. Landlord's notification of the new rental may include an escalation to provide for a change in the fair market rental rate between the time of notification and commencement of the Renewal Term. In no event shall the Annual and Monthly Base Rent be subject to determination or modification by any person, entity, court or authority other than as expressly set forth herein, and in no event shall the Annual and Monthly Base Rent for the Renewal 36 Term be less than the monthly rental during the last year of the current term of the Lease. Tenant shall have fifteen (15) days from the receipt of Landlord's notice to either accept or dispute Landlord's determination of the Market Rental Rate. In the event that Tenant disputes Landlord's determination, Tenant shall so notify Landlord and advise Landlord of Tenant’s opinion 's determination of Fair the Market Rental Rate (“Landlord’s Value Notice”)for the Renewal Term. If If, after engaging in good faith negotiations, Landlord and Tenant cannot agree upon the parties are unable to resolve their differences Market Rental Rate within thirty (30) days thereafterof Landlord's receipt of Tenant's original notice of its intent to exercise its Renewal Option, Landlord the "Dispute Resolution Mechanism" described in subparagraph D below shall apply. B. Tenant's exercise of the foregoing option to renew is subject to the conditions that (i) the Lease is in full force and effect, (ii) Tenant is not in default hereunder at the time of notification or Tenantat any time after notification and through commencement of the Renewal Term, (iii) neither the Premises nor any part thereof have been sublet (other than as permitted under the Lease without the need for Landlord's consent), (iv) Tenant has not assigned the Lease (other than as permitted under the Lease without the need for Landlord's consent), (v) Tenant (or a sublessee or assignee permitted under the Lease without the need for Landlord's consent) occupies the Premises itself, and (vi) that both at its sole optionthe time of notification and commencement there has been no material adverse change in the financial condition of the Tenant since the date of the Lease, may terminate as reasonably determined by Landlord. C. For purposes of this Lease, effective "Market Rental Rate" shall mean the rental, as of the last day date for which such Market Rental Rate is being calculated, per annum per rentable square foot, for comparable space of comparable size, which Landlord is offering or prepared to offer in good faith at that time to third parties for a similar term for such other space in the then-current Rental Term. AlternativelyBuilding or if no other comparable space is available in the Building, Tenant and Landlord may mutually agree to submit then for comparable space in other comparable buildings in the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessSchaumburg, Illinois office market, taking into account prevailing market conditions.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than hereby granted two (2) timessuccessive options to renew this Lease on the following terms and conditions: A. At the time of the exercise of an option to renew and at the time of the commencement of the said renewal, the Tenant shall not be in default in accordance with the terms and provisions of this Lease (all required notices having been given and all relevant cure periods having expired), and shall be in default under any possession of the entire Premises pursuant to this Lease. B. Notice of the exercise of each option shall be sent to the Landlord, in writing, at least nine (9) months before the expiration of the then current Term of this Lease. C. Each renewal term (hereinafter “Renewal Term”) shall be for a period of five (5) years to commence at the expiration of the initial Term or the then current Term of this Lease, and all of the terms and conditions contained herein, Tenant shall have two of this Lease (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The except that Base Monthly Rent payable during the first year of each extension periods respective Renewal Term shall be at the lesser of: rate that is the greater of ninety five percent (i95%) of fair market rent or the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the net Base Monthly Rent then payable in effect for the Leased Premises during the last month of the initial Rental Term immediately preceding Term) shall apply during the respective Renewal Term. D. If Tenant fails to exercise the first renewal option for the Premises the later renewal option shall be considered null and void and of no further force and effect. E. Fair market rent shall be a rental rate equal to the then current market rate, for comparable space in other buildings comparable to the Premises in the submarket taking into account all relevant factors including the size and cost of the building in question when compared to the Premises and the amenity package available for the building in question when compared to the Premises, the creditworthiness of the Tenant, all concessions which are being offered to renewal tenants as new tenant improvements, size and location of the space and the rate shall specifically exclude amounts previously attributed to Tenant’s original Tenant Improvements (increasing each year thereafter by 3%, compoundedcollectively the “Market Rate”). “Fair Upon receiving notice of Tenant’s intent to extend the term of the Lease, Landlord shall notify Tenant in writing of its determination of Market Rate” means . In the market rate event Tenant rejects Landlord’s determination of the Market Rate, Tenant shall include with its notice of rejection, Tenant’s determination of Market Rate. Landlord and Tenant shall then negotiate in good faith for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord following the delivery of Tenant’s option of Fair notice to Landlord in an attempt to reach an agreement as to the Market Rate for Rate. If, however, Landlord and Tenant are unable to reach an agreement as to the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord then Tenant shall notify Tenant of Landlord’s opinion of Fair Market Rate have the option within fifteen five (155) days after receipt following the end of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within such thirty (30) day period to (1) revoke its election to extend the term of this Lease, or (2) to request non-binding mediation. In the event that Tenant shall revoke its notice to extend the term of this Lease, the Lease shall expire per its terms. In the event that Tenant shall elect the non-binding mediation, then Landlord and Tenant shall, within ten (10) days thereafter, each designate a qualified real estate professional. The two (2) such appointees shall within five (5) days thereafter, designate a third real estate professional having substantially similar qualifications. After a third real estate professional has been designated in accordance with the above paragraph, then within twenty (20) days after the appointment of the third representative, the group shall present their findings regarding the issues of market terms and conditions to both the Landlord or and Tenant. If, at its sole optionthat time, may terminate this LeaseLandlord and Tenant are in agreement with the mediation group’s findings, effective as then the Lease shall be modified under those terms and conditions. If, at the time of the last day of mediation group’s presentation, no agreement can be reached then, Tenant’s sole option is to cancel the then-current Rental Term. Alternatively, Tenant and Landlord may mutually option to renew or to agree to submit the Landlord’s determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessRate.

OPTION TO RENEW. Provided Tenant an Event of Default is not, and has not been (more than two (2) times), in default under any existence as of the terms and conditions contained hereindate of the Renewal Notice or on the commencement of the Renewal Period, Tenant shall have two the option (2the "Renewal Option") to renew the Term of this Lease for one (1) additional consecutive five (5) year options to renew and extend period (the Rental Term as provided herein (“Option”"Renewal Period"). The Option shall only be exercised by If Tenant delivering desires to exercise the Renewal Option, Tenant must deliver written notice thereof (the "Renewal Notice") to Landlord no earlier not less than the date which is twelve (12) months prior to the scheduled expiration of the Term; otherwise, the Renewal Option will lapse and be deemed forever waived by Tenant. The same terms and conditions that are contained in this Lease will apply during the Renewal Period, except that the Base Rent will be ninety-five percent (95%) the then Prevailing Market Rental Term Rate (as defined on Exhibit J), Landlord will make its determination of the then Prevailing Market Rental Rate and no later send such determination to Tenant not less than the date which is nine ninety (990) months days prior to the expiration commencement of the Rental Term (Renewal Period. Any attempt by Tenant to exercise the “Renewal Option Notice”)by any method, at any time or under any circumstances other than as specifically set forth herein will be null and void and of no force or effect at the sole option and discretion of Landlord. The Base Monthly Rent during In the first year event that Tenant does not agree with Landlord's determination of each extension periods shall be the lesser of: (i) the then current Fair Prevailing Market Rate Rental Rate, then Tenant must notify Landlord within ten (as defined10) for comparable space business days after receipt of Landlord's determination that (a) it rescinds it exercise of the Renewal Option (and the Renewal Option will be deemed waived by Tenant), or (b) that it disputes such determination. In the event Tenant does not notify Landlord of its dispute within the Projectsuch ten (10) business day period, Tenant will be deemed to have accepted Landlord's determination of Prevailing Market Rental Rate. If Tenant does notify Landlord of its dispute within such ten (10) business day period, and (ii) if the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable parties are unable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within resolve such matter within thirty (30) days of Option Noticethe expiration of such ten (10) business day period, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for then either party may request that the applicable renewal period. If Landlord disagrees with Tenant’s opinion matter be resolved by binding arbitration administered and conducted under the Commercial Arbitration Rules of the Fair Market RateAmerican Arbitration Association and pursuant to the provisions of the Illinois Uniform Arbitration Act. The parties agree that the arbitrator must be a real estate professional with at least ten (10) years leasing experience in the leasing of commercial office space in Chicago, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen Illinois. Not less than ten (1510) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If prior to the arbitration hearing, the parties are unable to resolve shall exchange with each other their differences within thirty (30) days thereafterlast, Landlord or Tenant, at its sole option, may terminate this Lease, effective as best determinations of the last day then Prevailing Market Rental Rate. The arbitrator shall be limited to awarding only one or the other of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processtwo amounts submitted.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under of any of the terms and conditions contained hereinhereunder, upon 180 days' prior written notice, Tenant shall have the sole option to extend and renew the Term for up to two (2) additional consecutive periods of five (5) year options years each, upon the same terms and conditions as in this Lease, except Base Rent shall be at the fair market rate to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised mutually agreed by Tenant delivering written notice thereof to Landlord both parties but in no earlier event lower than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded)prior to the extension. “Fair Market Rate” means the market rate shall mean rental rates for rent chargeable for premises of similar size and quality as the Leased Premises based upon located in the following factors applicable to vicinity of the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal periodPremises. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify and Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty agree on the fair market rate, (30unless either party elects not to proceed) days thereaftereach shall appoint (and pay the fees and expenses of) an MAI qualified appraiser with at least ten (10) years experience in similar properties, who shall promptly meet and set the fair market rate. If they are unable to set the fair market rate, the appraisers shall select a third MAI qualified appraiser (with at least ten (10) years relevant experience) whose fees and expenses shall be paid for on an equal basis by Landlord and Tenant and the third appraiser shall select either one or the other fair market rate as set by the first two appraisers and that rate shall be deemed the fair market rate. After the fair market rate has thus been set, either Landlord or Tenant, at its sole option, Tenant may terminate this elect not to proceed with renewal of the Lease, effective as of and thus allow the last day of Term to expire. In order for the then-current Rental Term. Alternativelyrenewal term and the Base Rent to be effective, Tenant an amendment to Lease shall be executed and delivered by and between Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processand Tenant.

OPTION TO RENEW. Provided Tenant that Lessee is not, and has not been (more than two (2) times), in default beyond applicable cure periods under any of the terms and conditions contained hereinof this lease, Tenant Lessee shall have the option to renew this lease for two (2) additional consecutive periods of five (5) year options years each on the same terms and conditions except rent. Base rent for the renewal term shall be at ninety-five percent (95%) of the then market rate for comparable space in Seattle. Lessee agrees to renew and extend the Rental Term as provided herein give Lessor notice if Lessee intends to renew, at least six (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (126) months prior to the expiration of the Rental Term lease term; If Lessor and no later than Lessee are unable to agree as to fair market rate within a thirty day period following Lessee's notice to Lessor of its intent to renew the date which is nine lease, fair market rate shall be determined by appraisal as follows: Within five (95) months prior to days after the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days day period, Lessor and Lessee shall give notice to each other stating the name and address of Option Noticean impartial person to act as appraiser. The appraiser shall be a licensed real estate broker doing business in Seattle, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for Washington and having not less than ten years active experience as a real estate broker in Seattle or an M.A.I. appraiser with commercial property experience in the applicable renewal period. If Landlord disagrees with Tenant’s opinion of Seattle C.B.D. The named appraisers shall, together, determine the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate fair market rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)their appointment. In making such determination the appraisers shall consider the rentals at which leases are being concluded for comparable space in the building in which the premises are located and for comparable space in comparable buildings in Seattle, Washington. If the parties are unable two appraisers shall fail to resolve agree upon fair market rate within fifteen days of their differences within thirty (30) days thereafterappointment, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the appraisers shall appoint a third appraiser similarly impartial and qualified to determine fair market rate. The decision of the last day majority of the then-current Rental Termarbitrators shall control. AlternativelyLessor and Lessee shall each pay the fees of any appraiser appointed by Lessor and Lessee respectively, Tenant and Landlord may mutually agree Lessor and Lessee shall each pay one half of the fees of any third appraiser appointed pursuant to submit the determination provisions of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthis paragraph.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than shall have the right to further extend the Term of this Lease for two (2) times)periods of five (5) years each as hereinafter provided, in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive each such five (5) year options renewal period being sometimes herein referred to as a "Renewal Term". The conditions to such renewals shall be as follows: (a) The Lease shall be in full force and effect and Tenant shall not be in default in the performance of any of the terms, covenants and conditions of the Lease, in respect to which notice of default has been given and has not been or is not being remedied in the time limits specified in the Lease; provided, however, that Landlord shall have the right, at its sole discretion, to waive the non- default condition; (b) Such Renewal Term shall be on the same terms, covenants and conditions as in this Lease; provided, however, the annual Base Rent for such Renewal Term shall be the fair market Base Rental rate for such space on the date such Renewal Term shall commence in relation to comparable (in quality and location) space located in the relevant market area. The fair market Base Rent of the Leased Premises shall be determined as of the date three hundred sixty (360) days prior to commencement of the Renewal Term in question. If Tenant has properly elected to renew the Term of this Lease, and extend Landlord and Tenant fail to agree at least three hundred thirty (330) days prior to commencement of the Rental applicable Renewal Term as provided herein upon the fair market Base Rent of the Leased Premises, the amount of the fair market Base Rent of the Leased Premises shall be determined by arbitration in accordance with the provisions of paragraph 10, below (“Option”"Arbitration"). The Option fair market Base Rent of the Leased Premises shall only be exercised based upon Tenant's presently contemplated use of the Leased Premises. In no event shall the Base Rent of the Leased Premises for the Renewal Term in question be less than the Base Rent payable by Tenant delivering written notice thereof to Landlord no earlier than under the date which is twelve (12) months Term of this Lease immediately prior to the expiration commencement of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental applicable Renewal Term (the “Option Notice”"Minimum Renewal Rent"). The Base Monthly Rent during If, however, the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within Base Rent determined in accordance with the Projectprovisions of paragraph 10, and (ii) below, is less than the Base Monthly Rent then in effect for Minimum Renewal Rent, Tenant shall have the Leased Premises during option to cancel its election to renew the last month Term; provided, however, that Tenant's option to rescind its exercise of the initial Rental Term (increasing each year thereafter by 3%its option to renew must be -33- exercised, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rentif at all, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within not later than thirty (30) days following Tenant's receipt of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion notice of the Fair Market RateBase Rent; (c) Tenant shall exercise its right to a Renewal Term, if at all, by notifying Landlord shall notify Tenant in writing of Landlord’s opinion its election to exercise the right to renew the Term of Fair Market Rate within fifteen this Lease no later than three hundred sixty (15360) days after receipt prior to the date of Tenant’s opinion commencement of Fair Market Rate (“Landlord’s Value Notice”)the Renewal Term in question. If the parties are unable to resolve their differences within For a period of thirty (30) days thereafterfollowing the date of notice, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the parties shall make a good faith effort to agree upon the fair market Base Rent of the last day Leased Premises for such Renewal Term. Any agreement reached by the parties with respect to such fair market Base Rent of the then-current Rental TermLeased Premises for such Renewal Term shall be expressed in writing and shall be executed by the parties, and a copy delivered to each of the parties. AlternativelyIn the event that Landlord and Tenant fail to agree within said thirty (30) day time period, Tenant the fair market Base Rent for the Leased Premises for such Renewal Term shall be determined by Arbitration. The arbitrators shall be directed to determine the fair market Base Rent for the Leased Premises as above provided and shall be instructed to make said appraisal independently, without consulting with each other. Upon an established date at an established time, all three (3) arbitrators shall simultaneously submit their determinations as to fair market Base Rent, such determination to be submitted in sealed envelopes and to be opened jointly by Landlord may mutually agree and Tenant. The fair market Base Rent for the Renewal Term shall be determined by averaging the two (2) arbitrators' fair market Base Rent determinations which are closest in amount to submit each other (or if one appraisal is less than one of the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processother appraisals and more than the other appraisal by the same amount, all three appraisals shall be averaged).

OPTION TO RENEW. a. Provided that Tenant is not, and has not been (more than two (2) times), in default under beyond any applicable cure period at the time of Tenant’s exercise of the terms and conditions contained hereinOption (as defined hereinafter) or at the commencement of the extended term, Tenant shall have two one (21) additional consecutive five (5) year options Option to renew and extend this Lease (the Rental Term as provided herein (“Option”). The Option Tenant shall only be exercised by Tenant delivering written notice thereof provide to Landlord no earlier than the on a date which is twelve (12) months prior to the expiration date that the Option period would commence (if exercised) by at least two hundred seventy (270) days and not more than three hundred sixty-five (365) days, a written notice of the exercise of the Option to extend the Lease for the additional Option term, time being of the essence. Such notice shall be given in accordance with Section 40 of the Lease, as modified by Section 26. If notification of the exercise of this Option is not so given and received, all Options granted hereunder shall automatically expire. Base Rental Term and no later than the date which is nine (9) months prior applicable to the expiration of Premises for the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods term shall be equal to the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market RateRental” means as hereinafter defined. All other terms and conditions of the market rate for rent chargeable for Lease shall remain the Leased Premises based same, except that upon exercise of the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option NoticeOption, Tenant shall notify have no further options to renew this Lease.. b. If the Tenant exercises the Option, the Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of shall determine the Fair Market Rate, Rental by using its good faith judgment. Landlord shall notify provide Tenant with written notice of Landlord’s opinion of Fair Market Rate such amount within fifteen (15) days after Tenant exercises its Option. Tenant shall have fifteen (15) days (“Tenant’s Review Period”) after receipt of Landlord’s notice of the new base rent within which to accept such rental. In the event Tenant fails to accept in writing such rental proposal by Landlord, then such proposal shall be deemed rejected and Landlord and Tenant shall attempt to agree upon such Fair Market Rental, using their best good faith efforts. If Landlord and Tenant fail to reach agreement within fifteen (15) days following Tenant’s opinion Review Period (“Outside Agreement Date”) then the parties shall each within ten (10) days following the Outside Agreement Date appoint a real estate broker who shall be licensed in the State of Maryland and who specializes in the field of commercial office space leasing in the Rockville, Maryland market, has at least five (5) years of experience and is recognized within the field as being reputable and ethical. If one party does not timely appoint a broker, then the broker appointed by the other party shall promptly appoint a broker for such party. Such two individuals shall each determine within ten (10) days after their appointment such base rent. If such individuals do not agree on Fair Market Rate Rental, then the two individuals shall, within five (“Landlord’s Value Notice”)5) days, render separate written reports of their determinations and together appoint a third similarly qualified individual having the qualifications described above. If the parties two brokers are unable to resolve their differences agree upon a third broker, the third broker shall be appointed by the President of the Xxxxxxxxxx County Board of Realtors. In the event the Xxxxxxxxxx County Board of Realtors is no longer in existence, the third broker shall be appointed by the President of its successor organization. If no successor organization is in existence, the third broker shall be appointed by the Chief Judge of the Circuit Court of Xxxxxxxxxx County, Maryland. The third individual shall within thirty ten (3010) days thereafter, Landlord after his or Tenant, at its sole option, may terminate this Lease, effective as her appointment make a determination of such Fair Market Rental. The third individual shall determine which of the last day determinations of the then-current Rental Term. Alternatively, Tenant first two individuals is closest to his own and Landlord may mutually agree to submit the determination that is closest shall be final and binding upon the parties, and such determination may be enforced in any court of Fair Market Rate competent jurisdiction. Landlord and Tenant shall each bear the cost of its broker and shall share equally the cost of the third broker. Upon determination of the base rent payable pursuant to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthis Section, the parties shall promptly execute an amendment to this Lease stating the rent so determined.

OPTION TO RENEW. Provided Tenant that no Default or Event of Default has occurred and is not, continuing under the Lease to which this Rider relates and that the Lease of the Equipment leased under the Schedule has not been (more earlier terminated, Lessee shall, if so elected in its Renewal Notice, renew the Lease, at the expiration of the term thereof, with respect to all but not less than two (2) times)all of the Equipment leased thereunder, in default under any of on the terms and conditions contained hereinof such Lease, Tenant shall have two (2) additional consecutive five (5) year options for a negotiated renewal term at a periodic rent equal to the Fair Market Rental Value of such Equipment determined at the time of renewal. After giving Lessor the Notice of its intent to renew and extend the Rental Term as provided herein Lease, Lessee shall engage in negotiations with Lessor to determine the periodic rent to be paid during the renewal term. Not less than one hundred eighty (“Option”). The Option 180) days before the Scheduled Expiration Date, Lessee shall only be exercised by Tenant delivering give Lessor written notice thereof of its acceptance of the renewal terms mutually agreed upon during negotiations. Such election shall be effective with respect to Landlord all of the Equipment leased under the Lease. For purposes of this Section, “Fair Market Rental Value” shall be deemed to be an amount equal to the rental, as installed and in use, obtainable in an arms’ length transaction for a complete, erected onshore drilling rig ready and in-place for its intended use and purpose at the drill site (and any implied cost to dismantle, move and re-erect the drilling rig from the drill site shall not be a deduction from value) between a willing and informed lessor and a willing and informed lessee under no earlier than compulsion to lease. If Lessee and Lessor are unable to agree on the date which is twelve Fair Market Rental Value at least one hundred eighty (12180) months days prior to the expiration Scheduled Expiration Date, then an independent appraiser (which appraiser shall be a Senior Accredited Member of the American Society of Appraisers) selected by Lessor and approved by Lessee shall determine Fair Market Rental Term Value, which determination shall be final, binding and no later than conclusive. Lessee shall bear all reasonable costs associated with the date which is nine appraisal. If, at least one hundred eighty (9180) months days prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the ProjectScheduled Expiration Date, Lessee and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties Lessor are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as agree on the length of the last day of renewal term (after reasonable negotiations exercised in good faith), Lessee shall provide its Final Notice pursuant to paragraph (a)(ii) above, thereby irrevocably electing to either purchase or return the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” Equipment (as provided in Exhibit “F” – Market Assessment Processabove), and if for any reason Lessee WASHINGTON_DC/#1023.10 fails to timely provide the Final Notice making such election, Lessee shall be deemed to have elected to purchase the Equipment pursuant to paragraph (c) below.

OPTION TO RENEW. Provided that Tenant is notnot in Default as of the time of exercise of this option and the commencement date of the First Option Period, and has not been provided that as of such date there is no act or omission of Tenant that would become a Default with the passage of time or the giving of notice, Tenant shall have an option (more than two “First Extension Option”) to extend the Term of the Lease for the Premises in “as-is” condition at the expiration of the original Lease Term for a period of five (25) timesyears (“First Option Period”), in default under any . All of the terms and conditions contained hereinof this Lease except for Base Rent and the provisions of this paragraph shall be applicable to the First Option Period. Provided that Tenant is not in Default as of the time of exercise of this option and the commencement date of the Second Option Period, that as of said date there is no act or omission of Tenant that would become a Default with the passage of time or the giving of notice, and that Tenant has duly exercised the First Extension Option, Tenant shall have two a second option (2“Second Extension Option”) additional consecutive to extend the Term of the Lease for the Premises in “as-is” condition at the expiration of the First Option Period for a period of five (5) year options to renew and extend the Rental Term as provided herein years (“OptionSecond Option Period”). All of the terms and conditions of this Lease except for Base Rent and the provisions of this Paragraph shall be applicable to the Second Option Period. a. The Option Base Rent for the Premises under each option shall only be exercised ninety-five percent (95%) of the then current market rent for comparable facilities in the proximate South San Francisco market area. The definition of comparable facilities shall incorporate the parking amenities of the Premises, and the Building’s location, age, quality, amenities, identity, exterior appearance, interior improvements, and type of construction, excluding laboratory and manufacturing improvements paid for by Tenant. b. Tenant delivering shall give Landlord written notice thereof of its intent to Landlord no earlier exercise its option at least nine (9), but not more than the date which is twelve fifteen (1215) months prior to the expiration of the Rental then current Term for the Premises. Within fifteen (15) days after Tenant exercises its option to extend, Landlord shall provide Tenant with the Base Rent, as determined by Landlord, for the Option Period. The parties are obligated to negotiate in good faith to agree on the Base Rent. If the parties haven not mutually agreed on the Base Rent within thirty (30) days from notification by Landlord to Tenant of Landlord’s determination of Base Rent, each party hereto shall appoint one representative who shall be a licensed real estate broker experienced in the leasing of comparable facilities in the County of San Mateo to act as an arbitrator. The two (2) arbitrators so appointed shall determine the Base Rent for the relevant Option Period. The determination of said Base Rent shall be made by said two (2) arbitrators within sixty (60) days from notification by landlord to Tenant of Landlord’s determination of Base Rent and no later than the date which is nine (9) months prior to the expiration they shall submit said determination in writing and signed by said arbitrators in duplicate. One of the Rental Term written notifications shall be delivered to Landlord and the other to Tenant. c. In the event the two (2) arbitrators of the “Option Notice”)parties hereto cannot agree on the Base Rent for the Premises herein, said two (2) arbitrators shall appoint a third arbitrator who shall be a licensed real estate broker experienced in the leasing and of comparable facilities in the County of San Mateo, to act as an arbitrator. The Base Monthly Rent during for the first year of each extension periods relevant Option Period shall be independently determined by the lesser ofthird of said arbitrators, which said determination shall be made within ninety (90) days from notification by Landlord to Tenant of Landlord’s determination of Base Rent. The role of the third arbitrator shall then be to immediately select from the proposed resolution of arbitrators #1 and #2 the one that most closely approximates the third arbitrator’s determination of Base Rent. The third arbitrator shall have the right to adopt a compromise or middle ground of any modification of either of the two final proposed resolutions. The resolution that the third arbitrator chooses as most closely approximating his determination of the Base Rent shall constitute the decision of all arbitrators and shall be final and binding upon the parties. d. The parties hereto shall pay the charges of the arbitrator appointed by it and any expenses incurred by such arbitrator. The charges and expenses of the third arbitrator, as provided herein, shall be paid by the parties hereto in equal shares. e. In the event either arbitrator #1 or arbitrator #2 fails to present a Base Rent figure within the thirty (30) day period, the Base Rent presented by the other arbitrator shall be considered final and binding on both parties. f. Notwithstanding anything to the contrary herein contained, Tenant’s right to extend the term by exercise of the foregoing Option shall be conditioned upon the following: (i) at the then current Fair Market Rate time of the exercise of the Option, and at the time of the commencement of the extended term, Tenant and/or Tenant’s Affiliates shall be in possession of and occupying the Premises for the conduct of its business there and not more than twenty-five percent (as defined25%) for comparable space within of the ProjectPremises shall be occupied by any assignee, subtenant or licensee other than an Affiliate of Tenant, and (ii) the Base Monthly Rent then in effect for notice of exercise shall constitute a representation by Tenant to Landlord, effective as the Leased Premises during the last month date of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means exercise and as of the market rate for rent chargeable for date of commencement of the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, extended term, sizethat Tenant has no current intention to assign the lease, expense stopin whole or in part, tenant allowanceor to sublet more than twenty-five percent (25%) of the Premises to anyone other than an Affiliate of Tenant, existing tenant finishes, parking availability, and location and proximity the election to services. Within thirty (30) days extend the term being used for purposes of Option Notice, Tenant shall notify Landlord utilizing the Premises for Tenant’s purposes in the conduct of Tenant’s option business therein. For purposes of Fair Market Rate for the applicable renewal periodLease, an .Affiliate. If Landlord disagrees shall mean any person, entity, firm or corporation which shall be controlled by, under the control of, or under common control with Tenant’s opinion , and .control. shall mean the possession, direct or indirect, of the Fair Market Ratepower to direct or cause the direction of the management and policies of a person, Landlord entity, firm or corporation, whether through the ownership of voting securities, by contract or otherwise. In the event Tenant is a publicly traded corporation, the sale of stock shall notify Tenant not be deemed to constitute an assignment or transfer of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided no event of default shall have occurred and be continuing and this Lease shall still be in effect, Tenant is notshall have the right, and has not been exercisable upon six (more than 6) months prior written notice given prior to the end of the term or the then renewal term as the case may be, to extend the term of this Lease on two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive occasions for five (5) year options to renew years each under the same terms and extend conditions as herein provided except (a) that the Rental Term fixed rental for each renewal term shall be the fair market rent as provided herein determined (“Option”). The Option shall b) that the rental concession, completion of improvements and other provisions which by their nature relate only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration original letting of the Rental Term Premises shall not be a part of this Lease, and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during base year for determining Operating Overages under Paragraph 5 hereof shall be the first lease year of each extension periods option term. Fair market rental shall be the lesser of: fixed rental paid by a willing tenant to a willing landlord, neither of whom is compelled to rent for the period of the renewal term, taking into account prevailing concessions or other accommodations then being offered to existing tenants upon renewal of existing leases in comparable buildings, including the Office Building. The fair market rental for each renewal term shall be determined initially by Landlord within thirty (i30) days following timely notice of exercise by Tenant of the then current Fair Market Rate renewal Option. If Tenant shall not contest Landlord's determination of the fair market rental within fifteen (as defined15) days of Landlord's determination, Landlord's determination shall be the fixed rental for comparable space the applicable renewal term. If tenant shall contest Landlord's determination within the Projectaforesaid fifteen (15) day period, Landlord and (ii) Tenant shall each select an appraiser whom together shall agree upon a third appraiser which third appraiser shall establish the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the fair market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within within thirty (30) days of Option Noticeits engagement, Tenant which rental shall notify Landlord of Tenant’s option of Fair Market Rate thereupon be the fixed rental for the applicable renewal periodterm. If In the event either party shall fail to select an appraiser or if the appraisers fail to agree upon a third appraiser, Landlord disagrees with Tenant’s opinion and Tenant hereby authorize the then President of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)New Jersey Charter No. If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as 1 of the last day American Institute of Real Estate Appraisers to select an appraiser to act as the third appraiser. Liability for the third appraiser's fees and expense shall be divided equally between Landlord and Tenant; each party shall be solely responsible for the fees and expenses, if any, due from its own appraiser. Notwithstanding anything to the contrary herein, the fixed rental payable monthly for any renewal term shall under no circumstances be less than the fixed rental payable monthly for the final month of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processpreceding five (5) year term.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than shall have the option to renew this Lease Agreement for two (2) times), in default under any renewal terms of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive up to five (5) year options years each (each an "Extended Term") provided that Tenant gives written notice to Landlord of its intention to renew and extend the Rental Term as provided herein at least eight (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) 8) months prior to the expiration end of the Rental Term then current term of the Lease. Renewal shall be upon the same terms and conditions as contained herein except that the annual base rental shall be the fair market rental value (but in no later event less than the date current rental rate under the Lease) which is nine shall be determined as follows: (9a) months prior Landlord and Tenant will have fifteen (15) days after Landlord receives the renewal notice within which to agree on the then-fair market rental value of the Leased Premises as defined in paragraph (c) below for the renewal period. If they agree on the base monthly rent for the renewal period within fifteen (15) days, they will amend this Lease by stating the base monthly rental for the renewal period. (b) If they are unable to agree on the base monthly rental for the renewal period within fifteen (15) days, then the base monthly rental for the renewal period will be the then-fair market rental value of the Leased Premises as determined in accordance with paragraph (d) below. (c) The "then-fair market rental value of the Leased Premises" means what a Landlord under no compulsion to lease the Leased Premises and a Tenant under no compulsion to lease the Leased Premises would determine as rents for the renewal period, as of the commencement of the renewal period, taking into consideration the uses permitted under this Lease, the quality, size, design, and location of the Leased Premises, the rent for comparable buildings located in the vicinity of the Leased Premises and all other relevant factors related thereto. Notwithstanding the foregoing, Landlord acknowledges and agrees that the "then fair market rental value of the Leased Premises" shall specifically exclude the increase in the rental value of the Leased Premises resulting from any improvements made to the Leased Premises which were paid for by Tenant. The then-fair market rental value of the Leased Premises for the renewal period will not be less than that provided during the initial term. (d) Within seven (7) days after the expiration of the Rental Term fifteen (15) day period set forth in paragraph (b) above, Landlord and Tenant will each appoint a real estate appraiser to appraise the “Option Notice”)then-fair market rental value of the Leased Premises. The Base Monthly Rent during two appraisers will meet promptly and attempt to set the first year then-fair market rental value of each extension periods shall be the lesser of: Leased Premises. If they are unable to agree within thirty (i30) days, they will select a third appraiser within ten (10) days to set the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for fair market rental value of the Leased Premises during the last month Premises. Landlord and Tenant will bear one-half (1/2) of the initial Rental Term cost of appointing the third appraiser and of paying the third appraiser's fee. (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. e) Within thirty (30) days after the selection of Option Noticethe third appraiser, Tenant shall notify Landlord a majority of Tenant’s option the appraisers will set the then-fair market rental value of Fair Market Rate for the applicable renewal periodLeased Premises. If Landlord disagrees with Tenant’s opinion a majority of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties appraisers are unable to resolve their differences set the then-fair market rental value of the Leased Premises within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as after selection of the last day of third appraiser, the two closest appraisals will be averaged and the average will be the then-current Rental Termfair market rental value of the Leased Premises. Alternatively, It is expressly understood that Tenant shall have no option to extend the term of this Lease for the Extended Term if at the time of such attempted exercise of said Extended Term this Lease is not then in full force and Landlord may mutually agree to submit the determination effect and if Tenant is then in monetary default of Fair Market Rate to a “Market Assessment Process,” as any terms and conditions of this Lease beyond any applicable notice and cure period provided in Exhibit “F” – Market Assessment Processfor herein.

OPTION TO RENEW. Provided Subject to the terms and conditions hereinafter set forth, Landlord hereby grants Tenant is notone (1) option to extend (“Option to Extend”) the term of this Lease for one (1) five (5) year period, and has commencing immediately after the expiration of the initial term (the “Extension Term”). Tenant’s election to exercise the above Option to Extend must be given to Landlord in writing not been less than one hundred eighty (180) days or more than two three hundred sixty five (2365) times), in default under any days prior to expiration of the last lease year of the original Term. Tenant’s Option to Extend the term shall be upon the terms and conditions contained herein, Tenant herein except as set forth below and except that there shall have two (2) additional consecutive five (5) year options be no further option to renew and extend the Rental Term as provided herein (“Option”)term beyond the Extension Term. The If Tenant exercises the Option to Extend, the Base Expenses Year and Base Tax Year shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than changed from the date which is twelve (12) months prior on the Lease Summary to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods the option period. This Option to Renew shall be deemed personal to Tenant and may not be exercised or assigned, voluntarily or involuntarily, by or to any person or entity other than Tenant, including any permitted assignee or subtenant. Tenant shall continue possession of the lesser of: (i) Premises in its as is condition and Landlord shall have no obligation to do any work or otherwise to prepare the then current Fair Market Rate (as defined) Premises for comparable space within the ProjectRenewal Term. If Tenant exercises the Option to Extend, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the Extension Term shall be ninety-five percent (95%) of the fair market rent for the Premises determined in the manner set forth in Paragraph 2 below; however, in no event will the Base Rent be less than the Base Rent as of the last month of the initial Rental Term (increasing each year thereafter by 3%original lease term. As used herein, compounded). “Fair Market Rate” means the market rate for rent chargeable Rent for the Leased Premises based upon shall mean the following factors applicable Basic Rental and all other monetary payments and escalations, that Landlord could obtain from a third party desiring to lease the Leased Premises or any comparable premises: rentPremises, escalation, term, taking into account the size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion floor level of the Fair Market RatePremises, Landlord shall notify Tenant the quality of Landlord’s opinion construction of Fair Market Rate within fifteen (15) days after receipt the Building, the services provided under the terms of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the rental then being obtained for leases of space comparable to the Premises in the Building, and within the downtown San Francisco Financial District and all other factors that would be relevant to a willing third party desiring to lease the Premises and a willing Landlord desiring to let the Premises for the subject period of the last day lease term in determining the rental such party would be willing to pay or receive therefore provided that no allowance for the construction of Tenant improvements shall be taken into account in determining Fair market Rent. Notwithstanding anything to the contrary contained herein, all option rights of Tenant pursuant to this Paragraph 2 shall automatically terminate without notice and be of no further force and effect whether or not Tenant has timely exercised the Option to Extend granted herein if an Event of Default exists at the time of exercise of the then-current Rental option or at the time of commencement of the Extension Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Tenant shall not then be in default of this Lease, Tenant shall have the option to extend the term of the Lease for one (1) additional term of ten (10) years (the “Extended Term”) upon the same terms and conditions herein contained, except that the Base Rent during the Extended Term shall be the amount which is notdetermined as follows: Base Rent for the first year of the Extended Term shall be the fair market rent for bank facilities with a drive through in the general vicinity of the Leased Premises which amount shall be agreed to by Landlord and Tenant as provided for in this Section 20.3. On the Rent Adjustment Date of the second year of the Extended Term, and has not been annually thereafter, Base Rent shall increase on the Rent Adjustment Date by the increase in the Index during the prior twelve months; provided, however, that in no event shall the monthly Base Rent be less than the amount paid during the prior twelve (12) month period, nor shall it increase by more than four percent (4%) over the amount paid during the prior twelve (12) month period. The Tenant shall exercise this option by delivering written notice to Landlord no earlier than 450 days, and no later than 365 days, prior to the expiration of the initial term of this Lease, failing which this option to renew shall automatically terminate. Upon delivery of such notice, the Landlord shall have two (2) times), weeks in default under any which to deliver a written proposal to Tenant setting forth the amount of Base Rent to be paid during the terms and conditions contained herein, Extended Term. Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration weeks from receipt of the Rental Term and no later than the date Landlord’s notice in which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) to hire at its sole cost and expense (a) a Colorado licensed real estate broker who specializes in bank leasing, or (b) an MAI appraiser to evaluate the then current Fair Market Rate (as defined) for comparable space within the ProjectLandlord’s determination of fair market rent, and (ii) if the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenantthe Landlord’s determination to deliver a written notice to Landlord setting forth its opinion of the Fair Market Ratefair market rent together with supporting documentation, failing which the Landlord’s determination of fair market rent shall be deemed to have been agreed to by the Tenant. If the Landlord does not agree with the Tenant’s determination, the Landlord shall notify Tenant have two (2) weeks in which to hire at its sole cost and expense (a) a Colorado licensed real estate broker who specializes in bank leasing, or (b) an MAI appraiser, to determine the fair market rent and deliver a copy of the same to Tenant, failing which the Tenant’s determination of fair market rent shall be deemed to have been agreed to by the Landlord. If the two evaluations are within ten percent (10%) of each other, the fair market rent shall be the average of the two evaluations. If the two evaluations differ by more than ten percent (10%), the parties which prepared the respective reports shall designate a third Colorado licensed real estate broker who specializes in office leasing or MAI appraiser to determine the fair market rent, but in no event shall the fair market rent be greater than the Landlord’s opinion of Fair Market Rate within fifteen consultant’s evaluation or less than the Tenant’s consultant’s evaluation. The third Colorado licensed real estate broker or MAI appraiser shall prepare its report no later than twenty (1520) days after receipt being selected, its determination of fair market rent shall be binding on the parties, and its cost shall be shared equally by Landlord and Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If Upon the fair market rent for the Extended Term being determined, the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as shall execute a lease extension agreement setting forth the amount of Base Rent during the last day of the then-current Rental Extended Term. Alternatively, Tenant and Landlord may mutually The parties agree to submit the determination of Fair Market Rate negotiate with each other in good faith in connection with this option to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processrenew.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2a) times), in default under any of the terms and conditions contained herein, Tenant shall have two the right and option to renew this Lease for one (21) additional consecutive five term of sixty (560) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised months by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is at least nine (9) months prior to the expiration of the Rental Term primary Term, provided that, at the time of such notice and at the end of the primary Term, Tenant is not in default of any of the terms, covenants or conditions of this Lease beyond applicable cure periods. Upon the delivery of said notice and subject to any conditions set forth in the preceding sentence, and upon the execution by Landlord and Tenant of an extension agreement containing such terms and provisions which are consistent with the provisions of this Paragraph, this Lease shall be extended upon the same terms, covenants and conditions as provided in this Lease, except that the rent payable under this Lease during said renewal term shall be at the prevailing market rate (including escalations) for the Premises at the commencement of such renewal determined as hereinafter provided. Notwithstanding the foregoing, any termination of this Lease, or, except for any Affiliate Transfer, any assignment of this Lease or subletting of more than fifteen percent (15%) of the Premises in effect at the time of notice to Landlord of the exercise of such renewal option, shall terminate the option of Tenant contained in this Paragraph. (b) For the purposes of this Special Stipulation, “Option Notice”prevailing market rate” shall mean the arms length fair market annual base rental rate per rentable square foot under renewal leases and amendments entered into on or about the date on which the rate is being determined hereunder for space comparable to the Premises in the Building and office buildings comparable to the Building in the office market in which the Building is located (which fair market base rent shall also include annual or other periodic escalations thereof determined in a manner consistent with this Special Stipulation). The Base Monthly Rent during determination of fair market base rental shall take into account any material economic differences between the first year terms of each extension periods shall be this Lease and any comparison lease or amendment, such as rent abatements, construction costs and other concessions and the lesser of: manner, if any, in which the landlord under any such lease is reimbursed for operating expenses and taxes. (ic) If Landlord and Tenant cannot agree on the then current Fair Market Rate (as defined) for comparable space fair market base rental within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify after Tenant’s delivery to Landlord of Tenant’s the written notice exercising the option of Fair Market Rate for to renew (the applicable renewal period. If Landlord disagrees with Tenant’s opinion of “Rent Negotiation Period”), the Fair Market Rate, Landlord fair market base rental shall notify Tenant of Landlord’s opinion of Fair Market Rate be established by the following procedure: (1) within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as expiration of the last day of the then-current Rental Term. AlternativelyRent Negotiation Period, Tenant and Landlord may mutually shall agree to submit on a single independent MAI certified appraiser who shall have a minimum of ten (10) years experience in real estate leasing in the market in which the Premises is located, and Landlord and Tenant shall each notify the other (but not the appraiser), of its determination of Fair Market Rate such fair market base rental and the reasons therefor, (2) during the next seven (7) days both Landlord and Tenant shall prepare a written critique of the other’s determination and shall deliver it to a “Market Assessment Process,” the other party, and (3) on the tenth (10th) day following delivery of the critiques to each other, Landlord’s and Tenant’s determinations and critiques (as provided in Exhibit “F” – Market Assessment Processoriginally submitted to the other party, with no modifications whatsoever) shall be submitted to the appraiser, who shall decide whether Landlord’s or Tenant’s determination of fair market base rental is more correct. The determination so chosen shall be the fair market base rental. The appraiser shall not be empowered to choose any number other than the Landlord’s or Tenant’s. The fees of the appraiser shall be paid by the non-prevailing party.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two one (21) additional consecutive five (5) year options option to renew and extend the Rental Term as provided herein (“Option”)renew. The Option shall only be exercised by In order to exercise an option to extend, Tenant delivering must give written notice thereof of such election to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration date that the option period would commence. The renewal rental rate for the Option to Renew shall be at ninety five percent (95%) of the then Fair Market Rental Term (Rate. Tenant acknowledges and agrees that time is of the “Option Notice”). The Base Monthly Rent during essence such that Tenant’s failure to timely provide the first year of each extension periods required notice shall be the lesser of: (i) the then current Fair Market Rate (conclusively and legally deemed as defined) for comparable space within the Projecta waiver of Tenant’s right to renew. For purposes of this Option to Renew, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rental Rate” means shall mean the market arms-length, fair-market, initial annual rental rate per rentable square foot under new, extension and renewal leases and amendments entered into on or about the date on which the Fair Market Rental Rate is being determined hereunder for rent chargeable for the Leased Premises based upon the following factors applicable space comparable to the Leased Premises in the Project and office buildings comparable to the Project in or on Xxxxxxxxx Boulevard in Van Nuys, California. The determination of Fair Market Rental Rate shall take into account any comparable premises: rentmaterial economic differences between the terms of the Lease and any comparison lease or amendment, escalation, term, size, expense stop, tenant allowance, existing tenant finishessuch as rent abatements, parking availabilityabatements, load factors, commissions, construction costs or allowances and other concessions, and location the manner, if any, in which the landlord under any such lease is reimbursed for operating expenses and proximity to servicestaxes. The determination of Fair Market Rental Rate shall also take into consideration any reasonably anticipated changes in the Fair Market Rental Rate from the time such Fair Market Rental Rate is being determined and the time such Fair Market Rental Rate will become effective under the Lease. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of after receiving the Tenant’s option notice of Fair Market Rate for it intent to exercise the applicable renewal period. If Option to Renew, Landlord disagrees with Tenantshall give Tenant written notice (a “Landlord Notice”) stating Landlord’s opinion estimate of the Fair Market RateRental Rate for the Renewal Term. Tenant, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafterafter receipt of the Landlord Notice, shall give Landlord either (i) written notice (“Tenant’s Binding Notice”) accepting Landlord’s estimate of the Fair Market Rental Rate for the Renewal Term stated in such Landlord Notice, or (ii) written notice (“Tenant’s Rejection Notice”) rejecting such estimate. If Tenant gives Landlord a Tenant’s Rejection Notice, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of and Tenant shall work together in good faith to agree in writing upon the last day of Fair Market Rental Rate for the then-current Rental Renewal Term. AlternativelyIf, Tenant and Landlord may mutually within thirty (30) days after delivery of Tenant’s Rejection Notice, the parties fail to agree to submit in writing upon the determination of Fair Market Renal Rate, such Fair Market Rental Rate to a shall be determined through “Market Assessment Process,baseball” as provided in Exhibit “F” – Market Assessment Processarbitration.

OPTION TO RENEW. Provided Tenant is notDCH Auriga shall have an option to renew the 2018 Wyler Centre Tenancy Agreement for a term of three years commencing from 1 January 2028 and expiring on 31 December 2030 at the then prevailing market rent (which shall not be higher than 125% of the then monthly rent paid or payable by DCH Auriga for the month immediately preceding the option start date). The exercise of the option to renew may constitute continuing connected transactions of the Company under the Listing Rules which may be subject to, as the case may be, reporting, announcement, annual review, circular and has not been independent shareholders’ approval requirements. The Company will comply in full with all applicable reporting, disclosure and, if applicable, Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. Subject to prior written consent from Famous Land, DCH Auriga shall have an option to sub-let up to 50% of the Premises at the then open market rental and on substantially the same terms and conditions of the 2018 Wyler Centre Tenancy Agreement, provided that, among other things, (more than two 1) no sub-tenancy shall be granted for a period exceeding three years or otherwise for a period which would extend beyond the expiry date of the 2018 Wyler Centre Tenancy Agreement; and (2) times), in default under shall DCH Auriga derive a profit from any sub-letting of the terms and conditions contained hereinPremises, Tenant such profit shall be shared with Famous Land in accordance with the 2018 Wyler Centre Tenancy Agreement. Beginning from 1 January 2025, DCH Auriga shall have two (2) additional consecutive five (5) year options the right to renew surrender the Premises by serving on Famous Land a not less than 9 months’ prior notice in writing and extend confirming its intention to surrender the Rental Term Premises at a date to be specified in such notice. Upon Famous Land's acceptance of the said surrender notice, the parties shall execute a surrender agreement and DCH Xxxxxx shall pay to Famous Land upon signing of such agreement a non-refundable sum which is equivalent to 3 months of the then monthly rental of the Premises as provided herein (“Option”)liquidated damages payable to Famous Land due to such surrender. The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which 2018 Wyler Centre Tenancy Agreement is twelve (12) months prior subject to the expiration approval by the Independent Shareholders at the General Meeting of an ordinary resolution by way of poll approving the Rental Term 2018 Wyler Centre Tenancy Agreement and no later than the date which is nine (9) months prior transactions contemplated thereunder and the Proposed Caps. References are made to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within announcement of the Project, Company dated 31 May 2018 in respect of the Renewal Tenancy Agreements and the Wyler Centre Tenancy Agreement; and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month announcement of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion Company dated 13 June 2018 in respect of the Fair Market Rate2018 Tenancy Renewal Offer. Given that (i) the Existing Tenancies and the 2018 Wyler Centre Tenancy Agreement were entered into by the Group within a 12-month period; and (ii) all the landlords under the Existing Tenancies and the 2018 Wyler Centre Tenancy Agreement are subsidiaries of CITIC Limited, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties transactions contemplated under the Existing Tenancies are unable required to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as be aggregated with the transactions contemplated under the 2018 Wyler Centre Tenancy Agreement pursuant to Rule 14A.81 of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessListing Rules.

OPTION TO RENEW. Provided Landlord hereby grants to Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have option to renew this Lease for two (2) additional consecutive five terms of three (53) year years each, upon the same terms and conditions as herein contained, except as modified by this section provided that Tenant not be in default under this Lease at the time the option is exercised or upon commencement of the extended term. The rent for the options shall be at the then Fair Market rent, but in no event shall the rent be less than the last months rent prior to the expiration of the lease term. The option to renew and extend shall not include broker's commission for the Rental Term as provided herein option period, free rent/pre-occupancy, additional option period, and/or new tenant improvements. In the event Tenant desires to exercise its option to extend, Tenant shall so notify Landlord in writing at least six (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (126) months prior to the expiration of the Rental Term and no later than term. Landlord shall then, within fifteen (15) days after the date which is nine (9) months prior to the expiration receipt of said notice, notify Tenant in writing of the Rental Term (the “Option Notice”). The Base Monthly Rent new base monthly rent to apply during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to servicesperiod. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Landlord's notice, Tenant shall give written notice to the Landlord either accepting the proposed new base monthly rent or stating its exception to such proposal and appointing a real estate broker who is experienced in leasing similar type business properties. Within ten (10) days after receipt of such notice, Landlord shall designate a similarly qualified real estate broker and give written notice thereof to Tenant’s opinion . The two brokers so appointed shall select and appoint in writing a third party similarly qualified real estate broker and then give written notice thereof to Landlord and Tenant. The broker so appointed shall promptly fix a time for the completion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within appraisal, which shall be no later than thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as from the date of appointment of the last day broker. Broker shall notify Landlord and Tenant as to the date fixed for the completion of that appraisal. On that date, the brokers and Landlord and tenant shall meet and brokers shall each submit their appraisal of fair rental value of the thenPremises for use then being made of the Premises in writing in the usual form to Landlord and Tenant, and the fair rental value shall be determined by taking the numerical average (mean) of the two (2) appraisal figures which are the closest together, provided however, that such appraisals shall reasonably reflect the fair rental value of the Premises. Each of the parties hereto shall pay for the services of his appointee broker and one-current Rental Termhalf (1/2) of the cost of the services of the third broker. AlternativelyFair market rental value for the purpose of this Lease shall mean the then prevailing rent for premises comparable in size to the premises located in buildings comparable in size, Tenant age, quality to, in the general vicinity of the Building and Landlord may mutually agree leased on terms comparable to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided terms contained in Exhibit “F” – Market Assessment Processthis lease.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2a) times), in default under any of the terms and conditions contained herein, Tenant shall have two the option to renew the term of this Lease for one (21) additional consecutive period of five (5) year options to renew years (the “Option Term”) following the expiration of the initial lease term provided that this lease is in full force and extend effect, the Rental Term as provided herein (“Option”)Tenant shall be in possession and occupying the Premises, and Tenant shall not be in default in the performance or observance of any of the terms, conditions, provisions and/or covenants of the Lease. The Option All such rights of a renewal shall only be exercised by Tenant delivering delivery to Landlord of written notice thereof of Tenant’s intention to Landlord no earlier renew the term at least nine (9) months but not more than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration then applicable term of the Rental Term (the “Option Notice”)lease. The Option Term shall be of the same terms, covenants and conditions as the original lease except Base Monthly Rent during for the first year of each extension periods Option Term shall be the lesser of: (i) the then current Fair Prevailing Market Rate (as defined) for Rent of comparable space within the ProjectGaithersburg, and Maryland market area. (iii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term Within fifteen (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (3015) business days of Option Notice, Tenant shall notify Landlord after receipt of Tenant’s notice exercising its option to extend the term of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Ratethis Lease, Landlord shall notify Tenant of Landlord’s opinion estimate of Fair Prevailing Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Rent. If Tenant disagrees with Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as estimate of the last day of the then-current Rental Term. AlternativelyPrevailing Market Rent, Tenant and may rescind such renewal notice thereby terminating its right of renewal provided by this lease, or Tenant shall notify Landlord may mutually agree that it has elected to submit the determination of Fair Prevailing Market Rate Rent to Arbitration, in which event the provisions of subparagraph (b)(ii)(a) of this Article 57 shall govern the selection of arbitrators and the establishment of the Prevailing Market Rent payable for the year of the then applicable Option Term; provided, however, that if Tenant does not elect to either rescind its renewal notice or to submit the determination of Prevailing Market Rent to Arbitration during such fifteen (15) day period, then the Landlord’s estimate of Prevailing Market Rent shall be deemed to be agreed to by Tenant, and shall be the Base Rent payable by Tenant to Landlord during the first year of the then applicable Option Term. (i) Definition: As used herein, the term “Prevailing Market Rent” means the most probable rent (as determined pursuant to the appraisal procedure hereinafter set forth) at which the Premises would be leased in a comparable and open market, under all conditions requisite to a “Market Assessment Process,” as provided fair lease, the Landlord and Tenant each acting prudently, knowledgeable, and assuming the rent is not affected by undue stimulus. Implicit in Exhibit “F” – Market Assessment Process.this definition is the consummation of the lease of such space beginning on the commencement date of the lease of the Premises under conditions whereby:

OPTION TO RENEW. Provided this Lease is in full force and effect and provided further Tenant is notnot then in Default in the payment of Base Rent or Rent Adjustment Deposits, and has not been nor in Default as of any Renewal Commencement Date (more than as defined herein), Tenant is hereby granted two (2) times)successive options (the “Options”) to extend the Term of this Lease on the same terms, conditions and provisions as contained in default under any of the terms and conditions contained Lease, except as otherwise provided herein, Tenant shall have for two (2) additional consecutive five (5) year options to renew and extend periods (the Rental Term as provided herein “Option Periods”), which first option period (“OptionFirst Option Period”). ) shall commence upon the day after the expiration of the initial Term (the “First Renewal Commencement Date”) and end on the day before the fifth (5th ) anniversary of the First Renewal Commencement Date and which second option period (“Second Option Period”) shall commence upon the day after the expiration of the First Option Period (“Second Renewal Commencement Date”) and end on the day before the fifth (5th) anniversary of the commencement of the First Option Period. (a) The Option Options shall be exercisable only be exercised by Tenant delivering written notice thereof from Tenant to Landlord given no earlier later than the date which is twelve (12) months prior to the expiration of the Rental Term as to the First Option Period and no later than the date which is nine twelve (912) months prior to the expiration of the Rental Term First Option Period as to the Second Option Period, time being of the essence. (the “Option Notice”). b) The Base Monthly Rent during the first year of each extension periods Option Periods shall be the lesser of: (i) as to the First Option Period ninety-five percent (95%) of the Fair Market Rental Value multiplied by the then current Fair Market Rate (as defined) for comparable space within Rentable Area of the Project, Premises and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable as to the Leased Premises or any comparable premises: rentSecond Option Period, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty one hundred percent (30100%) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market RateRental Value multiplied by the then Rentable Area of the Premises. Tenant shall also continue to pay the Rent Adjustments as determined in accordance with the provisions of Article 4 hereof. (c) Tenant may only exercise the option applicable to the Second Option Period if Tenant has previously exercised the option applicable to the First Option Period. (d) Upon the valid exercise of the Options and at the request of either party hereto, Landlord and Tenant agree to enter into a written supplement to this Lease confirming the terms, conditions and provisions applicable to the Option Periods as determined in accordance with this Article 34. If Tenant does not exercise the Options strictly in accordance with this Article 34, the Options shall notify Tenant become null and void. (e) Landlord shall advise Tenant, not less than six (6) months prior to the commencement of Landlord’s opinion any Option Period, if Landlord believes the definition of Fair Market Rate within fifteen (15) days after receipt Non-Controllable Common Area Charges or Non-Controllable Expenses respectively referenced in Schedules 3 and 5 attached hereto should be modified to incorporate additional categories of Tenant’s opinion of Fair Market Rate Non Controllable Common Area Charges or Non Controllable Expenses and identify such proposed additions (“Landlord’s Value NoticeProposed Additions”). If In the parties are unable event Landlord and Tenant fail to resolve their differences agree on such additions within thirty sixty (3060) days thereafter, Landlord or Tenantthe parties shall submit the dispute to arbitration pursuant to the terms of Schedule 6(b), at its sole option, may terminate this Lease, effective as of modified to cause the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually arbitrators to either agree to submit include or exclude the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessProposed Additions.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive - five (5) year options to renew and extend its lease for all of the Rental Term as provided herein premises upon six (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (126) months prior to the expiration written notice. The beginning rental rate for each renewal term shall be ninety five percent (95%) of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the fair market rate for rent chargeable the Premises and then it will increase by two and one half percent (2.5%) annually for the Leased remainder of each renewal term. For purposes of this Lease, the fair market rate shall mean the amount of Base Rent determined by Landlord in its commercially reasonable discretion as the fair market rate for the Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, on retail use in a building of similar size, expense stopconfiguration, tenant allowance, existing tenant finishes, parking availabilityquality, and location location. If Tenant objects to Landlord’s determination of the fair market rate for the Premises, and proximity Landlord and Tenant are unable to services. Within thirty reach an agreement within ten (3010) days after Landlord provides Tenant with written notice of Option Noticeits determination of fair market rate, Tenant, at its sole cost and expense, shall appoint a qualified MAI appraiser (“Tenant’s Appraisal”) for the purpose of determining the fair market rate. Tenant shall notify Landlord of submit Tenant’s option Appraisal to Landlord, together with a written summary of Fair Market Rate for the applicable renewal methods used and data collected to make such determination within twenty (20) days after Tenant provides Landlord with Tenant’s written objection to Landlord’s determination of fair market rate. If Tenant does not make such objection and appoint such appraiser within twenty (20) days after receipt of written notice of Landlord’s determination, or deliver Tenant’s Appraisal to Landlord within such twenty (20) day period, then Landlord’s determination shall be deemed conclusive. If Landlord disagrees with objects to Tenant’s opinion Appraisal, Landlord, at Landlord’s sole cost and expense, shall appoint a qualified MAI appraiser (“Landlord’s Appraisal”) for the purpose of determining the fair market rate. Landlord shall submit Landlord’s Appraisal to Tenant, together with a written summary of the Fair Market Rate, methods used and data collected within twenty (20) days after Landlord shall notify provides Tenant of with Landlord’s opinion written objection to Tenant’s determination of Fair Market Rate the fair market rate. If Landlord does not make such objection and appoint such appraiser within fifteen twenty (1520) days after receipt of Tenant’s opinion Appraisal, then Tenant’s Appraisal shall be deemed conclusive. If Landlord’s Appraisal and Tenant’s Appraisal differ by (x) less than ten percent (10%), the average of Fair Market Rate the two appraised amounts shall be the fair market rate for the Premises, or, if (y) ten percent (10%) or more. Landlord and Tenant shall promptly instruct their appraisers to jointly appoint a third MAI appraiser to determine the fair market rate for the Premises (“Landlord’s Value NoticeThird Appraisal”). If the parties are unable to resolve their differences within thirty Landlord and Tenant shall each pay one-half (301/2) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day expenses of the then-current Rental TermThird Appraisal. Alternatively, Tenant The appraisal among the three (3) that is farthest from the average of all the appraisals shall be disregarded and the average of the other two shall be the fair market rate for the Premises and binding upon Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processand Tenant.

OPTION TO RENEW. Provided Tenant Lessee is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained hereinof the Lease on (i) the date Lessee delivers to Lessor the Renewal Notice (as defined below) and (ii) the date the Renewal Period (as defined below) commences, Tenant Lessee shall have two the option (2"Renewal Option") to extend the Term of the Lease for one (1) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein period (“Option”"Renewal Period"). The Option If Lessee desires to exercise its Renewal Option, Lessee shall only be exercised by Tenant delivering deliver written notice thereof ("Renewal Notice") to Landlord no earlier than the date which is twelve Lessor at least fourteen (1214) months prior to the expiration of the Term. The Renewal Option shall on the same terms and conditions as contained in the Lease, except annual Rent for the Renewal Period shall be the Prevailing Market Rental Term Rate (as defined below). Notwithstanding any of the foregoing, any attempt by Lessee to exercise the Renewal Option by any method, or at any time, or in any circumstance, except as specifically set forth above, shall, at the sole option and discretion of Lessor be null and void and of no later than force or effect. For purposes of this Paragraph 9, "Prevailing Market Rental Rate" shall mean the rental rate, expressed as the annual amount per rentable square foot for a term equivalent to the period for which Prevailing Market Rental Rate is being determined and rental related terms beginning with the first (1st) day of the subject period that a willing, creditworthy, new, non-equity tenant leasing comparable space to Lessee's would pay and a willing, comparable landlord of an industrial complex comparable to the Complex located in the Chicago Metropolitan Industrial Market, includ- ing, Lake County, Indiana (the "Market") would accept at arms length, giving appropriate consideration to annual rental rate per rentable square foot, rental escalations (including type, base year and stops), length of lease term, size and location of the premises being leased and other generally applicable terms and conditions prevailing for comparable space in comparable industrial complexes located in the Market. It is hereby agreed between Lessor and Lessee that each party shall negotiate in good faith for a period of sixty (60) days subsequent to the date which Lessor is nine in receipt of the Renewal Notice (9"Negotiation Period") months as to the Prevailing Market Rental Rate. In the event Lessor and Lessee are unable to agree upon the Prevailing Market Rental Rate, despite each party's good faith efforts, prior to the expiration of the Rental Term (the “Negotiation Period, Lessee's Renewal Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, deemed no longer to be of any force and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processeffect.

OPTION TO RENEW. Provided Tenant (a) If Subtenant is not, not in Default hereunder and has not at any time been in Default hereunder beyond the applicable cure period, Subtenant shall have the option to renew this Sublease (more than two (2) timesthe “Renewal Option”), upon written notice thereof not less than six (6) months prior to the Sublease Expiration Date, either: (i) for a renewal term of one (1) year, commencing at the Sublease Expiration Date; or (ii) for a renewal term equal to the term remaining under the Master Lease. This Renewal Option may not be exercised by any assignee or subtenant of Subtenant, except for any assignee or subtenant permitted under Section 8(b) of this Sublease. If Subtenant timely exercises its Renewal Option provided in default this Section 4(a), then this Sublease shall continue in full force and effect as written except that there shall be no further Renewal Options and the Monthly Base Rent shall be adjusted as provided in this Section 4. (b) If Subtenant exercises its Renewal Option under any of Section 4(a)(i) above, the terms and conditions contained hereinMonthly Base Rent for the renewal term shall be equal to $1.00 per square foot per month. (c) If Subtenant exercises its Renewal Option under Section 4(a)(ii) above, Tenant the Monthly Base Rent for the renewal term shall have two (2be an amount equal to the fair market rental rate(s) additional consecutive for a five (5) year options to renew and extend term for comparable space in the Rental Term as provided herein Greater San Francisco/Mid-Peninsula area (collectively “OptionFair Market Rent”), but in no event less than $1.00 per square foot per month. The Option Sublandlord shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration advise Subtenant in writing of the Rental Term and Sublandlord’s calculation of Fair Market Rent no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal periodafter Subtenant has exercised its Renewal Option. If Landlord Subtenant disagrees with Tenant’s opinion of the Fair Market Ratesuch calculation, Landlord it shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences advise Sublandlord in writing thereof within thirty (30) days thereafter. If there is a disagreement on such calculation, Landlord or Tenantthe parties shall promptly meet to attempt to resolve their differences. If these differences as to Fair Market Rent are not resolved within a one (1) month period, at its sole optionthen the parties shall submit the matter to arbitration in accordance with the terms of this Section 4 so that Fair Market Rent is determined no later than one (1) month prior to the Sublease Expiration Date. (d) If the parties are unable to reach agreement on Fair Market Rent during the period specified in Section 4(c), then within ten (10) days thereafter either party may terminate this Lease, effective as advise the other in writing of the last day name and address of its arbitrator. Each arbitrator shall be an appraiser or commercial real estate broker with at least ten (10) years of experience with commercial rental rates in the greater San Francisco/Mid-Peninsula area. Within ten (10) days after receipt of such notice from the initiating party (the “Initiator”) designating its arbitrator, the other party (the “Recipient”) shall give notice to the Initiator, specifying the name and address of the then-current Rental Termperson designated by the Recipient to act as arbitrator on its behalf who shall be similarly qualified. AlternativelyIf the Recipient fails to notify the Initiator of the appointment of its arbitrator within the time specified above, Tenant then the arbitrator appointed by the Initiator shall be the arbitrator to determine Fair Market Rent. The duty of the arbitrator(s) shall be to determine the Fair Market Rent. The arbitrators so chosen shall meet within ten (10) days after the second arbitrator is appointed, and Landlord may mutually any decision as to Fair Market Rent in which the two arbitrators concur shall be binding and conclusive upon the parties. If within ten (10) days after such first meeting the two arbitrators shall be unable to agree to submit the promptly upon a determination of Fair Market Rate Rent, they shall within ten (10) days thereafter appoint a third arbitrator, who shall be a competent and impartial person with qualifications similar to those required of the first two arbitrators. Concurrently with their selection of the third arbitrator, the two arbitrators selected by the parties shall each furnish the third arbitrator with his or her determination of the Fair Market Rent in writing, supported by the reasons therefor, with counterpart copies to each party. The arbitrators shall arrange for a “simultaneous exchange of such proposed resolutions. The role of the third arbitrator shall be to select one of the two proposed resolutions that most closely approximates the third arbitrator’s determination of Fair Market Assessment Process,” Rent. The third arbitrator shall make such selection within ten (10) days of receipt of the two proposed resolutions, and shall have no right to propose a middle ground or any modification of either of the two proposed resolutions. The resolution that the third arbitrator chooses as provided in Exhibit “F” – most closely approximating his or her determination of Fair Market Assessment ProcessRent shall constitute the decision of the arbitrators and be final and binding upon the parties. Each party shall pay the fees and expenses of its respective arbitrator and both shall share equally the fees and expenses of the third arbitrator (if any), and the attorneys’ fees and expenses of counsel for the respective parties and of witnesses shall be paid by the respective party engaging such counsel or calling such witnesses.

OPTION TO RENEW. (a) Provided that Tenant is not, and has not been (more than two (2) times), then in default under any of the terms and conditions contained hereindefault, Tenant shall have two the option (2“Option”) to renew this Lease for one (1) additional consecutive term of five (5) year options to renew and extend years (the Rental Term as provided herein (“OptionOption Term”). The rent during such Option Term shall only be exercised by Tenant delivering written notice thereof at the then prevailing market rate for comparable space (with respect to Landlord no earlier than size, location and quality) and comparable term in Class-A office buildings located within a three-mile radius of the date Project which is twelve not subleased or subject to another tenant’s expansion rights. Tenant shall notify Landlord of its intention to exercise such Option at least six (126) months prior to the expiration Expiration Date for the initial Term. Notwithstanding any provision to the contrary contained in this Lease, the foregoing Option is personal to Tenant, and may not be exercised by or on behalf of any assignee, subtenant or Tenant Licensees, except for an assignee who purchases all or substantially all of the Rental Term assets of Tenant and no later (A) whose financial strength, both in terms of net worth and in terms of reasonably anticipated cash flow over the Lease Term, is not materially less than Tenant’s financial strength at the date which is nine (9) months prior to the expiration time of the Rental Term execution of this Lease, or (B) who has provided such guaranties or other security reasonably satisfactory to Landlord to guaranty the assignee’s performance under this Lease (“Option NoticeQualified Successor”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: . (ib) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Ratesuch notification, Landlord shall notify submit Landlord’s determination of the then prevailing market rent to Tenant, together with the comparable rent information on which Landlord has relied in making its determination. In the event that Tenant notifies Landlord in writing, on or before the thirtieth (30th) business day following Tenant’s receipt of notice of Landlord’s opinion determination of Fair Market Rate the then market rent under this Section of this Lease, that Tenant reasonably disagrees with any such determination, Landlord and Tenant shall negotiate in good faith to resolve such dispute within fifteen ten (1510) business days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)thereafter. If not resolved within such period, the parties are unable issue shall be referred to resolve their differences an individual (the “Expert”) agreed upon by Landlord and Tenant or (failing such agreement) appointed by two individuals, one of which shall be chosen by Landlord and one of which shall be chosen by Tenant. The Expert shall in any event have at least five (5) years experience in leasing office space in San Francisco, California, and shall not have been employed by either party within the immediately preceding twelve (12) calendar months. The Expert shall be deemed to be acting as an expert and not as an arbitrator, and shall determine the applicable market rent within thirty (30) days thereafterafter his appointment. The “then prevailing market rent” which shall apply for purposes of the applicable provision of this Lease shall be the rent determined by either Landlord or Tenant which is closest to the Expert’s determination, and the party that is not closest shall pay all of the costs and expenses incurred in connection with the appointment of, and services of, the Expert. Until any such dispute is resolved, any applicable payments due under this Lease shall correspond to Landlord’s determination and, if applicable, Landlord or Tenantshall refund any overpayments made to Tenant within three (3) business days following the final resolution of the dispute. Notwithstanding anything to the contrary contained above, at its sole option, may terminate this Lease, effective in no event shall rent for the Option Term be less than the rental rate in effect as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processinitially scheduled Expiration Date.

OPTION TO RENEW. Provided Tenant is not, in possession of the Premises and has is not been (more than two (2) times), in default under of any term, covenant or condition of the terms and conditions contained hereinthis Lease, Tenant shall have the options to renew the Term of this Lease for two (2) additional consecutive periods of five (5) year options years (each, a “Renewal Term”) to commence immediately upon the expiration of the initial Term and the first Renewal Term, as applicable, upon the same terms, covenants and conditions as contained in this Lease, except that (i) the Annual Basic Rent during each Renewal Term shall be at the “Prevailing Market Rate” and (ii) following the second Renewal Term there shall be no further option to renew except as specifically provided herein and extend (iii) there shall be no abatement of rent, and (iv) Landlord shall not be obligated to construct, pay for or grant an allowance with respect to tenant improvements unless otherwise specifically provided for in this Lease. “Prevailing Market Rate” shall mean the current market rental rate at which Landlord would offer such space or space of approximately the same size and location to a third party. In no event, however, shall the Annual Basic Rent during the Renewal Term be less than the Annual Basic Rent reserved under this Lease for the Rental Year immediately preceding the Renewal Term as provided herein (“Option”)for which the determination is being made. The Option In order to exercise the option granted herein, Tenant shall only be exercised by Tenant delivering written notice thereof to Landlord notify Landlord, in writing, no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental initial Term (the “Option Notice”). The Base Monthly Rent during or the first year Renewal Term, as applicable, that it is considering exercising its option to renew the Term. On receipt of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Projectsuch notice, and (ii) the Base Monthly Rent then Landlord will, in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%writing, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within not later than thirty (30) days after receipt of Option Noticethe notice from Tenant, quote Tenant shall notify Landlord of Tenant’s option of Fair Market Rate what the new Annual Basic Rent will be for the applicable renewal periodRenewal Term. If Landlord disagrees with Tenant’s opinion of the Fair Market RateTenant shall then notify Landlord, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within in writing, not later than fifteen (15) days after receipt notice received of Tenant’s opinion such Annual Basic Rent, as to whether or not it will exercise the option herein granted and if no such notice of Fair Market Rate (“Landlord’s Value Notice”)exercise of the option is received, the option shall be deemed waived. If In the parties are unable to resolve their differences within thirty (30) days thereafterevent Tenant exercise the option, Landlord or Tenantand Tenant shall execute a modification to this Lease acknowledging such renewal and setting forth the new Annual Basic Rent. The options shall be void if, at its sole optionthe time of exercise of such options, may terminate Tenant is not in possession of the Premises or is in default under this Lease or if Tenant fails to deliver the requisite notice thereof within the time period specified above. The options granted herein shall not be severed from this Lease, effective as of the last day of the then-current Rental Term. Alternativelyseparately sold, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processassigned or transferred.

OPTION TO RENEW. Provided Landlord hereby grants to Tenant is not, and has not been (more than two (2) times), in default under any an option to renew --------------- the term of the terms and conditions contained herein, Tenant shall have two (2) this Lease for an additional consecutive five (5) year options years to renew and extend run consecutively from the Rental expiration of the then Term as provided herein (“Option”)of this Lease. The Option shall only Such option to be exercised, must be exercised by Tenant delivering written notice thereof to Landlord no earlier not later than the date which is twelve (12) months 270 days prior to the expiration of the Rental Term then applicable Term, by notice to Landlord. During the thirty (30) day period following Tenant's exercise of the option to review, Landlord and no later than Tenant shall use good faith efforts to determine the date which is nine market rent for the Premises for the five (95) months prior to years following the end of the then current Term. If the parties have not entered into a written agreement on or before the expiration of such thirty (30) day period setting forth the Rental Term market rent as aforesaid described, then on or prior to 210 days before expiration of the then applicable Term, each of Landlord and Tenant shall, at their respective cost and expense, select an M.A.I. appraiser, and, the two (2) appraisers so selected shall jointly choose a third M.A.I. appraiser, within ten (10) days of the “Option Notice”)selection of the last of the 2 appraisers selected by Landlord and Tenant. The Base Monthly Rent during cost of the first year third M.A.I. appraisal shall be borne equally by Landlord and Tenant. All M.A.I. appraisers must have ten (10) years experience in appraising office buildings of typical quality in the greater Chicago Metropolitan area. Each of the 3 appraisers shall determine their estimate as to what the market rent would be for the Premises for the five (5) years following the end of the then current Term, not later than 150 days before expiration of the then applicable Term, and deliver a written determination to each extension periods of Landlord and Tenant within such time period. Either the determination of the market rent mutually agreed to by Landlord and Tenant or the average of the three (3) determinations shall be the lesser of: "Fair Market Rent," as applicable. The Annual Base Rent for the first Lease Year of the renewal term shall be the greater of (i) the then current Fair Market Rate (as defined) for comparable space within the Project, Rent and (ii) the Annual Base Monthly Rent then in effect for the Leased Premises during the last month tenth Lease Year plus two percent (2%) of the initial Rental Term Annual Base Rent during the tenth Lease Year. Annual Base Rent shall increase on the first (increasing 1/st/) day of each year thereafter subsequent Lease Year of the renewal term by 3an amount equal to two percent (2%) of the Annual Base Rent in effect during the immediately preceding Lease Year. The Monthly Base Rent Amount shall be equal to one-twelfth of such Annual Base Rent. Except for such change in the Annual Base Rent, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availabilityMonthly Base Rent Amount, and location the extended Term, the terms and proximity to servicesprovisions of this Lease shall be unmodified and continue in full force and effect. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.No

OPTION TO RENEW. Provided If Tenant is not, and has not been (more than two (2) times), then in default under any of the terms terms, covenants and conditions contained hereinherein contained, Tenant shall have the option to renew this Lease for two (2) additional consecutive five terms of three (53) year options years each. In the event Tenant desires to renew and extend the Rental Term as provided herein (“Option”). The Option exercise said option, Tenant shall only be exercised by Tenant delivering give written notice thereof of such fact to Landlord no earlier not less than the date which is twelve six (126) months prior to the expiration of the Rental Term then current term of this Lease. In the event of such exercise, this Lease shall be deemed to be extended for the additional period on the same terms and conditions; provided however, Landlord shall adjust basic monthly rental to the then existing market rate for similar space in the Boulder vicinity. Basic monthly rental shall increase by the market rate increases commencing the second year of the additional term. Landlord shall notify Tenant of its determination of market rent no later less than five (5) months prior to commencement of the option term. In the event Tenant objects to Landlord’s determination, Tenant must notify Landlord in writing on or before the date which that is nine four (94) months prior to the expiration commencement of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, option term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within the next thirty (30) days of Option Notice, Landlord and Tenant shall notify Landlord each select a Colorado qualified real estate appraiser with no fewer than five (5) years’ of Tenant’s option of Fair Market Rate for experience appraising property similar to the applicable renewal period. If Landlord disagrees with Tenant’s opinion Premises in Boulder County, Colorado, to determine the fair market rental value of the Fair Market RatePremises. In order to be included in this value determination process, such appraisers’ determinations must be delivered in writing to both Landlord shall notify and Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafterafter their appointment. If the valuations determined by such appraisers are within ten percent (10%) of one another, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the fair market rental value of the last day Premises shall be the average of their figures. If the valuations determined by such appraisers are outside ten percent (10%) of one another, the two previously chosen appraisers shall jointly appoint a third appraiser with similar qualifications who shall independently determine the fair market rental value of the then-current Rental TermPremises within thirty (30) days after the appointment. Alternatively, Tenant The three fair market rental values shall be averaged and the resulting amount shall he the amount for that option term. The cost of all appraisals shall be paid equally by Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processand Tenant.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), then in default under any of the terms beyond all notice and conditions contained hereincure period hereunder, Tenant shall have two one (21) option to renew this Lease for an additional consecutive period of five (5) year options to renew and extend years (the Rental Term as provided herein (“OptionRenewal Term”). The Option Base rental for such additional period shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration at 95% of the Rental Term and fair market value rental at the time of the renewal. Tenant’s option shall expire if Tenant fails to notify Landlord of its decision to renew no later than the date which is nine (9) months prior to in advance of the expiration of the Rental initial Term (the “Option Notice”)of this Lease. The Base Monthly Rent during the first year of each Such extension periods shall be on the lesser of: (i) same terms, covenants and conditions provided for in the then current Fair Market Rate (as defined) original Term except for comparable space within the Projectthis section, and except that the base rental and escalations during any option term shall be determined as follows: If Tenant exercises the option to review, Landlord and Tenant shall have a one (ii1) month period during which to negotiate the Base Monthly Rent new base rental and escalations. If both parties cannot agree on a new base rental and escalations then the new base rent and escalations shall be at 95% of the fair market rental then in effect on substantially equivalent properties, of substantially equivalent size, in equivalent areas (but not less than the rental rate specified in this Lease). In the event that Landlord and Tenant cannot agree on a new fair market base rental and escalations for the Leased Premises during Renewal Term within eight (8) months prior to the last month first day of the initial Rental Renewal Term (increasing each year thereafter by 3%, compounded)then the same shall be determined as follows. “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion determination of Fair Market Rate within fifteen (15) days after receipt the fair market base rental, which shall constitute the maximum that Landlord can claim is the fair market base rental of Tenant’s opinion of Fair Market Rate the Premises for the Renewal Term in any arbitration thereof (“Landlord’s Value NoticeMaximum Determination”). If the parties are unable to resolve their differences within thirty (30) Within 30 days thereafterafter Landlord shall have given Tenant Landlord’s Maximum Determination, Tenant shall notify Landlord or whether Tenant disputes Landlord’s Maximum Determination and, if Tenant disputes Landlord’s Maximum Determination, Tenant shall set forth in such notice Tenant, at its sole option, may terminate this Lease, effective as ’s good faith determination of the last day fair market base rental of the then-current Rental Premises for the Renewal Term. Alternatively, which shall constitute the minimum that Tenant and Landlord may mutually agree to submit can claim is the determination of Fair Market Rate to a fair market base rental for the Premises for the Renewal Term in any arbitration thereof (“Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessTenant’s Minimum Determination”).

OPTION TO RENEW. Provided Tenant is notnot in default under the term of this ---------------- Lease beyond applicable cure periods, and has not been provided further that no condition exists that, with the giving of notice or the passage of time or both would constitute a default under this Lease, Tenant shall have the option (more than the "Option") to extend the term of this Lease for one (1) additional period of two (2) times), in default under any years upon all of the terms and conditions contained hereinof the Lease, Tenant other than the Minimum Monthly Rent, which shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term be determined as provided herein (“Option”)described below. The Option shall only must be exercised exercised, if at all, by Tenant delivering giving Landlord written notice of the exercise thereof to Landlord no earlier less than the date which is twelve one hundred eighty (12180) months days prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior Lease Term. Any failure of Tenant to the expiration give due notice of its exercise of the Rental Term (Option within such time shall constitute an irrevocable election on the “Option Notice”)part of Tenant not to exercise the Option. The Base Minimum Monthly Rent during the first year of each extension periods Option Term shall be the lesser of: (i) the then current "Fair Market Rate (Rental Value" of the Premises, as defined) for comparable space within defined below; provided, however, that in no event shall the Project, and (ii) the Base Minimum Monthly Rent then for any portion of the Option Term be less than the Minimum Monthly Rent in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%immediately preceding the commencement of the Option Term, compounded). “regardless of any determination of a Fair Market Rate” means Rental Value pursuant to the market rate for rent chargeable other provisions of this Section that would result in a lower Minimum Monthly Rent. Upon exercise of the Option, Landlord and Tenant shall, in good faith, attempt to reach a mutually acceptable Fair Market Rental Value of the Premises and consequent Minimum Monthly Rent for the Leased Premises based Option Term. If Landlord and Tenant cannot agree upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within Fair Market Rental Value within thirty (30) days of Option NoticeTenant's exercise of the Option, then, within five (5) days thereafter, Landlord and Tenant shall each select and notify Landlord the other of Tenant’s option the name of Fair Market Rate an "Evaluator," who, for purposes of the applicable renewal periodLease, shall be an independent and impartial real estate professional (such as a licensed real estate agent) having more than ten years' experience in the leasing of space comparable to the Premises. If Landlord disagrees with Tenant’s opinion Each Evaluator shall promptly proceed to select a third Evaluator, who shall have the aforesaid qualifications of an Evaluator. Such third Evaluator shall determine the Fair Market Rate, Rental Value of the Premises and shall deliver to both Landlord shall notify and Tenant a copy of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences such determination within thirty (30) days thereafter, Landlord after his or Tenant, at its sole option, may terminate this Lease, effective her appointment as the third Evaluator. The parties agree that the third Evaluator's determination as aforesaid shall be considered as the Fair Market Rental Value of the last day Premises and shall be conclusive and binding upon Landlord and Tenant. If the original two Evaluators shall fail to agree upon the selection of a third Evaluator, the same shall be designated by the president of the then-current Rental TermSan Diego Board of Realtors, or any successor organization thereto. AlternativelyLandlord and Tenant shall each pay any fees of their own Evaluator and shall share equally the fees of the third Evaluator, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processif any.

OPTION TO RENEW. Provided If Tenant is not, and has not been (more than two (2) times), then in default under any of the terms terms, covenants and conditions contained hereinherein contained, Tenant shall have the option to renew this Lease for two (2) additional consecutive five terms of three (53) year options years each. In the event Tenant desires to renew and extend the Rental Term as provided herein (“Option”). The Option exercise said option, Tenant shall only be exercised by Tenant delivering give written notice thereof of such fact to Landlord no earlier not less than the date which is twelve six (126) months prior to the expiration of the Rental Term then current term of this Lease. In the event of such exercise, this Lease shall be deemed to be extended for the additional period on the same terms and conditions; provided however, Landlord shall have the option of increasing basic monthly rental to the then existing market rate for similar space in the Boulder vicinity. Basic monthly rental shall increase three and a half percent (3.5%) each year commencing the second year of the additional term. Landlord shall notify Tenant of its determination of market rent no later less than five (5) months prior to commencement of the option term. In the event Tenant objects to Landlord’s determination, Tenant must notify Landlord in writing on or before the date which that is nine four (94) months prior to the expiration commencement of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, option term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within the next thirty (30) days of Option Notice, Landlord and Tenant shall notify Landlord each select a Colorado qualified real estate appraiser with no fewer than five (5) years’ of Tenant’s option of Fair Market Rate for experience appraising property similar to the applicable renewal period. If Landlord disagrees with Tenant’s opinion Premises in Boulder County, Colorado, to determine the fair market rental value of the Fair Market RatePremises. In order to be included in this value determination process, such appraisers’ determinations must be delivered in writing to both Landlord shall notify and Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafterafter their appointment. If the valuations determined by such appraisers are within ten percent (10%) of one another, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the fair market rental value of the last day Premises shall be the average of their figures. If the valuations determined by such appraisers are outside ten percent (10%) of one another, the two previously chosen appraisers shall jointly appoint a third appraiser with similar qualifications who shall independently determine the fair market rental value of the then-current Rental TermPremises within thirty (30) days after the appointment. Alternatively, Tenant The three fair market rental values shall be averaged and the resulting amount shall be the amount for that option term. The cost of all appraisals shall be paid equally by Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processand Tenant.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) Tenant is not in default of any terms or conditions of this Lease, or would be in default with the then current Fair Market Rate (as defined) for comparable space within passage of time, the Projectgiving of notice, or both, and (ii) Tenant has provided Landlord with written notice that Tenant is exercising its Option to Renew under Section 1.2 of this Lease at least 90 days but not more than 270 days prior to the Base Monthly Rent Expiration Date, then in effect for Tenant may extend the Leased Premises during Term by five (5) years (the last month "Extension Term") beginning immediately after the Expiration Date, upon the same terms and conditions of the initial Rental Lease, except that: (i) the Term will be modified as stated above; (increasing ii) the Option to Renew in this Article 1.2 will be deleted; (iii) The Base Rent for each year thereafter by 3of the Extension Term will be at ninety-five percent (95%) of then Fair Rental Value (as hereinafter defined) for similarly situated property. "Fair Rental Value" means the annual rent that a willing tenant would pay, compoundedand a willing landlord would accept, in arms-length, bona fide negotiations, if the Premises were leased to a single tenant for 5 years under a lease pursuant to which such tenant would not receive (and, accordingly, the rental rate that otherwise would be agreed to will be reduced to reflect the fact that Tenant will not receive) any rental concession, such as rental abatements or "free rent" periods or rental assumption, inducements or any leasehold improvement allowance, and otherwise taking into account any other pertinent factors, including, but not limited to, the net effective annual rates per square foot for office leases recently or then being entered into in suburban Minneapolis and St. Pxxx, Minnesota ("Comparable Rates "). “In determining the Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon Rental Value and using Comparable Rates in connection with such determination, the following factors applicable (and any other factors then known to be pertinent) will be considered: the Leased Premises size of the Premises; the length of the term; use; quality of services provided; location and/or floor level; existing leasehold improvements; leasehold improvements to be provided by Landlord, whether directly or any comparable premises: rentby allowance; the quality, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, age and location of the Building; financial strength of the applicable tenant; rental concessions (such as rental abatements or "free rent" periods and proximity rent assumptions); inducements (such as signing bonuses, equity participation, tax benefits, or other participation in ownership); the respective obligations of the Landlord and the tenant, the manner in which the rents are then subject to servicesescalation and the time the particular rate under consideration became or will become effective. The Fair Rental Value will be determined as follows: Within thirty (30) 10 days of Option Notice, after Landlord receives notice from Tenant shall notify Landlord of regarding Tenant’s option election to exercise the Extension Option, Landlord will give notice to Tenant of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion its determination of the Fair Market RateRental Value of the Premises for each year of the Extension Term, Landlord shall notify and Landlord’s determination will constitute the Fair Rental Value unless Tenant objects in writing within 10 days after Tenant’s receipt of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)determination. If Tenant so objects and the parties are unable to resolve their differences agree upon the Fair Rental Value within thirty (30) 20 days thereafterafter the Tenant’s objection, then by written notice to Landlord or Tenant, at its sole option, within 10 days thereafter Tenant may terminate this Lease, effective as request determination of the last day of the then-current Fair Rental TermValue under this Article. Alternatively, If Tenant and Landlord may mutually agree to submit the does not give such notice requesting determination of Fair Market Rate to Rental Value using the appraisal process described below, Tenant’s exercise of the option will be deemed rescinded. If determination by the appraisal process is requested by Tenant, the Fair Rental Value will be determined by appraisal within 30 days after Tenant’s request by a “Market Assessment Process,” as provided board of appraisers consisting of three reputable real estate professionals experienced in Exhibit “F” – Market Assessment Process.the leasing of commercial office/industrial space (each an "Expert"). One Expert will be appointed by Tenant, and the second Expert will be appointed by Landlord. The third Expert will be appointed by the first two Experts. If the first two Experts are unable to

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, 50.01 Tenant shall have the option to renew (the “Renewal Option”) the term of the Lease for two (2) additional consecutive term(s) of five (5) year options to renew years (the “Renewal Term”) so long as (i) this Lease is then in full force and extend effect, (ii) no Event of Default shall exist at either the Rental Term time of giving the Option Notice (as provided herein defined below) or the commencement of the Renewal Term, and (“Option”). The Option shall only be exercised by Tenant delivering iii) written notice thereof to exercising such option (the “Option Notice”) is actually received by Landlord no earlier than the date which is at least twelve (12) months prior to the expiration then applicable Expiration Date of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term this Lease (the “Option NoticeRenewal Deadline”), TIME BEING OF THE ESSENCE. If proper notification of the exercise of the Renewal Option is not given and/or received, the Renewal Option shall automatically expire. Failure to exercise the Renewal Option shall terminate such option. Tenant acknowledges that because of the importance to Landlord of knowing no later the Renewal Deadline whether or not Tenant will exercise the Renewal Option, the failure of Tenant to notify Landlord by the Renewal Deadline will conclusively be presumed an election by Tenant not to exercise the Renewal Option. The Base Monthly provisions of the Lease will govern the relationship between the parties during the Renewal Term, except that the Fixed Rent will be as follows: (a) The Annual Fixed Rent payable during the first year of each extension periods shall the Renewal Term will be the lesser of: of (i) the then current Fair Market Rate FMR (as defineddefined and determined in accordance with the procedures described in subsection (c) below), provided that in no event may the FMR exceed 105% of the Fixed Rent for comparable space within the Project, year immediately preceding the Renewal Term and (ii) the Base Monthly Fixed Rent then payable immediately prior to the commencement of the Renewal Term. Commencing on the twelve (12) month anniversary of the commencement date of the Renewal Term and each and every twelve (12) months thereafter, the Fixed Rent shall increase by $.50 per square foot over the prior lease year’s Fixed Rent. (b) Upon the timely and proper exercise of the Renewal Option by Tenant, Landlord and Tenant shall negotiate in effect good faith to determine the Fixed Rent for the Leased Renewal Term. If agreement cannot be reached within sixty (60) days, then Landlord and Tenant shall each, no later than 270 days prior to the commencement of the Renewal Term, make a reasonable determination of the fair market rental for the Fixed Rent for the Demised Premises for the Renewal Term, respectively “Landlord’s Fair Market Rent” and “Tenant’s Fair Market Rent” and submit such determination, in writing, to arbitration in accordance with the following provisions: (c) No later than 240 days prior to the commencement of the Renewal Term, Landlord and Tenant shall each select a commercial real estate broker with at least 10 years’ experience in the specific market in which the Demised Premises are located (i.e., the Morristown, New Jersey suburban office submarket) to act as an arbitrator. The two arbitrators so appointed shall, no later than 210 days prior to the commencement of the Renewal Term, select a third mutually acceptable commercial real estate broker with at least 10 years’ experience in the specific market in which the Demised Premises are located. (a) The three arbitrators, acting by a majority, shall no later than 120 days prior to the commencement of the Renewal Term, determine the actual fair market Fixed Rent for the Demised Premises for the Renewal Term, which shall either be Landlord’s Fair Market Rent or Tenant’s Fair Market Rent, but no other amount (“FMR”). The decision of a majority of the arbitrators shall be binding on Landlord and Tenant. (b) If either Landlord or Tenant fails to appoint an arbitrator within the period required by this Paragraph, the arbitrator timely appointed shall determine FMR for the Renewal Term. (c) The entire cost of such arbitration shall be paid by the party whose fair market rental submission is not selected. (d) If for any reason the FMR has not been determined prior to the commencement of the Renewal Term, then, until the FMR has been finally determined, the Fixed Rent payable for and during the last month Renewal Term shall be equal to the Fixed Rent payable immediately prior to the commencement of the initial Rental Renewal Term. If, upon final determination of the FMR, it has been determined that the Fixed Rent payable for and during the first year of the Renewal Term shall be equal to (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means aa) the market rate for rent chargeable for the Leased Premises based upon the following factors applicable Fixed Rent payable immediately prior to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion commencement of the Fair Market RateRenewal Term, Landlord then the Fixed Rent shall notify Tenant continue to be due and payable in the amounts of Landlord’s opinion of Fair Market Rate within fifteen Rent; or (15bb) days after receipt of such other amount, then an appropriate adjustment to the Fixed Rent shall be made reflecting such final determination, and Landlord shall refund to Tenant any overpayment in Tenant’s opinion payment of Fair Market Rate Fixed Rent from the commencement of the Renewal Term to the date of such final determination. (“Landlord’s Value Notice”). If e) For the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate purposes of this Lease, effective as the parties acknowledge and agree that the “FMR” of the last day Demised Premises shall be at the prevailing market rental rate for space in office buildings of comparable quality and age for tenants of similar size, at the time Tenant provides notice for its exercise of the then-current Rental applicable Renewal Term. Alternatively, Tenant and Landlord may mutually agree to submit taking into account all other relevant factors including, without limitation, the determination location, quality, age, finish allowances, rental abatements, moving allowances, space planning allowances, refurbishment allowances, lease term, credit standing of Fair Market Rate to tenant, or any other concessions or inducements, expense stop or other rental adjustments that would be relevant in making a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processmarket rate determination.

OPTION TO RENEW. Provided (a) Subject to the terms of this Article 50 and provided that no Event of Default has occurred, Tenant is notshall have one (1) option to extend (“Renewal Option”) the Term of this Lease for SIXTY (60) months commencing upon the expiration of the initial Term of the Lease (“Extension Term”). In the event Tenant elects to exercise its option to extend the Lease Term by the Extension Term, as provided hereunder, Tenant shall provide Landlord irrevocable written notice of such election, no earlier than three hundred sixty five (365) days and has not been (more no later than two hundred seventy (2270) times)days prior to the then-existing expiration date of the Term of this Lease. Except for Base Rent, in default under any of the terms and conditions contained herein, Tenant of this Lease during the Extension Term shall have two be identical to the terms and conditions of this Lease. Base Rent for the Extension Term shall be adjusted to be equal to the higher of (2a) additional consecutive five one hundred percent (5100%) year options to renew and extend of the Rental Term as provided herein fair market rental value (“OptionFMV”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within properties in Mountain View, California, as of the Projectcommencement of the Extension Term, and as such FMV is determined as set forth in Article 56(b) below, or (iib) the Base Monthly Rent then in effect for the Leased Premises Tenant is scheduled to pay during the last month of the initial Rental Term of this Lease. (increasing each year thereafter by 3%b) In the event Tenant timely exercises the Renewal Option, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rentLandlord shall, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty within twenty (3020) days of Option Notice, Tenant shall notify Landlord after receipt of Tenant’s option of Fair Market Rate for notice exercising the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market RateRenewal Option, Landlord shall notify Tenant of Landlord’s opinion good faith determination of Fair Market Rate the Base Rent for the Extension Term (the “Landlord’s Option Rent Response”). Tenant shall accept or reject Landlord’s Option Rent Response by notice to Landlord within ten (10) business days following receipt of Landlord’s Option Rent Response. If Tenant fails to object to Landlord’s Option Rent Response within such time period, then Landlord’s determination of FMV set forth in the Landlord’s Option Rent Response shall be conclusive and binding. If Tenant does not accept Landlord’s Option Rent Response, then Landlord and Tenant shall attempt to agree upon the Base Rent for the Extension Term (“Option Rent”), using their good faith efforts. If Landlord and Tenant fail to reach agreement on the Option Rent within ten (10) business days following Tenant’s receipt of Landlord’s Option Rent Response, then within five (5) business days after demand by either Landlord or Tenant, each party shall simultaneously present to the other and certify to each other such party’s final offer regarding the Option Rent for the Extension Term (each, a “Last Offer”). If the parties fail to agree on the Option Rent within ten (10) business days following Tenant’s receipt of Landlord’s Option Rent Response, such Last Offers shall be submitted to arbitration by Landlord and/or Tenant (the “Arbitration Demand”) in accordance with Article 56(b)(i) through (b)(viii), below and in accordance with the then existing Rules for Commercial Arbitration of the American Arbitration Association, or its successor. (i) Landlord and Tenant shall each appoint one (1) arbitrator (each, an “Original Arbitrator”) who shall be a real estate broker with at least ten (10) years experience in the leasing of similar properties in Mountain View, California. Original Arbitrators shall be appointed within fifteen (15) days after receipt the Arbitration Demand. (ii) The two Original Arbitrators so appointed shall within ten (10) days of Tenant’s opinion the date of Fair Market Rate the appointment of the last appointed arbitrator agree upon and appoint a third arbitrator (“Landlord’s Value NoticeNeutral Arbitrator”; and together with the Original Arbitrators, the “Arbitration Panel”). If The Neutral Arbitrator shall be an appraiser certified as an “MAI” or “ASA” appraiser who has had at least five (5) years experience within the parties previous ten (10) years as a real estate appraiser of commercial office properties in Mountain View, California. For purposes hereof, an “MAI” appraiser means an individual who holds an MAI designation conferred by, and is an independent member of, the American Institute of Real Estate Appraisers (or its successor organization, or in the event there is no successor organization, the organization and designation most similar), and an “ASA” appraiser means an individual who holds the Senior Member designation conferred by, and is an independent member of, the American Society of Appraisers (or its successor organization, or, in the event there is no successor organization, the organization and designation most similar). (iii) The sole role of the Arbitration Panel shall be to determine the FMV for the Extension Term. In determining the FMV, the Arbitration Panel shall take into account the following: (A) the Arbitration Demand; (B) the annual rent per rentable square foot that Landlord has accepted in other current similar transactions in the Building, (C) what the Landlord has accepted in other current similar transactions in the properties owned by Landlord and adjoining the Building, and (D) what a willing, comparable, renewal, non-equity tenant would pay, and what a willing comparable landlord in the Mountain View area would accept at arms length, in either case, giving appropriate consideration to all economic benefits achievable by Landlord, such as monthly Base Rent (including periodic adjustments), Additional Rent in the form of Direct Expense reimbursements, and any and all monetary or non-monetary concessions including, without limitation, any Renewal Concessions (as hereinafter defined), if any, that may be given in the market place to a comparable renewal tenant, as is chargeable for a similar use of comparable space for a comparable term in a comparable office building in a comparable location in the Mountain View area. As used herein, the term Renewal Concessions shall mean the following: (a) rental abatement concessions, if any, provided in connection with such comparable space; and (b) tenant improvements or allowances provided or to be provided for such comparable space, taking into account, and deducting the value of, the existing improvements in the Premises, such value to be based upon the age, quality and layout of the improvements and such value to be based upon the age, quality and layout of the improvements and the extent to which the same can be utilized by Tenant based upon the fact that the tenant improvements existing in the Premises are unable specifically suitable to resolve their differences within thirty Tenant; provided, however, that in calculating the FMV, no consideration shall be given to any period of rent abatement given such tenants in connection with the construction of improvements in such comparable space. If, in determining the FMV, a tenant improvement allowance is granted under item (30b) days thereafterabove, Landlord or Tenantmay, at its Landlord’s sole option, may terminate this Lease, effective as elect any of a portion of the last day following: (1) to grant some or all of the then-current Rental Term. AlternativelyRenewal Concessions to Tenant in the form as described above (i.e., as an improvement allowance), or (2) to adjust the rental rate component of the FMV to be an effective rental rate which takes into consideration the total dollar value of such Renewal Concession (in which case to the extent the Renewal Concession is evidenced in the effective rental rate, it shall not be granted to Tenant). (iv) If either Landlord or Tenant fails to appoint an Original Arbitrator within fifteen (15) days after the other party’s Arbitration Demand, then the first appointed Original Arbitrator shall select a Last Offer to serve as the Option Rent for the Extension Term using the same criteria applicable in case of a Neutral Arbitrator under Article 55 (b)(iii) above. (v) If the two (2) Original Arbitrators fail to agree upon and Landlord may mutually agree appoint a Neutral Arbitrator, or if both parties fail to submit appoint an Original Arbitrator, then the Neutral Arbitrator shall be appointed by the American Arbitration Association, or a successor entity. (vi) If the actual FMV of the Premises as determined by the Arbitration Panel is greater than Landlord’s determination or differs from Landlord’s determination of Fair Market Rate FMV as set forth in the Last Offer by five percent (5%) or less, the costs of arbitration pursuant to a “Market Assessment Process,” this Article shall be paid by Tenant. If the actual FMV of the Premises as provided determined by the Arbitration Panel is less than Landlord’s determination of FMV as set forth in Exhibit “F” – Market Assessment Processthe Last Offer by greater than five (5%), the costs of arbitration shall be paid by Landlord.

OPTION TO RENEW. Provided that Tenant is not, and has not been (more than two (2) times), then in default under any of this Lease beyond the terms applicable period for notice and conditions contained hereincure, Tenant shall have the right to extend the Term for two (2) additional consecutive periods of five (5) year options to renew and extend the Rental Term as provided herein years each (each a “OptionRenewal Term”). The Option shall only be exercised by Tenant delivering ) upon giving written notice thereof to Landlord no earlier of its exercise of such extension not less than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”)then current Term. The Monthly Base Monthly Rent to be payable by Tenant to Landlord during the first year Lease Year of each extension periods the first Renewal Term shall be the lesser of: (i) equal to the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means Rental”, as hereinafter determined, for premises comparable to the market rate Premises. Notwithstanding the foregoing, the Monthly Base Rent for rent chargeable such first Lease Year of the first Renewal Term shall not exceed One Hundred and Five Percent (105%) of the Monthly Base Rent for the Leased Premises current Lease Year. Each subsequent Lease Year during the respective Renewal Term shall also be increased by an escalation on each anniversary of the commencement date of the Renewal Term based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of on the Fair Market RateRental escalation as determined herein; notwithstanding the foregoing, Landlord such escalation shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen not exceed three percent (153%) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)annually. If Subject to the parties are unable to resolve their differences above, within thirty (30) days thereafterafter Tenant’s delivery of written notice exercising such extension, Landlord or Tenant, at its sole option, may terminate this Lease, effective as shall provide Tenant with Landlord’s determination of the last day Monthly Base Rent for the first Lease Year of the then-current respective Renewal Term based on Landlord’s reasonable determination of the Fair Market Rental for the Premises based on the then existing market rental rates for other buildings which are substantially similar to the Building in geographic location, use, size, type, age, and amenities and services provided together with the applicable annual escalation. Tenant shall then have fifteen (15) days to provide Landlord written notice that it either (i) accepts Landlord’s determination of the Monthly Base Rent for first Lease Year of the respective Renewal Term. Alternatively, Tenant or (ii) rejects Landlord’s determination of the Monthly Base Rent for the first Lease Year of the respective Renewal Term and Landlord may mutually agree to submit the desires determination of Fair Market Rate Rental based on the following appraisal procedure. If Tenant does not provide a written acceptance or rejection within such fifteen (15) days period, then Tenant shall be deemed to have rejected Landlord’s determination of the Monthly Base Rent for the first Lease Year of the respective Renewal Term and to desire determination of the Fair Market Rental based on the following appraisal procedure. If Tenant rejects or is deemed to have rejected Landlord’s determination of the Monthly Base Rent for the first Lease Year of the respective Renewal Term, then Landlord and Tenant agree that Fair Market Rental, for purposes of calculating the Monthly Base Rent of the Fair Market Rental, for the first Lease Year of the respective Renewal Term shall be determined as follows: Landlord and Tenant shall each appoint an appraiser within twenty (20) days following Tenant’s written notice rejecting, or deemed rejection of, Landlord’s determination of Monthly Base Rent and the two (2) appraisers so appointed shall attempt to agree upon the Fair Market Rental for the Premises. If within thirty (30) days after the date of appointment of the last appraiser appointed hereunder the two (2) appraisers cannot agree upon the Fair Market Rental, then within thirty (30) days after the expiration of such 30 day period both appraisers shall submit their written opinion of such Fair Market Rental to Landlord and Tenant, and the two (2) appraisers shall then select a “third appraiser. The third (3rd) appraiser shall submit his or her opinion as to Fair Market Assessment Process,” Rental for the Premises to both Landlord and Tenant within thirty (30) days following his or her appointment. If the rental as provided set by the third (3rd) appraiser is an amount between the rental as set by the two other appraisers, then the 3rd appraisers opinion shall be final and binding on the parties. If the rental as set by the 3rd appraiser is lower than the lower rental as set by the other two (2) appraisers or higher the higher rental as set by the other two (2) appraisers, then the rental as set by the third (3rd) appraiser shall be disregarded totally, and the applicable rental shall be the amount computed by averaging the rental as set by the first two (2) appraisers. If the two (2) appraisers fail to agree upon the third (3rd) appraiser within five (5) days after the expiration of the 30 day period they have to agree upon the rental, then the third (3rd) appraiser shall be selected by the highest ranking officer of the American Arbitration Association’s office in Exhibit “F” – Norfolk, Virginia. All appraisals shall be expressed as rentable per square foot. Each appraiser shall have an M.A.I. and/or S.R.P.A. designation, be licensed in the Commonwealth of Virginia (if Virginia licenses appraisers), be disinterested and experienced with the appraisal of commercial rental property in the Downtown Norfolk, Virginia area. Each party shall bear the fees and expenses of the appraiser appointed by it, and the parties shall equally share the fees and expenses of the third (3rd) appraiser. Upon determination of the Fair Market Assessment ProcessRental using the above appraisal procedure, and consistent with the provisions of this paragraph, the Monthly Base Rent for the first Lease Year of the respective Renewal Term shall be such Fair Market Rental, with Monthly Base Rent for each subsequent Lease Year during each Renewal Term to be increased on each anniversary of the commencement date of the Renewal Term by the escalation determined as part of the Fair Market Rental determination and subject to the limitations herein.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any options to renew the lease for a period of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew years each provided that in exercising each Tenant (i) is not in default hereunder beyond any applicable cure period and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering ii) gives Landlord written notice thereof to via registered mail return receipt requested and received by Landlord no earlier not later than the date which is twelve (12) months prior to initial lease expiration or first extended option period as applicable. All terms and conditions as contained in the Lease shall remain the same except that the renewal rate shall be the "prevailing market rate" for similar space in comparable buildings for similar inducements, and lease term in downtown Boca Raton area. If Tenant should fail to exercise the first option to renew within the time period aforementioned upon the terms and conditions herein stated, both the first and second option to renew shall automatically lapse and expire and Tenant shall have no further right, title or interest in and to the Premises upon expiration of the Rental Term initial Lease term. The tern "prevailing market rate" per rentable square foot shall mean the annual rate of rent determined by Landlord and no later than accepted by Tenant, as the prevailing market base rental rate in the downtown area of Boca Raton, Florida for comparable office space which has been built out for occupancy (taking into consideration the duration of the terms for which such space is being leased, location and/or floor level within the applicable building, when the applicable rate first becomes effective, quality and location of the applicable building, rental concessions, build-out allowances and other relevant factors) for a lease term commencing on the Option Period commencement date. Executed leases and bona fide written offers to lease comparable space in the Building received by Landlord from third parties (at arm's length) may be used by Landlord as an indication of the prevailing market rate. In the event of Tenant's rejection of Landlord's quoted prevailing market rate with ten (10) days of receipt of same from Landlord, Landlord and Tenant shall thereafter each select a broker with substantial experience in the downtown area of Boca Raton, Florida, office market for the purpose of making a determination of the prevailing market rate for each option period commencement date; provided that if either Landlord or Tenant shall fail to notify the other of the identity of its selected broker as aforesaid within twenty (20) days of the others' written demand therefore (which demand shall identify the notifying party's broker and make specific reference to the consequences imposed by this provision for non-selection), the party who shall have failed to identify its broker shall be deemed to have irrevocably consented to the prevailing market rate determined in good faith by the broker selected by the other party. Assuming that both brokers are timely selected, however, the two selected brokers shall then each independently make a determination of prevailing market rate for each subsequent option period commence date and shall together select a third broker, experienced as aforesaid. The jointly selected broker shall then select one of the two determinations as aforesaid for each remaining option period commencement date which is nine (9) months prior closest to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the prevailing market rate for rent chargeable for the Leased Premises based upon the following factors applicable purposes of this provision. This determination, so long as it is made in good faith, shall be final and not subject to appeal. Each party to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, Lease shall pay the fees and location cost of its own broker and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion one-half of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen fees and costs payable to the jointly-selected broker determined as aforesaid (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”the foregoing collectively referred to as the "Three-Broker Method"). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall will have two (2) additional consecutive a One-Time Option to Renew current space for five (5) year options years at the current market rent at that time by giving the Landlord six (6) month written notice prior to renew and extend the Rental Term as provided herein (“Option”)lease expiration. The Option shall only space will be exercised renewed “as is” and Landlord will not be required to provide Tenant Improvement Allowance. Co-Broker Fees will not be paid by Landlord if Tenant delivering chooses to exercise Option. If Landlord and Tenant cannot agree on the market rent rate within 30 days after Txxxxx’s receipt of Landlord’s proposed market rent rate (it being agreed that both Landlord and Tenant will be reasonable in their attempt to determine the market rent rate), Tenant, by written notice thereof to Landlord made within 5 business days after the expiration of such 30 day period, may cause said rate to be determined by arbitration in accordance with the following provisions, failing such timely notice Tenant’s One-Time Option to Renew shall be null and void and of no earlier than force and effect: The determination of the date which is twelve (12) months market rent rate will be determined by an arbitration board consisting of three reputable real estate professionals with experience with similar buildings within the southwest suburban Minneapolis area. Within 20 days after initiation of arbitration, each party shall appoint one arbitrator who shall have no material financial or business interest in common with the party making the selection and shall not have been employed by such party for a period of three years prior to the expiration date of selection. If a party fails to give notice of appointment of its arbitrator within the Rental Term and no later than 20 day period provided above, then upon 5 business days’ notice the date which is nine (9) months prior to other party may appoint the expiration of the Rental Term (the “Option Notice”)second arbitrator. The Base Monthly Rent during arbitrators selected by the first year of each extension periods parties shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based attempt to agree upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)a third arbitrator. If the parties first two arbitrators are unable to resolve their differences agree on a third arbitrator within thirty (30) 30 days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as after the appointment of the last day second arbitrator, then such third arbitrator shall be appointed by the presiding judge of the then-current Rental TermHennepin County District Court, or by any person to whom such presiding judge formally delegates the matter or, if such methods of appointment fail, by the American Arbitration Association. AlternativelyWithin 30 days of the appointment of the third arbitrator, Landlord, Tenant and the three arbitrators shall meet at the Premises, and in a proceeding held in accordance with the rules of the American Arbitration Association, Landlord may mutually agree and Tenant shall each submit to submit the determination arbitrators their proposals for the market rent rate and shall be allowed to present such evidence and testimony in support thereof as is allowed under the rules of Fair Market Rate the American Arbitration Association. The arbitrators shall be instructed that within 30 days after the date on which Landlord, Tenant and the arbitrators conclude such meeting, the arbitrators shall select one of the two proposed market rent rate figures, with no compromise or alternative market rent rate figures to be permitted. The market rent rate figure selected by a “Market Assessment Process,” majority of the arbitrators shall be binding upon Landlord and Tenant. The decision of the arbitrators, determined as above set forth, will be final and non-appealable. Except where specifically provided otherwise in Exhibit “F” – Market Assessment Processthe Lease, each party shall bear its own expenses in connection with the arbitration and the costs of its arbitrator, and the cost of the third arbitrator shall be shared equally by Landlord and Txxxxx. The costs of all counsel, experts and other representatives that are retained by a party will be paid by such party.

OPTION TO RENEW. Provided If Tenant is not, and has not been (more than two (2) times), then in default under any of the terms terms, covenants and conditions contained hereinherein contained, Tenant shall have two (2) the option to renew this Lease for one additional consecutive term of five (5) year options years. In the event Tenant desires to renew and extend the Rental Term as provided herein (“Option”). The Option exercise said option, Tenant shall only be exercised by Tenant delivering give written notice thereof of such fact to Landlord no earlier not less than the date which is twelve one hundred eighty (12180) months days prior to the expiration of the Rental Term then current term of this Lease. In the event of such exercise, this Lease shall be deemed to be extended for the additional period on the same terms and conditions; provided however, Landlord shall have the option of increasing basic monthly rental to the then existing market rate for similar space in the Boulder vicinity. Basic monthly rental shall increase three and a half percent (3.5%) each year commencing the second year of the additional term. Landlord shall notify Tenant of its determination of market rent no later less than one hundred twenty (180) days prior to commencement of the option term. In the event Tenant objects to Landlord’s determination, Tenant must notify Landlord in writing on or before the date which that is nine sixty (9150) months days prior to the expiration commencement of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, option term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within the next thirty (30) days of Option Notice, Landlord and Tenant shall notify Landlord each select a Colorado qualified real estate appraiser with not fewer than five (5) years’ of Tenant’s option of Fair Market Rate for experience appraising property similar to the applicable renewal period. If Landlord disagrees with Tenant’s opinion Premises in Boulder County, Colorado, to determine the fair market rental value of the Fair Market RatePremises. In order to be included in this value determination process, such appraisers’ determinations must be delivered in writing to both Landlord shall notify and Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafterafter their appointment. If the valuations determined by such appraisers are within ten percent (10%) of one another, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the fair market rental value of the last day Premises shall be the average of their figures. If the valuations determined by such appraisers are outside ten percent (10%) of one another, the two previously chosen appraisers shall jointly appoint a third appraiser with similar qualifications who shall independently determine the fair market rental value of the then-current Rental TermPremises within thirty (30) days after the appointment. Alternatively, Tenant The three fair market rental values shall be averaged and the resulting amount shall be the amount for that option term. The cost of all appraisals shall be paid equally by Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processand Tenant.

OPTION TO RENEW. Provided that Tenant shall not be in default of any terms, provisions, conditions or covenants herein at the time of the exercise of the option set forth in this Article XXIV, and at the time said option shall take effect, and provided further that Tenant is notsubstantially physically occupying the Leased Premises as so to enable Tenant to carry out its business at the time of the exercise of the option set forth in this Article XXIV, and has not been (more than two (2) times), in default under any of at the terms and conditions contained hereintime said option takes effect, Tenant shall have two (2) the right to extend the term of this Lease for an additional consecutive period of five (5) year options years commencing on the date following the termination of the initial Term. Said option to renew and extend the Rental Term shall be on the same terms, conditions, provisions and covenants as provided herein are set forth herein, with the following exceptions: (“Option”)a) The Minimum Annual Rent during the option period shall be at Fair Market Rent. The Option term "Fair Market Rent" shall only be exercised mean the Minimum Annual Rent, (real estate taxes and operating expenses and other charges known as Additional Rent are excluded) per square foot of the Premises as of the date the option period commences (Adjusted Minimum Annual Rent), but in no event less than the Minimum Annual Rent payable by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months immediately prior to the expiration of "Adjusted Minimum Annual Rent." More specifically, it is defined as the Rental Term Minimum Annual Rent then being charged to tenants under any new leases being made in the building or in comparable office buildings located in the Goshen and Orange County office market, "the Area." In addition, in determining the Fair Market Rent, no later than the date which is nine (9) months prior consideration shall be given to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser offollowing facts: (i1) that no vacancy or reletting expenses will be incurred by Landlord (including without limitation, advertising or promotional expenses; (2) that Landlord shall not perform work at its expense for the then current Fair Market Rate Tenant or pay Tenant any special work allowance; (as defined3) for comparable space within that Landlord shall not grant any rent concession to Tenant; and (4) that Tenant will not incur the Projectcost and expense of (a) having to locate other premises in which to move, (b) designing and constructing improvements to same, (c) relocating to said new premises, and (iid) the Base Monthly Rent then in effect for the Leased Premises having its operations disrupted during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processrelocation.