Common use of Options to Extend Clause in Contracts

Options to Extend. a. Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord does hereby grants grant to Tenant two Assignee under that certain Agreement for Assignment and Assumption of Lease and Termination of Shared Facilities Agreement dated effective March 1, 2007 (2the “Assignment”) options the right, privilege, and option to extend this Lease (singularly each an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms three (3) periods of five (5) years each (singularly each an “Option Period” and collectively Extension Term”) from the “Option Periods”)date of expiration of the initial Term hereof or the prior Extension Term, on as applicable, upon the same terms, terms and conditions and covenants set forth in this Agreementas herein contained, except the monthly rental as to “Base Rent”, which shall be adjusted as hereinafter provided. Each Extension Option determined in accordance with the following paragraphs, and except that a Security Deposit shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered required, which shall be determined in accordance with the following paragraphs. In the event Assignee desires to the Landlord that Tenant will not exercise its option to extend the Term of this Agreement Lease, then at least one eighteen (118) year months prior to the expiration of the Primary initial Term or the preceding Option Period. b. Base Rent for the applicable Extension Options Term, Assignee shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving give Landlord a written notice from binding upon Assignee and Landlord that Tenant was late in (the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any “Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination exercising an Extension Option. If Assignee exercises an Extension Option in the manner set forth herein Landlord and Assignee shall promptly execute and deliver an amendment to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”)Lease. In the event that Assignee fails to give an Extension Notice, as set forth herein, then Assignee’s right to extend this Lease shall terminate and be of any termination no further force and effect. The Extension Options hereunder may be exercised only by Assignee under the Assignment. Assignor may not exercise the Extension Options. If the first Extension Option is exercised by Assignee, Assignor shall be released from all liabilities arising under this Lease after the commencement of the Agreement first Extension Term. No Extension Option may be exercised or be assigned, voluntarily or involuntarily, by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under person or entity other than the Agreement Assignee or any other defaults by Tenant thereunder occurring prior a party to which the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord Lease is transferred that would qualify as a Permitted Transfer in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as Section 17(b) of the Termination DateSBRI Lease. Further, the Extension Options herein granted to include any outstanding amounts of Rent or those obligations which Assignee are specifically stated to survive the expiration or earlier termination of the Agreement)not assignable separate and apart from this Lease.

Options to Extend. a. Landlord hereby grants Provided there exists no uncured Event of Default under any of this Lease, the Related Leases and the Other Leases at the time Lessee exercises any option to Tenant extend (in accordance with this Article XVIII), Lessee will have the right to extend this Lease for two (2) options periods of ten (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (510) years each (singularly each such additional term shall be referred to herein as an “Option Period” and collectively the “Option Periods”"Extended Term"), commencing immediately following the end of the Initial Term or the immediately preceding Extended Term, as the case may be; provided, however, that notwithstanding anything stated in this Paragraph 18.1 or elsewhere in this Lease, Lessee shall not be entitled to exercise its option to extend this Lease for any Extended Term (and any such option to extend shall automatically expire and terminate) unless Lessee concurrently exercises its option to extend all the Related Leases for the same period, as provided in Article XVIII of the Related Leases. The Lease during any Extended Term shall be on the same termsterms and conditions as during the Initial Term, conditions and covenants except that the Minimum Rent shall be determined as set forth in Paragraph 18.2 below. In the event Lessee desires to exercise any option to extend granted in this AgreementArticle XVIII, except the monthly rental Lessee shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides give Landlord written notice delivered ("Notice to the Landlord that Tenant will Extend") not extend the Term of this Agreement at least less than one hundred eighty (1180) year days prior to the expiration of the Primary Initial Term or the immediately preceding Option Period. b. Base Rent for Extended Term, as the Extension Options case may be. If Lessee fails to give Lessor any such notice, then Lessor shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving give Lessee written notice from Landlord that Tenant was late in Lessor has not received Lessee's Notice to Extend. If Lessee fails to deliver to Lessor the payment of Rent for the first two occasions before a third late payment is Notice to occur. For this purposeExtend within ten (10) days thereafter, a payment Lessee shall be deemed to be late if it is received by Landlord after have elected not to extend this Lease and the tenth (10th) day of the month Related Leases, such option to extend and all future options to extend granted in which such Rent is due. 2) Tenant is in default beyond any applicable cure period this Article XVIII or in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties Related Leases shall be relieved null and void and of no further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent force or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)effect.

Options to Extend. a. Landlord hereby grants 15.1 So long as Juniper Networks, Inc. (or a Permitted Assignee) is the Tenant hereunder, and subject to the condition set forth in clause (b) below, Tenant shall have two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement Lease with respect to the entirety of the Leased Premises, the first for additional terms a period of five (5) years each from the expiration of the last year of the Lease Term (singularly an “Option the "First Extension Period” and collectively the “Option Periods”"), on and the same termssecond (the "Second Extension Period") for a period of five (5) years from the expiration of the First Extension Period, conditions and covenants set forth in this Agreement, except subject to the monthly rental following conditions: (a) Each option to extend shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any exercised, if at all, by notice of extension unless exercise given to Landlord by Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one more than twelve (112) year months nor less than nine (9) months prior to the expiration of the Primary last year of the Lease Term or the preceding Option expiration of the First Extension Period., as applicable; b. Base Rent for (b) Anything herein to the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretioncontrary notwithstanding, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of under any of its obligations under the material terms, covenants or conditions of this Agreement Lease, either at the time Tenant exercises any either extension option or on the commencement date of the First Extension OptionPeriod or the Second Extension Period, or as applicable, Landlord shall have, in addition to all of Landlord's other rights and remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. 15.2 In the event the applicable option is exercised in a timely fashion, the Lease shall be extended for the term of the applicable extension period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for each extension period shall be the "Fair Market Rent" for the Leased Premises, determined as set forth below, with annual increases as determined as part of the process set forth below. 15.3 Within 30 days after receipt of Tenant's notice of exercise, Landlord shall notify Tenant in writing of Landlord's estimate of the Base Monthly Rent for the first year of the applicable extension period, and Landlord's estimate of annual increases. For purposes hereof, "Fair Market Rent" shall mean collectively, (1) Base Monthly Rent for the first year of the applicable extension period and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within 30 days after receipt of commencement such notice from Landlord, Tenant shall have the right either to (i) accept Landlord's estimate of any Option Period. 3Fair Market Rent or (ii) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything elect to arbitrate Landlord's estimate of Fair Market Rent, such arbitration to be conducted pursuant to the contrary contained in provisions hereof. Failure on the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect part of Tenant to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice require arbitration of Fair Market Rent within such election (“Notice”), such termination to be effective as 30-day period shall constitute acceptance of the date three hundred sixty five (365) Fair Market Rent for the applicable extension period as calculated by Landlord. If Tenant elects arbitration, the arbitration shall be concluded within 90 days after the date of Tenant's election, subject to extension for an additional 30-day period if a third arbitrator is required and does not act in a timely manner. To the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring extent that arbitration has not been completed prior to the Termination Date. Upon expiration of any such terminationpreceding period for which Base Monthly Rent has been determined, Tenant shall surrender pay Base Monthly Rent at the Premises rate calculated by Landlord, with the potential for an adjustment to Landlord in the condition required be made once Fair Market Rent is ultimately determined by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)arbitration.

Options to Extend. a. 11.1 Subject to the provisions hereinafter set forth in this Article XI, Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of Term on the same terms, conditions and provisions as contained in this Agreement Lease, except as otherwise expressly provided herein, for additional terms three (3) periods of five (5) years each (singularly an “Option Period” and collectively the “Option "Extension Periods”," or individually an "Extension Period," as applicable). If exercised in accordance herewith, the first Extension Period shall commence on the first (1st) day after the Expiration Date and each successive Extension Period shall commence on the day after the expiration of the immediately preceding Extension Period. 11.2 Said options to extend each shall be exercisable in the following manner: (a) Not less than sixty (60) days prior to the Expiration Date or the last day of the applicable Extension Period, Tenant, by written notice to Landlord ("Extension Notice"), may exercise Tenant's option to extend for the next occurring Extension Period; provided, however, that if Tenant shall fail to give such Extension Notice, Tenant's right to exercise such option nevertheless shall continue until thirty (30) days after Landlord shall have given Tenant written notice of Landlord's election to terminate such option to extend, and Tenant may exercise such option at any time until the expiration of said thirty (30) day period by the giving of an Extension Notice, it being the intention of the parties to avoid forfeiture of Tenant's right to extend the Term through inadvertent failure to deliver an Extension Notice within the time limit prescribed. If an option to extend the Term, as the same may have been previously extended, is not extended in the aforesaid manner, the Term and Tenant's rights hereunder and its rights to occupy and possess the Premises shall expire on the Expiration Date, or the last day of the then applicable Extension Period, as the case may be. (b) Subject to Section 11.3 hereof, if Tenant delivers an Extension Notice as aforesaid, the Term shall be extended on the same terms, conditions and covenants set forth in this Agreement, except provisions as contained herein 11.3 Rent during the monthly rental Extension Period(s) shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice determined in accordance with the provisions of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option PeriodSection 2.1. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants to Tenant two So long as Google Inc. (2) options (singularly an hereinafter “Extension Option” and collectively the “Extension OptionsTenant”) or its Permitted Assignee is leasing the entire Leased Premises under the Lease, and subject to the condition set forth in clause (b) below, Tenant shall have two options to extend the term of this Agreement Lease Term with respect to the Leased Premises, the first for additional terms a period of five (5) years each from the expiration of the last year of the Lease Term (singularly an “Option Period” and collectively the “Option PeriodsFirst Extension Period”), on and the same termssecond for a period of five (5) years from the expiration of the First Extension Period (the “Second Extension Period”), conditions and covenants set forth in this Agreement, except subject to the monthly rental following conditions: (a) Each option to extend shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any exercised, if at all, by written notice of extension unless Tenant provides written notice delivered exercise given to Landlord (the Landlord that Tenant will “Extension Exercise Notice”) not extend the Term of this Agreement at least one more than twelve (112) year months nor less than nine (9) months prior to the expiration of the Primary last year of the Lease Term or the preceding Option expiration of the First Extension Period., as applicable; b. Base Rent for (b) Anything herein to the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretioncontrary notwithstanding, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of under any of its obligations under this Agreement the material terms, covenants or conditions of the Lease, either at the time Tenant exercises either extension option or on the commencement date of the First Extension Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord’s other rights and remedies provided in the Lease, the right to terminate such option(s) to extend upon notice to Tenant; and (c) Tenant’s right to exercise any Extension Option, or at such option to extend Lease Term for the time Leased Premises shall be expressly conditioned upon the Tenant having a Lease of all of the Leased Premises in full force and effect upon the date of exercise of any such option and the date of commencement of any Option Periodoption period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants 15.1 So long as LSI Logic Corporation or any Successor Entity (but not any other transferee) is the Tenant hereunder and occupies at least fifty percent (50%) of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant shall have two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement Lease with respect to the entirety of the Leased Premises, the first for additional terms a period of five thirty (530) years each months from the expiration of the eighth (singularly an “Option Period” and collectively 8th) year of the Lease Term (the “Option PeriodsFirst Extension Period”), on and the same termssecond (the “Second Extension Period”) for a period of thirty (30) months from the expiration of the First Extension Period, conditions and covenants set forth in this Agreement, except subject to the monthly rental following conditions: (a) Each option to extend shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any exercised, if at all, by notice of extension unless exercise given to Landlord by Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one less than two hundred seventy (1270) year days prior to the expiration of the Primary eighth (8th) year of the Lease Term or the preceding Option expiration of the First Extension Period., as applicable; b. Base Rent for (b) Anything herein to the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretioncontrary notwithstanding, if one or more there is an Event of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month periodDefault, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement either at the time Tenant exercises any either extension option or on the commencement date of the First Extension OptionPeriod or the Second Extension Period, or at as applicable, Landlord shall have, in addition to all of Landlord’s other rights and remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. 15.2 In the event the applicable option is exercised within the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as periods set forth herein, the Lease shall be extended for the term of the applicable extension period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for each extension period shall be ninety-five percent (95%) of the “Fair Market Rent” for the Leased Premises. For purposes hereof, “Fair Market Rent” shall mean the base rent for the Leased Premises, based upon the rental rate per square foot that an unaffiliated landlord and tenant would agree to for a lease on similar terms of this Lease for the relevant Extension Period for comparable premises (in this Agreement. d. Notwithstanding anything to the contrary contained quality and size) in the Agreementvicinity of the Leased Premises, at any time after with such comparable base rent including consideration for the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason presence or no reason by giving Tenant three hundred sixty five (365) days prior written notice absence of such election (“Notice”), such termination tenant improvements or allowances existing or to be effective as provided under the lease for such premises, rental abatements, lease takeovers/assumptions, moving expenses and other forms of rental concessions, real estate brokerage commissions, proposed term of lease, extent of service provided or to be provided under the date three hundred sixty five (365) days after lease for such premises, the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any particular rate under consideration became or is to become effective and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior relevant terms or conditions, all determined pursuant to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)process described below.

Options to Extend. a. Landlord hereby grants to Tenant shall have two (2) options (singularly an “Extension Option” and collectively the “Extension Options”option(s) to extend (the term of this Agreement "EXTENSION OPTIONS") the Lease Term for additional terms of consecutive five (5) years each year period(s) (singularly an “Option Period” and collectively the “Option Periods”foregoing option term(s) shall be referred to hereinafter sometimes as the "EXTENSION TERM(s)"), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any by delivering a written notice of extension unless Tenant provides written notice delivered exercise to Landlord ("EXTENSION NOTICE") with respect to the Landlord that Tenant will applicable Extension Term, which Extension Notice may not extend be delivered earlier than the Term of this Agreement at least one date which is eighteen (118) year months prior to the expiration end of the Primary initial Lease Term or first Extension Term (as applicable) and may not be delivered later than the preceding Option Period. b. Base Rent for date which is thirty (30) days after the Reminder Notice. If Landlord has not received an applicable Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding Notice by the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any date which is twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in months prior to the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day end of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any initial Lease Term or first Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than Term (as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Dateapplicable), Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior provide written notice of such election (“Notice”), such termination "EXTENSION REMINDER NOTICE") to be effective as of Tenant that the date three hundred sixty five Extension Option will expire if Tenant fails to deliver the Extension Notice to Landlord within thirty (36530) days after the date of such notice from Landlord. If Tenant fails to deliver the Extension Notice within said thirty (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination30) day period, Tenant shall surrender be deemed to have waived its right to exercise such Extension Option. The parties acknowledge that Tenant's Extension Option will not lapse until the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing date which is thirty (30) days after the Termination Date (except as to any monies due and owing as Landlord's delivery of the Termination Date, Extension Reminder Notice pursuant to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)this Section 2.

Options to Extend. a. Landlord hereby grants Tenant has the option to Tenant extend this Lease for two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same year terms, conditions and covenants set forth in this Agreement, except accordance with the monthly rental following provisions. Each option shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension and irrevocably terminated and waived by Tenant, unless Tenant provides Landlord with a written notice delivered to (the Landlord "Extension Notice") which states that Tenant will not has elected to extend this Lease in accordance with the Term of this Agreement at least one terms hereof, which notice shall be given no later than six (16) year months prior to the expiration of the Primary Term then in effect, as such Term may be extended as provided in Section 2.03 hereof. The second extension option shall also terminate automatically in the event that the first option to extend is not exercised as aforesaid. If there has been a (i) default or breach by Tenant under this Lease and such default or breach is one as to which Landlord must give written notice and an opportunity to cure in order for such default or breach to become an Event of Default, (ii) Landlord has delivered such notice to Tenant, and (iii) Tenant has failed to cure or remedy such breach or default within thirty (30) days after receipt of such notice (or such lesser period as may be required by this Lease), then no extension option may be exercised by Tenant (unless Landlord has waived the preceding Option Period. b. Base enforcement of this provision in a writing delivered to Tenant). In addition, no extension option may be exercised by Tenant if there is then any default or breach by Tenant under this Lease or other event which, with the passing of time would ripen into an Event of Default hereunder (unless Landlord has received the enforcement of this provision in a writing delivered to Tenant). If the Term of this Lease is so extended, this Lease and all terms and provisions hereof shall remain in full force except that the Rent for the Extension Options to be paid by Tenant during such option terms shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).4.01

Options to Extend. a. Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each . b. The first Extension Option shall be exercised automatically without providing any notice of extension unless either the Landlord or Tenant provides written notice delivered to the other party that the noticing party will not extend the Term of this Agreement, with such notice being delivered during the last month immediately preceding the final 12 months of the Primary Term, or between May 1 and May 31, 2018, inclusive. c. The second Extension Option shall be exercised automatically without providing any notice of extension unless the Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to Agreement, with such notice being delivered during the expiration last month immediately preceding the final 12 months of the Primary Term or the preceding first Option Period, or between May 1 and May 31, 2023. b. d. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. e. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants to A. Tenant two shall have three (23) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement Lease Term, each for additional terms a period of five (5) years (each (singularly of which is referred to herein as an “"Option Period” and collectively the “Option Periods”Term"), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall option may be exercised automatically without providing any notice of extension unless Tenant provides only by written notice delivered given to the Landlord that Tenant will not extend the Term of this Agreement at least one earlier than twenty-four (124) year months and not later than eighteen (18) months prior to the expiration of the Primary then existing Lease Term. Tenant may not exercise any of such options at any time that there exists an Event of Tenant's Default involving those events described in Paragraph 15.A(iv), (vi) or (vii) or there exists an Event of Tenant's Default that is capable of being cured but has not been cured by Tenant. In all respects, the terms. covenants and conditions of this Lease shall remain unchanged during each Option Term, except that the Base Monthly Rent payable during each Option Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth increased in Section 3.4 of this Agreement. c. Notwithstanding accordance with Paragraph 36.B, Landlord shall have no obligation to fund additional tenant improvements in the foregoingPremises or pay Tenant's brokerage commission, any if any, and there shall be no further option to extend the Lease Term at the end of this Agreement the third Option Term. B. The Base Monthly Rent payable during each Option Term shall be deemed null and void, at Landlord’s sole discretion, if one or more ninety percent (90%) of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of "Fair Market Rent for the Premises" (as defined in Paragraph 36.D) as of the first day of the Option Term in question. Base Monthly Rent during an Option Term may be subject to an adjustment or adjustments at such times, in such amount or using such formula, as may be established in connection with determining the Fair Market Rent for the Premises. C. Property following exercise of each option to extend, the parties shall meet and endeavor to agree upon the Fair Market Rent of the Premises. If within fifteen (15) days after exercise of any of the options, the parties cannot agree upon the Fair Market Rent for the Premises as of the first day of the Option Term in question, the parties shall submit the matter to binding appraisal in accordance with the following procedure; Within thirty (30) days after exercise of the option, the parties shall either (i) jointly appoint an appraiser for this purpose or (ii) failing this joint action, separately designate a disinterested appraiser. No person shall be appointed or designated an appraiser unless he has at least five (5) years experience in appraising major commercial property in Alameda County and is a member of a recognized society of real estate appraisers. If within thirty (30) days after the appointment the two occasions before appraisers reach agreement on the Fair Market Rent for the Premises as of the first day of the Option Term in question, that value shall be binding and conclusive upon the parties. If the two appraisers thus appointed cannot reach agreement on the question presented within thirty (30) days after their appointment, then the appraisers thus appointed shall appoint a third late payment is disinterested appraiser have like qualifications. If within thirty (30) days after the appointment of the third appraiser a majority of the appraisers agree on the Fair Market Rent of the Premises as of the first day of the Option Term in question, that value shall be binding and conclusive upon the parties. If within thirty (30) days after the appointment of the third appraiser a majority of the appraisers cannot reach agreement on the question presented, then the three appraisers shall each submit their independent appraisal to occur. For this purposethe parties, a payment the appraisal farthest from the median of the three appraisals shall be disregarded, and the average of the remaining two appraisals shall be deemed to be late if it is received by Landlord after the tenth (10th) Fair Market Rent of the Premises as of the first day of the month Option Term in which question and shall be binding and conclusive upon the parties. Each party shall pay the fees and expenses of the appraiser appointed by it and shall share equally the fees and expenses of the third appraiser. If the two appraisers appointed by the parties cannot agree on the appointment of the third appraiser, they or either or them shall give notice of such Rent is duefailure to agree to the parties and if the parties fail to agree upon the selection of such third appraiser within ten (10) days after the appraisers appointed by the parties give such notice, then either of the parties, upon notice to the other party, may request such appointment by the American Arbitration Association or, on its failure, refusal or inability to act, may apply for such appointment to the presiding judge of the Superior Court of Alameda County, California. 2D. For purposes of this Paragraph, the term "Fair Market Rent for the Premises" shall mean the going market rental and any adjustment or adjustments to such time(s) Tenant and in such amount or using such formula as is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or prevailing at the time of the commencement of the Option Term in question, for comparably equipped space in buildings containing 62 between 50,000 and 250,000 square feet, located within a five (5) mile radius of the Premises, and in a condition comparable to the then condition of the Premises, taking into account all alga uses for which the Premises could be used without material alteration thereto and the value of all the improvements in the Premises made by Landlord (but adjusting for the age and then condition of such improvements) for a tenant proposing to sign a lease for a similar term and having financial qualifications similar to Tenant and using as a guide equivalent space in the size range specified above of similar age, construction, quality, use and location. There shall be excluded from any Option Period. 3) This Agreement has ever been assigned determination of "Fair Market Rent of the Premises" the rental value attributable to any improvements constructed by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained with its own funds and all Trade Fixtures and personal property of Tenant located in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice Premises. Any determination of such election (“Notice”), such termination to be effective as "Fair Market Rent of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant Premises" shall surrender the Premises to Landlord take into account rental concessions then prevailing in the condition required by the Agreement on the Termination Date and the parties shall be relieved market (e.g., "free rent," lease assumptions, payment of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Datemoving expenses, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreementetc.).

Options to Extend. a. Landlord 31.1 Tenant shall have and is hereby grants to Tenant granted two (2) options (singularly each an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement Lease Term, each for an additional terms period of five (5) consecutive years each (singularly each, an “Option Extension Period” and collectively the “Option Periods”), on the same terms, terms and conditions and covenants set forth in effect under this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year Lease immediately prior to the expiration applicable Extension Period, except that (i) Tenant shall have no further right to extend after the second Extension Period, (ii) Tenant shall have no right to exercise the second Extension Option if Tenant fails to exercise the first Extension Option, and (iii) the annual Base Rent per rentable square foot of the Primary Term or Premises payable (a) during the preceding Option Period. b. Base Rent for the first Extension Options Period shall be ninety percent (90%) of the then Prevailing Rental Rate (as set forth in Section 3.4 of this Agreement. c. Notwithstanding hereinafter defined), and (b) during the foregoing, any option to extend the Term of this Agreement second Extension Period shall be deemed null ninety-five percent (95%) of the then Prevailing Rental Rate. If Tenant exercises an Extension Option, such extension shall apply to the entire Premises. An Extension Option may be exercised only by giving Landlord irrevocable and voidunconditional written notice thereof (the “Extension Notice”) not earlier than twelve (12) months nor later than nine (9) months prior to the commencement of the applicable Extension Period. Such exercise shall, at Landlord’s sole discretionelection, be null and void if one (i) any Default shall have occurred and is continuing, or (ii) more than thirty percent (30%) of the following has occurred: 1) Premises is then subleased by parties other than Tenant has been late in the payment of Rent on three (3) or more occasions within and any twelve (12) month periodPermitted Transferees, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, date of such notice or at the time of commencement of any Option the applicable Extension Period. Except for Tenant’s rescission right provided in Section 31.3, upon delivery of an Extension Notice, Tenant shall be irrevocably bound to lease the Premises for the applicable Extension Period (notwithstanding the absence of an agreement over the Prevailing Rental Rate). 3) This Agreement has ever been assigned 31.2 For purposes of this Article 31, “Prevailing Rental Rate” means the average per rentable square foot rental rate per year for new leases and renewal leases or lease extensions executed by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained tenants for similar uses and lengths of time for similar class “A” creative office buildings in the Agreement, at any time after Xxxxxxxx/West Xxxxx submarket during the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five six (3656) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring months immediately prior to the Termination Date. Upon any date upon which such terminationPrevailing Rental Rate is to be determined), Tenant shall surrender the Premises to Landlord in the condition required where such rates were not set by the Agreement on the Termination Date and the parties terms of such leases. In all cases, such rates shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)take into consideration all relevant factors.

Options to Extend. a. Landlord Provided Tenant is not in default under any of the terms, covenants or conditions of this Lease and subject to the terms and conditions set forth hereafter, Tenant is hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively granted the “Extension Options”) option to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent Lease for the Extension Options shall be as set forth Premises leased hereunder for two consecutive five year periods: a) Tenant's option to extend this Lease is contingent upon Tenant also extending the term of lease for all the Buildings then leased within the Complex. For example, should Tenant desire to extend this lease in Section 3.4 of this Agreement. c. Notwithstanding the foregoingComplex, any Tenant must exercise its option to extend the Term Lease for each of Buildings 1 & 2, and may not, for example, elect to extend the lease on building 2 but not 1. It is hereby acknowledged that the lease expiration dates of buildings leased within the Complex might not terminate on the same date. It is further agreed that in the event Tenant does not lease all the buildings within the Complex, nevertheless, Tenant shall have the option to extend the lease on the buildings so leased per the terms of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred:paragraph 45. 1b) Tenant has been late shall notify Landlord in the payment writing of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any Tenant's exercise of its obligations under this Agreement at option to extend the time Tenant exercises any Extension Option, or at Lease for each Building leased within the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other Complex no less than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring 12 months prior to the Termination Date. Upon earliest lease expiration date of any Building leased within the Complex. c) The Lease for each building within The Complex shall be extended for a period of five years commencing upon the day after the Lease termination date for such termination, Building within the Complex and shall terminate five years later. d) The monthly Basic Rent during the extended term shall be 16 as defined in paragraph 4A. e) The then current payment for Additional Rent described in paragraph 4 D of the Lease shall continue to be adjusted according to paragraph 4D of the Lease. f) This option to extend can be exercised solely by Tenant shall surrender for its sole use of the Premises to Landlord (including any permitted subtenants and affiliates which in the condition required by the Agreement on the Termination Date total do not exceed 25% of a Complex) and the parties shall may not be relieved of further obligation under the Agreement accruing after the Termination Date (except as transferred or assigned to any monies due and owing as sublessee or other party, nor may this option be exercised by Tenant if more than 25% of the Termination Date, a Complex is then subleased to include any outstanding amounts of Rent a party other than Tenant or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Tenant's affiliates.

Options to Extend. a. Landlord hereby grants to Tenant two (2a) options The Borrower may request an extension of the Original Maturity Date (singularly an the “First Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any date twelve (12) month periodmonths from the Original Maturity Date (the “First Extension Maturity Date”), after Tenant first receiving upon satisfaction of each of the following conditions precedent: (i) The Borrower shall provide the Lender with written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month Borrower’s request to exercise the First Extension Option not more than ninety (90) days but not less than thirty (30) days prior to the Original Maturity Date (such notice, the “First Option to Extend Notice”); (ii) No Default shall have occurred or be continuing as of either or both of (i) the First Extension DSCR Test Date, and (ii) the Original Maturity Date, and the Borrower shall so certify in writing; (iii) The Borrower shall execute or cause the execution of all documents reasonably required by the Lender to exercise the First Extension Option and shall deliver to the Lender, at the Borrower’s sole cost and expense, such title insurance endorsements reasonably required by the Lender; (iv) On the First Extension DSCR Test Date, the Borrower shall pay to the Lender an extension fee equal to 0.25% of the Outstanding Credit Exposure as of the First Extension DSCR Test Date; (v) As of the First Extension DSCR Test Date, the Project shall have a Debt Service Coverage Ratio of not less than 1.15 to 1.0; and (vi) Since the later of: (i) the Effective Date; and (ii) the date upon which such Rent is duethe financial condition of each applicable Loan Party was first represented to the Lender, there shall have been no event or circumstance which has resulted in or could reasonably be expected to result in a Material Adverse Effect. 2(b) Tenant is The Borrower may request an extension of the First Extension Maturity Date (the “Second Extension Option”) to the date twelve (12) months from the First Extension Maturity Date (the “Second Extension Maturity Date”), upon satisfaction of each of the following conditions precedent: (i) The Borrower shall provide the Lender with written notice of the Borrower’s request to exercise the Second Extension Option not more than ninety (90) days but not less than thirty (30) days prior to the First Extension Maturity Date (such notice, the “Second Option to Extend Notice”); (ii) No Default shall have occurred or be continuing as of either or both of (i) the Second Extension DSCR Test Date, and (ii) the First Extension Maturity Date, and the Borrower shall so certify in default beyond any applicable cure period in writing; (iii) The Borrower shall execute or cause the performance execution of any of its obligations under this Agreement all documents reasonably required by the Lender to exercise the Second Extension Option and shall deliver to the Lender, at the time Tenant exercises any Borrower’s sole cost and expense, such title insurance endorsements reasonably required by the Lender; (iv) On the Second Extension DSCR Test Date, the Borrower shall pay to the Lender an extension fee equal to 0.25% of the Outstanding Credit Exposure as of the Second Extension DSCR Test Date; (v) As of the Second Extension DSCR Test Date, the Project shall have a Debt Service Coverage Ratio of not less than 1.25 to 1.0; and (vi) Since the later of: (i) the Effective Date; and (ii) the date upon which the financial condition of each applicable Loan Party was first represented to the Lender, there shall have been no event or circumstance which has resulted in or could reasonably be expected to result in a Material Adverse Effect. (c) Except as modified by the First Extension Option and the Second Extension Option, or at the time terms and conditions of commencement of any Option Period. 3) This this Agreement has ever been assigned by Tenant and the other than Loan Documents as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any modified and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required approved by the Agreement on the Termination Date Lender, shall remain unmodified and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due in full force and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)effect.

Options to Extend. a. Landlord hereby grants to (a) Tenant shall have two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one Lease (1the "Options to Extend") year for successive periods of ten (10) years each (the "Extension Periods"), subject to and on the terms set forth herein. Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option to Extend, it shall give Landlord a notice (the "Inquiry Notice") of such desire not later than eighteen (18) months prior to the expiration of the Primary Initial Term of this Lease or the preceding Extension Period, as the case may be. Thereafter, the Fair Market Rent (as defined in Subsection (c) below) for the applicable Extension Period shall be determined in accordance with Subsection (d) below. After the applicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (the "Exercise Notice") of its election to do so not later than fifteen (15) months prior to the expiration of the Initial Term of this Lease, or the preceding Extension Period, as the case may be. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived such Option to Extend hereunder. (b) Notwithstanding any contrary provision of this Lease, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the each Extension Period (i) this Lease is in full force and effect, (ii) there is no Event of Default of Tenant under this Lease, and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area of the Premises. (c) All of the terms, provisions, covenants, and conditions of this Lease shall continue to apply during each Extension Period, except that the Annual Fixed Rent Rate during each Extension Period (the "Extension Rent") shall be equal to the 100% of the fair market rent for the Premises determined as of the date twelve (12) months prior to expiration of the Initial Term or the preceding Option Extension Period. b. Base , as the case may be, in accordance with the procedure set forth in Subsection (d) below (the "Fair Market Rent"), but in no event shall the Fair Market Rent for the first Extension Options Period be less than the Annual Fixed Rent for the fifteenth Lease Year and in no event shall the Fair Market Rent for the second Extension Period be less than the Annual Fixed Rent for the twenty-fifth Lease Year. (d) The Fair Market Rent for each Extension Period shall be determined as follows: Within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to any Option to Extend, Landlord shall give Tenant notice of Landlord's determination of the Fair Market Rent for the applicable Extension Period. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord's determination of the Fair Market Rent, whereupon the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord within such ten (10) day period of Tenant's agreement with or objection to Landlord's determination of the Fair Market Rent, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord's determination of the Fair Market Rent as set forth in the notice from Landlord described in this subsection. (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in the City of Cambridge, Massachusetts (an "Arbitrator"). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord's appointment of the second Arbitrator. On or before the expiration of such thirty-(30) day period, the two Arbitrators shall confer to compare their respective determinations of the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to ten percent (10%) of the lower of said amounts then the final determination of the Fair Market Rent shall be equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%), then the two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the "Third Arbitrator"), who shall be instructed to determine the Fair Market Rent for the applicable Extension Period within ten (10) days after its appointment by selecting one of the amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, if any, shall be shared equally by Landlord and Tenant. (f) Regardless of the manner in which the Extension Rent is determined, the Annual Fixed Rent for each Extension Period shall be subject to adjustment as set forth in Section 3.4 of this Agreement4.1(b) hereof. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants to Tenant two Provided that Evolent Health, Inc., a Delaware corporation or any Affiliate (2as defined in Section 23.F. hereof) (collectively, “Evolent”) is not then in Default, both at the time of exercise of the Renewal Option (as hereinafter defined), in question, and at the commencement of the Renewal Period (as hereinafter defined), in question, and is then in occupancy of the Premises at the time of exercise of the Renewal Option in question, and at the time of the commencement of the Renewal Period in question, Evolent shall have three (3) successive options (singularly an “Extension Option” and collectively the “Extension Renewal Options”) to extend the term Term of this Agreement the Lease, each of which Renewal Options shall be to extend the Term for additional terms of five a three (53) years each year period (singularly an “Option Period” and collectively the “Option Renewal Periods”), on ) after the same terms, conditions and covenants set forth in this Agreement, except expiration of the monthly rental shall be adjusted as hereinafter providedinitial Term. Each Extension Renewal Option shall be exercised automatically without providing any notice of extension unless Tenant provides exercisable only by written notice delivered given by Evolent to the Landlord that Tenant will not extend the Term of this Agreement at least one later than twelve (112) year months, nor earlier than fifteen (15) months, prior to the expiration of the Primary Term initial Term, or the preceding Renewal Period then in effect, as the case may be. In the event that Evolent does not timely exercise a Renewal Option, said Renewal Option Period. b. and all successive Renewal Options shall be null and void and of no further force or effect, time being of the essence in the exercise of each Renewal Option and it being acknowledged and agreed by Evolent that Landlord shall be entitled to rely on any failure by Evolent to give written notice of its exercise of its Renewal Option by the date set forth herein for such exercise thereof. All terms and conditions of this Lease shall be applicable during the Renewal Period except that the amount of Base Rent charged for each Renewal Period shall be the then “Prevailing Market Rent”, which shall be the rent for comparable office space being leased to renewal tenants in buildings of comparable size, class and location to the Building in the Ballston submarket of Virginia, taking into account such market concessions, if any, as are then being offered to renewal tenants leasing office space of a comparable size to the Premises in buildings having a comparable size, class and location to the Building in the Ballston submarket of Virginia, including, but not limited to, if applicable, market escalations, rental abatements, tenant improvement allowances and the inclusion or exclusion of a market fee for Tenant’s then current real estate advisor. If within thirty (30) days following delivery of Evolent’s notice (or a Landlord’s Offer (as hereinafter defined) which may be given by Landlord pursuant to Section 44 below), Landlord and Evolent have not mutually agreed on the Prevailing Market Rent for the Extension Renewal Period in question (or for the Available Space in question, in the case of a Landlord’s Offer pursuant to Section 44 below), then Landlord and Tenant shall use the following method for the determination of the Prevailing Market Rent (the “3-Broker Method”): within ten (10) business days after the expiration of such thirty-day period, each party shall give written notice to the other setting forth the name and address of a Broker (as hereinafter defined) selected by such party who has agreed to act in such capacity, to determine the Prevailing Market Rent; provided, however, that Tenant shall have the right, only within the aforesaid ten business day period, to provide Landlord with written notice of Tenant’s election to withdraw its Renewal Option, in which event said Renewal Option and all successive Renewal Options shall be as set forth in Section 3.4 null and void and of no further force or effect and the Lease shall terminate on the scheduled date of expiration or earlier termination of this Agreement. c. Notwithstanding Lease. If after the foregoingexpiration of such ten business day period Tenant has not provided its notice to withdraw its Renewal Option, any option and either party has failed to extend select a Broker as aforesaid, the Term of this Agreement Prevailing Market Rent shall be deemed null and void, at Landlord’s sole discretion, if one or more determined by the Broker selected by the other party. Each Broker shall thereupon independently make his determination of the following has occurred: 1Prevailing Market Rent within twenty (20) Tenant has been late in days after the payment appointment of the second Broker. If the two Brokers’ determinations are not the same, but the higher of such two values is not more than one hundred five percent (105%) of the lower of them, then the Prevailing Market Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day average of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in two values. If the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice higher of such election two values is more than one hundred five percent (“Notice”), such termination to be effective as 105%) of the date three hundred sixty five lower of them, then the two Brokers shall jointly appoint a third Broker within ten (36510) days after the date second of the Notice (the “Termination Date”)two determinations described above has been rendered. In the event of any termination The third Broker shall independently make his determination of the Agreement Prevailing Market Rent within twenty (20) days after his appointment. The highest and the lowest determinations of value among the three brokers shall be disregarded and the remaining determination shall be deemed to be the Prevailing Market Rent. Within thirty (30) days after the later to occur of (i) the date on which Landlord and Tenant agree upon the Prevailing Market Rent or (ii) the date on which the Prevailing Market Rent is otherwise determined by Landlord the 3-broker method as provided hereinaforesaid, Landlord hereby reserves any and all rights and remedies available Evolent shall execute an amendment to Landlord under this Lease setting forth the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior terms as to the Termination DateRenewal Period. Upon any If Evolent shall fail to execute said amendment within such terminationthirty (30) day period, Tenant Evolent shall surrender the Premises to Landlord in the condition required nevertheless remain bound by the Agreement on exercise thereof, and shall pay the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except Prevailing Market Rent as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)determined above.

Options to Extend. a. 11.1 Subject to the provisions hereinafter set forth in this Article XI, Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of Term on the same terms, conditions and provisions as contained in this Agreement Lease, except as otherwise expressly provided herein, for additional terms three (3) periods of five (5) years each (singularly an “Option Period” and collectively the “Option "Extension Periods”," or individually an "Extension Period," as applicable). If exercised in accordance herewith, the first Extension Period shall commence on the first (1st) day after the Expiration Date and each successive Extension Period shall commence on the day after the expiration of the immediately preceding Extension Period. 11.2 Said options to extend each shall be exercisable in the following manner: (a) Not less than ninety (90) days prior to the Expiration Date or the last day of the applicable Extension Period, Tenant, by written notice to Landlord ("Extension Notice"), may exercise Tenant's option to extend for the next occurring Extension Period. If an option to extend the Term, as the same may have been previously extended, is not extended in the aforesaid manner, the Term and Tenant's rights hereunder and its rights to occupy and possess the Premises shall expire on the Expiration Date, or the last day of the then applicable Extension Period, as the case may be. (b) Subject to Section 11.3 hereof, if Tenant delivers an Extension Notice as aforesaid, the Term shall be extended on the same terms, conditions and covenants set forth in this Agreementprovisions as contained herein 11.3 Rent during the first Extension Period shall equal the Rent payable during the initial Term hereof, except increased by the monthly rental Increase Percentage, as that term is hereinafter defined, for the initial Term. Rent during the remaining Extension Period(s) shall be adjusted as hereinafter providedequal the Rent payable during the immediately preceding Extension Period, increased by the Increase Percentage for the immediately preceding Extension Period. Each Extension Option "Increase Percentage" shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to mean the Landlord that Tenant will not extend aggregate sum, for each year during the Term of this Agreement at least one (1) year prior to or relevant Extension Period, as the expiration case may be, of the Primary Term or lesser of (i) the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late percentage increase in the payment of Rent on three (3) or more occasions within any Consumer Price Index over the immediately preceding twelve (12) months, as calculated utilizing the Consumer Price Index for the month period, after Tenant first receiving written notice from Landlord that Tenant was late of June in the payment relevant year, and (ii) Four and One-Half Percent (4.5%). By way of example only, if the annual increase in Consumer Price Index, as calculated in accordance with the foregoing, during the initial Term is, respectively, 2%, 5%, 1%, 6% and 4.7%, the Increase Percentage to be used in calculating Rent for payable during the first two occasions before a third late payment is to occur. For this purpose, a payment Extension Period shall be deemed to be late if it is received by Landlord after the tenth equal Sixteen and One-Half Percent (10th16.5%) day of the month in which such Rent is due[2 + 4.5 + 1 + 4.5 + 4.5 = 16. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants to Tenant shall have two (2) options (singularly an “Extension Option” and collectively the “Extension Options”option(s) to extend (the term of this Agreement "EXTENSION OPTIONS") the Lease Term for additional terms of consecutive five (5) years each year period(s) (singularly an “Option Period” and collectively the “Option Periods”foregoing option term(s) shall be referred to hereinafter sometimes as the "EXTENSION TERM(S)"), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any by delivering a written notice of extension unless Tenant provides written notice delivered exercise to Landlord ("EXTENSION NOTICE") with respect to the Landlord that Tenant will applicable Extension Term, which Extension Notice may not extend be delivered earlier than the Term of this Agreement at least one date which is eighteen (118) year months prior to the expiration end of the Primary initial Lease Term or first Extension Term (as applicable) and may not be delivered later than the preceding Option Period. b. Base Rent for date which is thirty (30) days after the Reminder Notice. If Landlord has not received an applicable Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding Notice by the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any date which is twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in months prior to the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day end of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any initial Lease Term or first Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than Term (as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Dateapplicable), Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior provide written notice of such election (“Notice”), such termination "EXTENSION REMINDER NOTICE") to be effective as of Tenant that the date three hundred sixty five Extension Option will expire if Tenant fails to deliver the Extension Notice to Landlord within thirty (36530) days after the date of such notice from Landlord. If Tenant fails to deliver the Extension Notice within said thirty (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination30) day period, Tenant shall surrender be deemed to have waived its right to exercise such Extension Option. The parties acknowledge that Tenant's Extension Option will not lapse until the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing date which is thirty (30) days after the Termination Date (except as to any monies due and owing as Landlord's delivery of the Termination Date, Extension Reminder Notice pursuant to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)this Section 2.

Options to Extend. a. Landlord hereby grants to Tenant two three (23) successive options (singularly each an “Extension Option” "OPTION" and collectively collectively, the “Extension Options”"OPTIONS") to extend the term of this Agreement Lease, each for additional terms of five a one hundred sixty-eight (5168) years month period (each (singularly an “Option Period” and collectively "OPTION PERIOD" and, collectively, the “Option Periods”"OPTION PERIODS"), on upon the same terms, terms and conditions and covenants as those set forth in this AgreementLease for the Initial Term (except that no options to extend other than the Options are granted). In order to exercise an Option, except Tenant must give notice to Landlord of its intention to exercise the monthly rental applicable Option on or before the date (the "OPTION DATE") which is six (6) months prior to the end of the Initial Term or the previous Option Period, as applicable; provided, however, that it shall be adjusted a condition precedent to the exercise of each Option that Tenant shall not be in Default as hereinafter providedof the respective Option Date. Each Extension Tenant's election not to exercise an Option, or the passage of an Option Date without exercise of the subject Option, shall thereby terminate the subsequent Option or Options. The Options are personal to Tenant and may not be assigned except in connection with a permitted assignment of Tenant's interest in this Lease. Landlord shall deliver to Tenant a notice reminding Tenant of Tenant's right to exercise an Option not more than six (6) months and not less than thirty (30) days prior to the date Tenant may first exercise an Option, provided that in no event shall Landlord's failure to deliver such notice impose any liability on Landlord's part; however if Landlord fails to deliver such notice the time for Tenant's exercise of an Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered extended, if necessary, to the Landlord that Tenant will not extend the Term of this Agreement at least one date which is thirty (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (36530) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after from the date of the Notice (the “Termination Date”). In the event delivery of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due such notice from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Landlord.

Options to Extend. a. Landlord hereby grants to (a) Tenant shall have two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least Lease (the "Options to Extend") for successive periods of ten (10) years each (the "Extension Periods"), subject to and on the terms set forth herein. Tenant may only exercise the Options to Extend with respect to the entire Premises (including the Expansion Spaces). If Tenant shall desire to exercise either Option to Extend, it shall give Landlord a notice (the "Inquiry Notice") of such desire not later than twenty-one (121) year months prior to the expiration of the Primary Initial Term of this Lease or the preceding Option Extension Period. b. Base , as the case may be. Thereafter, the Fair Market Rent (as defined in Subsection (b) below) for the applicable Extension Options Period shall be as set forth determined in accordance with Subsection (e) below. After the applicable Fair Market Rent has been so determined, Tenant may exercise each Option to Extend by giving Landlord written notice (the "Exercise Notice") of its election to do so not later than (x) the date by which Fair Market Rent has been determined pursuant to this Section 3.4 10.12 or (y) eighteen (18) months prior to the expiration of this Agreement. c. Notwithstanding the foregoing, any option to extend the Initial Term of this Agreement Lease, or the preceding Extension Period, as the case may be, whichever is earlier. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, at the sole election of Landlord, Tenant shall be conclusively deemed null and voidto have waived such Option to Extend hereunder. (b) For purposes of this Section 10.12, at Landlord’s sole discretion, if one or more "Fair Market Rent" shall mean the average of (1) ninety-five percent (95%) of the following has occurred: 1) Tenant has been late fair market rental value for unfinished, shell office space in a comparable office building in the payment Xxxxxxx Square, Cambridge, Massachusetts office market area (the "Relevant Market") and (2) ninety-five percent (95%) of Rent on three (3) or more occasions within any twelve (12) month periodthe fair market rental value for the Premises, after Tenant first receiving written notice from Landlord that Tenant was late including the Expansion Spaces, and shall take into account all other relevant factors in the payment Relevant Market, including the ten (10) year term of the applicable Extension Period. In no event shall the Fair Market Rent for the first two occasions before a third late payment is to occur. For this purposeExtension Period be less than the Annual Fixed Rent for the Premises, a payment including the Expansion Spaces, for the fifteenth Lease Year and in no event shall the Fair Market Rent for the second Extension Period be deemed to be late if it is received by Landlord after less than the tenth (10th) day of Annual Fixed Rent for the month in which such Rent is duePremises, including the Expansion Spaces, for the twenty-fifth Lease Year. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. (a) Provided that Landlord hereby grants to has not given Tenant notice of default more than two (2) options (singularly an “Extension Option” and collectively times following the “Extension Options”) to extend the term date of execution of this Agreement for additional terms Amendment, and there then exists no Event of five (5) years each (singularly Default by Tenant under the Lease nor any event that with the giving of notice and/or the passage of time would constitute an “Option Period” Event of Default, Tenant shall have the right and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term for two (2) additional periods of this Agreement sixty (60) months each (i.e., the first extension term shall be deemed null commence on April 1, 2033 and voidshall expire on March 31, at Landlord’s sole discretion2038, if one or more of and the following has occurred: second extension term shall commence on April 1, 2038 and shall expire on March 31, 2043). Tenant shall exercise its right by giving Landlord prior written notice, not sooner than fifteen (15) Tenant has been late in the payment of Rent on three (3) or more occasions within any nor later than twelve (12) month periodmonths in advance of then scheduled expiration of the Term, after Tenant first receiving written notice from Landlord that Tenant was late in of Tenant’s election to extend the payment of Rent Term (i.e., not sooner than December 31, 2031 or later than March 31, 2032 for the first two occasions before extension term, and not sooner than December 31, 2036 or later than March 31, 2037 for the second extension term). The parties agree that time is of the essence and that this option is personal to Tenant and is non-transferable to any assignee or sublessee (regardless of whether any such assignment or sublease was made with or without Landlord’s consent) or other party. (b) Any such extension shall be under the same terms and conditions as provided in the Lease except that: (1) the Minimum Annual Rent payable by Tenant shall be at the then fair market value (and in no event less than the Minimum Annual Rent payable during the immediately preceding Term) and (2) upon exercise of the second option to extend, there shall be no further options to extend. (c) For the purposes of this Lease, the term “fair market value” shall mean Landlord’s reasonable determination of fair market value of rent for office/laboratory/warehouse buildings in the Eagleview Corporate Center. Landlord shall notify Tenant in writing within thirty (30) days after Tenant’s exercise of its option to extend as to Landlord’s determination of such fair market value rent. Following receipt of Landlord’s determination of fair market value rent, Tenant shall, for a third late payment is period of fifteen (15) days following such receipt, have the right to occurseek an adjustment in Landlord’s determination of fair market value rent. For this purposeThereafter, Tenant shall execute a payment lease renewal agreement in form prescribed by Landlord and reasonably acceptable to Tenant utilizing either Landlord’s determination or any subsequent mutually agreed upon determination of fair market value within thirty (30) days after Tenant’s receipt of Landlord’s notice; provided, however, if Tenant does not exercise its option to extend by the date set forth above, or having exercised its option, does not execute a lease renewal agreement within the time period required above, then Tenant shall be deemed to be late if it is received by Landlord after have revoked its option to extend, and the tenth (10th) day Lease shall terminate, without further options to extend, at the expiration of the month in which such Rent is duethen current Term. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. (a) Provided that, at the time of each such exercise, (i) this Lease is in full force and effect, and (ii) no Event of Default shall have occurred and be continuing (either at the time of exercise or at the commencement of an Extended Term) (any of which conditions described in clauses (i) and (ii) may be waived by Landlord hereby grants at any time), Tenant shall have the right and option to Tenant extend the Term of this Lease for two (2) options extended terms (singularly each, an “Extension Option” and collectively the “Extension OptionsExtended Term”) to extend the term of this Agreement for additional terms of five (5) years each by giving written notice (singularly an “Option Period” and collectively the “Option PeriodsExtension Notice”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered ) to Landlord not later than fifteen (15) months prior to the Landlord that Tenant will not expiration date of the initial Term or the first Extended Term, as applicable. The effective giving of an Extension Notice shall automatically extend the Term of this Agreement at least one Lease for the applicable Extended Term (1) year prior to provided no Event of Default shall have occurred and be continuing either on the expiration date of the Primary Term Extension Notice or at the preceding Option Period. b. commencement of an Extended Term), and no instrument of renewal or extension need be executed. Upon determination of Fair Market Rental Value (as hereinafter defined), Landlord and Tenant shall enter into an agreement setting forth the Extended Term, new Termination Date, new Base Rent for rate and any such other terms agreed to by Landlord and Tenant. In the event that Tenant fails timely to give an Extension Options Notice to Landlord, this Lease shall be as set forth in Section 3.4 automatically terminate at the end of this Agreement. c. Notwithstanding the foregoingTerm, any and Tenant shall have no further option to extend the Term of this Agreement Lease. Each Extended Term shall commence on the day immediately succeeding the expiration date of the Term or first Extended Term, as the case may be, and shall end on the day immediately preceding the fifth (5th) anniversary of the first day of such Extended Term. The Extended Terms shall be deemed null on all the terms and voidconditions of this Lease, at Landlord’s sole discretion, if one or more of and all references in this Lease to the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment Term shall be deemed to include each Extended Term, except: (i) during the second Extended Term, Tenant shall have no further option to extend the Term, and (ii) the Base Rent for each Extended Term shall be late if it is received by Landlord after equal to the tenth (10th) day Fair Market Rental Value of the month in which Premises as of the commencement of such Rent is dueExtended Term, taking into account all relevant factors, determined pursuant to paragraph (b) below. 2(b) Within thirty (30) days after receiving an Extension Notice extending the Term of this Lease pursuant to paragraph (a) above, Landlord shall provide written notice to Tenant is (the “Rent Notice”) setting forth Landlord’s good faith estimate of the Fair Market Rental Value of the Premises for the upcoming Extended Term based upon rents being paid by tenants entering into leases for space similar in default beyond any applicable cure period size, build-out and condition, amenities, build-out allowance (or lack thereof), and term in the performance Interstate 495-north suburban area (Acton, Andover, Boxborough, Carlisle, Chelmsford, Dracut, Xxxxxxxx, Xxxxxxxxx, Xxxxxx, Methuen, North Andover, Tewksbury, Tyngsborough, and Westford) (the “I-495 North Market Area”). If Tenant disputes Landlord’s estimate of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than Fair Market Rental Value as set forth in this Agreement. d. Notwithstanding anything the Rent Notice, and the parties are unable to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five reach agreement thereon within thirty (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (36530) days after the date delivery of the Rent Notice to Tenant (the “Termination DateNegotiation Period”), then Tenant may elect to rescind its election to extend the Term by written notice (the “Rescission Notice”) within ten (10) Business Days after the expiration of the Negotiation Period (the “Rescission Period”). In the event of any termination Tenant fails to provide Landlord with a Rescission Notice, the Fair Market Rental Value of the Agreement Premises shall be determined by arbitration as specified below. Within fifteen (15) Business Days after the expiration of the Rescission Period, both parties shall (i) appoint its own arbitrator by notifying the other party of its arbitrator, and (ii) Landlord and Tenant shall each simultaneously submit to the other in a sealed envelope its good faith estimate of the Fair Market Rental Value. If the higher of such estimates is not more than one hundred five percent (105%) of the lower of such estimates, then the Fair Market Rental Value shall be the average of the two estimates. If either party shall fail to identify an arbitrator or submit its sealed estimate within such fifteen (15) Business Day period after the expiration of the Rescission Period, and such failure shall continue for an additional ten (10) Business Days after written notice from the other party, the Fair Market Rental Value of the Premises shall be determined by the arbitrator appointed by the non-defaulting party. If both arbitrators shall have been so appointed, the two arbitrators thus appointed shall, within fifteen (15) Business Days after the date both arbitrators have been selected, appoint a third arbitrator. If the two initial arbitrators are unable timely to agree on the third arbitrator, then either party or its arbitrator may, on behalf of both parties, request such appointment by the Boston office of The American Arbitration Association, or its successor, or, on its failure, refusal or inability to act, by a court of competent jurisdiction. Within fifteen (15) days after the appointment of the third arbitrator, the three arbitrators shall determine the Fair Market Rental Value of the Premises and give notice thereof to the parties hereto, and the arbitrators’ determination shall be binding upon the parties; provided, however, that in determining the Fair Market Rental Value, the arbitrators shall be required to select either Landlord’s determination of Fair Market Rental Value or Tenant’s determination of Fair Market Rental Value, and in no event shall the arbitrators have the right (i) to average the final determination of Fair Market Rental Value of Landlord and Tenant, or (ii) to choose another number. All arbitrators shall be appraisers or other qualified real estate professionals who are independent from the parties who have had at least ten (10) years commercial real estate experience in the I-495 North Market Area. Each party shall pay the fees of its own arbitrator, and the fees of the third arbitrator shall be shared equally by the parties. (c) Landlord shall have no obligation to make any improvements, decorations or alterations to the Premises, other than Landlord’s existing obligations under this Lease, and Tenant shall accept the Premises in their then current “as-is” condition as provided hereinof the commencement of each Extended Term. (d) Any termination, Landlord hereby reserves any and all rights and remedies available to Landlord under cancellation or surrender of this Lease shall terminate the Agreement, at law or in equity extension options with respect to any past due amounts due from the portion of the Premises for which this Lease is terminated, canceled or surrendered. (e) Time shall be of the essence with respect to the exercise by Tenant of its rights under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord extension options granted in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)this Section 2.3.

Options to Extend. a. Landlord hereby grants Provided Tenant is not in default of this Lease beyond any applicable cure period and Tenant is open for business to the public in accordance with Article VII of this Lease, Tenant two (2) options (singularly an “Extension Option” and collectively shall have the “Extension Options”) option to extend the term of this Agreement Lease Term for additional terms one ( 1) successive period of five (5) years each (singularly an “the "Option Period” and collectively "). The option to extend as to the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental Period shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides exercisable by written notice delivered given to the Landlord that Tenant will not extend the Term of this Agreement at least no later than one hundred eighty (1180) year days prior to the expiration of the Primary Initial Term Tenant shall have no right to extend or renew this Lease other than for the preceding aforesaid Option Period. b. Base . Any cancellation or termination of this Lease shall terminate Tenant's right to the Option Period. Time is of the essence with respect to any exercise of the Option Period by Tenant. If Tenant timely exercises the option to extend as to an Option Period, the Lease Term shall be automatically extended upon all of the same terms and conditions except Fixed Rent for the Extension Options and Percentage Rent shall be as set forth in Section 3.4 of this Agreement. c. 4.02 and Section 4.03 hereof. Notwithstanding the foregoing, Landlord may reject as invalid any notice attempting to exercise the foregoing option as to extend the Term Option Period or may cancel the Option Period within 30 days of this Agreement shall be deemed null and void, at Landlord’s sole discretion, its inception if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five provisions of this Lease (365i) days after on the date of the Notice notice exercising such option is received or (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement ii) on the Termination Date date the Option Period commences, unless Tenant has cured such default or commenced such cure and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date is diligently prosecuting it to completion, within said thirty (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)30) day period.

Options to Extend. a. Landlord hereby grants All existing options to Tenant two (2) options (singularly an “Extension Option” renew the Lease or extend the Term set forth in the Lease are deleted, and collectively are replaced with the “Extension Options”) option to extend the term Term set forth in the balance of this Agreement Paragraph 4. (a) Tenant shall have the option to extend the Term for one (1) additional terms period of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”)years, on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any provided that Tenant gives Landlord written notice of extension unless Tenant provides written notice delivered to the Landlord exercise of such option on or before the date that Tenant will not extend the Term of this Agreement at least one is twelve (112) year months prior to the expiration of the Primary Term then-existing period constituting the Term, and that at the time such notice is given and on the commencement of the extension term concerned, (i) this Lease is in full force and effect, (ii) Tenant is not in default under the Lease beyond the expiration of any applicable notice and cure period given to Tenant in the Lease, (iii) Tenant has not assigned this Lease or subleased all or any portion of the Premises under any then-existing sublease, and (iv) such extension is not being exercised in connection with or for the purpose of facilitating any such assignment or sublease. Such extension term shall commence at 12:01 a.m. on the first day following the expiration of the immediately preceding Option Periodperiod constituting the Term. b. (b) During such extension term, all provisions of the Lease shall apply, except for any provision relating to the improvement of the Premises by Landlord or at Landlord’s expense, and except that the amount of Base Rent for the Extension Options such extension term shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding negotiated and determined by mutual agreement between the foregoingParties, any option to extend the Term of this Agreement and shall be deemed null the then-market rent for the Premises. The term “then-market rent” as used in the immediately preceding sentence shall mean the annual amount, projected during such extension term, that a willing, comparable, non-equity tenant (excluding assignment and voidsublease transactions) would pay, and a willing, comparable landlord of a comparable building located in the same market as the Building would accept, at Landlordarm’s sole discretionlength (without compulsion to agree) for lease extensions or renewals (including what Landlord is accepting for current lease extension or renewal transactions for the Building), for general office space of similar rentable square footage, location and quality, but excluding consideration of tenant improvement allowances and lease concessions, if one or more of any, then being given by the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice landlords of such election (“Notice”), similar projects unless such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement tenant improvement allowances and lease concessions are then being given by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law such persons in connection with lease extensions or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)renewals.

Options to Extend. a. Landlord hereby grants A. Xxxxxx, provided this Lease is in full force and effect and Tenant is not in default under any of the other terms and conditions of this Lease at the time of notification or commencement, shall have 2 options to Tenant two renew (2) options (singularly an each, a “Extension Option” and collectively the ”) this Lease, each for a term of 5 years (each, a “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option PeriodsTerm”), for the portion of the Premises being leased by Tenant as of the date the applicable Extension Term is to commence, on the same terms, terms and conditions and covenants set forth in this AgreementLease, except as modified by the monthly rental terms, covenants and conditions as set forth below: B. If Tenant elects to exercise the applicable Extension Option, then Tenant shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides provide Landlord with written notice delivered to no earlier than the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year date which is 12 months prior to the expiration of the Primary then current Term but no later than the date which is 9 months prior to the expiration of the then current Term. If Tenant fails to provide such notice, Tenant shall have no further or additional right to extend or renew the preceding Option PeriodTerm. b. C. The Base Rent in effect at the expiration of the then current Term shall be adjusted to reflect the Prevailing Market (defined below) rate as of the date the applicable Extension Term is to commence, taking into account the specific provisions of this Lease which will remain constant. Landlord shall advise Tenant of its proposal for the new Base Rent for the Premises no later than 30 days after receipt of Tenant’s written request therefor. Said request shall be made no earlier than 30 days prior to the first date on which Tenant may exercise the applicable Extension Option under this Article 35. Said notification of the new Base Rent may include a provision for its escalation to provide for a change in the prevailing market rental between the time of notification and the commencement of the applicable Extension Term. D. If Tenant and Landlord are unable to agree on a mutually acceptable Base Rent for the Extension Options Term not later than 60 days prior to the expiration of the ten current Term, then Landlord and Tenant, within 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 Extension Term (collectively referred to as the “Estimates”). If the higher of such Estimates is not more than 105% of the lower of such Estimates, then the Prevailing Market rate shall be the average of the two Estimates. If the Prevailing Market rate is not established by the exchange of Estimates, then, within 7 days after the 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 for the Premises during the Extension Term. Each appraiser so selected shall be certified as an MAI appraiser or as an ASA appraiser and shall have had at least 5 years’ experience within the previous 10 years as a real estate appraiser working in Alameda, California, 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 (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). E. Upon selection, Lxxxxxxx’s and Txxxxx’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. If either Landlord or Tenant fails to appoint an appraiser within the 7 day period referred to above, the 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 20 days after their appointment, then, within 10 days after the expiration of such 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 14 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. 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. F. If the Prevailing Market rate has not been determined by the commencement date of the applicable Extension Term, Tenant shall pay Base Rent upon the terms and conditions in effect during the last month of the then current Term until such time as the Prevailing Market rate has been determined. Upon such determination, the Base Rent for the Premises shall be retroactively adjusted to the commencement of such Extension Term for the Premises. G. The Extension Options are not transferable; the parties hereto acknowledge and agree that they intend that the aforesaid options to renew this Lease shall be “personal” to Tenant as set forth above and that in Section 3.4 no event will any assignee or sublessee have any rights to exercise the Extension Options. H. If Tenant fails to validly exercise the first Extension Option, Tenant shall have no further right extend the Term of this Agreement. c. Notwithstanding Lease. In addition, if both Extension Options are validly exercised or if Tenant fails to validly exercise the foregoingsecond Extension Option, any option Tenant shall have no further right to extend the Term of this Agreement Lease. J. For purposes of this Article 35, “Prevailing Market” shall be deemed null mean the arms length fair market annual rental rate per rentable square foot under renewal and void, at Landlord’s sole discretion, if one expansion amendments entered into on or more of about the following has occurred: 1) Tenant has been late date on which the Prevailing Market is being determined hereunder for space comparable to the Premises in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late Building and buildings comparable to the Building in the payment of Rent for the first two occasions before a third late payment is to occur. For this purposeAlameda, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective California area as of the date three hundred sixty five (365) days after the date applicable Extension Term is to commence, taking into account the specific provisions of this Lease which will remain constant, and may, if applicable, include parking charges. The determination of Prevailing Market shall take into account any material economic differences between the Notice (terms of this Lease and any comparison lease or amendment, such as rent abatements, construction costs and other concessions and the “Termination Date”). In manner, if any, in which the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such terminationlease is reimbursed for operating expenses, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date insurance costs and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)taxes.

Options to Extend. a. Landlord hereby grants to Tenant the option to extend the term of the Lease for two (2) options consecutive five (singularly an “Extension Option” and collectively 5)-year periods (the “Extension Options”) commencing when the initial lease term expires and when the first option term expires upon each and all of the following terms and conditions: (a) On a date which is prior to the date that the applicable option period would commence (if exercised) by at least two hundred seventy (270) days and not more than three hundred sixty (360) days, Landlord shall have received from Tenant a written notice of the exercise of the applicable option to extend the Lease for said additional term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option PeriodsExercise Notice”), on time being of the same termsessence. If the Exercise Notice is not so given and received, conditions the Extension Options shall automatically expire, Tenant shall no longer have the right to give an Exercise Notice and covenants set forth in this Agreement, except the monthly rental section shall be adjusted as hereinafter providedof no further force or effect. Each Tenant shall give each Exercise Notice using certified mail return receipt requested or some other method where the person delivering the package containing the Exercise Notice obtains a signature of the person accepting the package containing the Exercise Notice (e.g., by FedEx with the requirement that the FedEx delivery person obtain a signature from the person accepting the package). It shall be the obligation of Tenant to prove that Landlord received the applicable Exercise Notice in a timely manner. (b) All of the terms and conditions of the Lease except where specifically modified by this Addendum shall apply to each option term. (c) The monthly Base Rent payable during the term of each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent Market Rate on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)applicable option term commences.

Options to Extend. a. Landlord hereby grants to a) Provided, that Tenant two (2) options (singularly an “Extension Option” and collectively shall not be in default of any of the “Extension Options”) to extend the term terms or provisions of this Agreement for additional terms Lease after the expiration of five (5) years each (singularly an “Option Period” any applicable notice and collectively cure period provided herein, Tenant shall have the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered right to the Landlord that Tenant will not extend the Term of this Agreement Lease for three (3) additional consecutive periods of three (3) years each (each, a "Renewal Term" and collectively, the "Renewal Terms"), subject to and upon all of the terms and conditions provided in this Lease. All terms, covenants and conditions of this Lease shall apply during each such Renewal Term; provided, however, that the rent to be paid by Tenant to Landlord during each of the Renewal Terms shall be as described in Section 4(b) below. As currently provided in this Lease, all monthly installments of Rent during a Renewal Term shall be paid on or before the first (1st) day of each month in advance. If Tenant elects to exercise one or more of the options to extend the Term of this Lease, Tenant shall deliver written notice to Landlord, notifying Landlord of Tenant's election to exercise the same, at least one six (16) year months prior to the expiration of the Primary initial Term of this Lease or the preceding Option Period. b. Base Rent first or second Renewal Term, as the case may be. Time is of the essence of for the Extension Options giving of such notice and if any notice is not received by Landlord six (6) months prior to the expiration of each such renewal term, such option shall be as set forth null and void. Such written notice shall be delivered by certified mail or by guaranteed overnight delivery (e,g, Federal Express) to Landlord’s office designated in Section 3.4 of 30 or at such other address or location as Landlord may from time to time designate in writing. Tenant may only exercise the options consecutively. The right granted to Tenant under this Agreement. c. Notwithstanding the foregoing, any option Section to so extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more is personal to the original named Tenant of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) Lease and shall not be assigned or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is transferred to occur. For this purpose, a payment shall be deemed to be late if it is received or exercised by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent person or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)entity.

Options to Extend. a. As additional consideration for the covenants of Tenant hereunder, Landlord hereby grants unto Tenant two options (each an "Option") to Tenant extend the Term of the Lease for two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years (each (singularly an “"Option Period” Term"). The Option shall apply to all of the space currently under Lease at the time such Option is exercised and collectively the “Option Periods”), shall be on the same terms, conditions following terms and covenants set forth conditions: A. Written notice (each "Tenant's Notice") of Tenant's interest in this Agreement, except exercising the monthly rental shall be adjusted as hereinafter provided. Each Extension applicable Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered given to Landlord (i) as to the Landlord that Tenant will not extend the Term of this Agreement at least one first Option Term, no earlier than twelve (112) year months and no later than nine (9) months prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the initial Term of this Agreement shall be deemed null the Lease; and void(ii) as to the second Option Term, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any no earlier than twelve (12) month periodmonths and no later than nine (9) months prior to the expiration of the first Option Term. Not later than thirty (30) days after receiving Tenant's Notice, after Landlord shall give to Tenant first receiving notice of the rental rate applicable during the applicable Option Term, in accordance with subparagraph E below ("Landlord's Notice"). B. Tenant shall have fifteen (15) days following Tenant's receipt of Landlord's Notice within which to exercise the then applicable Option by delivering written notice from of such exercise to Landlord that under the rental rate set forth in Landlord's Notice. If Tenant was late in timely exercises the payment of Rent for then applicable Option, the first two occasions before a third late payment is to occur. For this purpose, a payment Lease shall be deemed extended and thereafter the parties shall execute an amendment to be late if it is received by Landlord after the tenth (10th) day Lease setting forth the terms of the month in which such Rent is dueextension. 2C. Unless Landlord is timely notified by Tenant in accordance with subparagraphs A and B above, it shall be conclusively deemed that Tenant does not desire to exercise an Option, and the Lease shall expire in accordance with its terms, at the end of the initial Term of the Lease (or the first Option Term, as applicable). D. Tenant's right to exercise an Option shall be conditioned on: (i) Tenant is Tenant's not being in default beyond any applicable cure period in under the performance of any of its obligations under this Agreement Lease at the time Tenant exercises any Extension Option, of exercise of the then applicable Option or at the time of the commencement of any the applicable Option PeriodTerm; and (ii) Tenant's not having subleased more than twenty-five percent (25%) of the Premises or assigned its interest under the Lease as of the commencement of the applicable Option Term or having vacated more than twenty-five percent (25%) of the Premises. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to E. The Options granted hereunder shall be upon the contrary terms and conditions contained in the Agreement, at any time after Lease except that there shall be no further option to extend the ninth full year after term of the Commencement Date, Landlord may elect to terminate Lease beyond the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination second Option Term and except that the rental to be effective paid by Tenant to Landlord during each such Option Term shall be the comparable renewal rate for comparable renewal space in first-class office buildings in the Jefferson Corporate Center as of the date three hundred sixty five of Landlord's Notice, but in no event shall the rental rate be less than the rent (365including Base Rent, Tenant's Percentage of Operating Expenses) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from which Tenant under the Agreement or any other defaults by Tenant thereunder occurring is paying immediately prior to the Termination Date. Upon any such terminationcommencement of the then applicable Option Term. F. After exercise of the second Option above described, Tenant there shall surrender the Premises to Landlord in the condition required by the Agreement be no further rights on the Termination Date and part of Tenant to extend the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as term of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Lease.

Options to Extend. a. Landlord hereby grants to (a) Tenant shall have two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one Lease (1the "Options to Extend") year for successive periods of ten (10) years each (the "Extension Periods"), subject to and on the terms set forth herein. Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option to Extend, it shall give Landlord a notice (the "Inquiry Notice") of such desire not later than fifteen (15) months prior to the expiration of the Primary Initial Term of this Lease or the preceding Extension Period, as the case may be. Thereafter, the Fair Market Rent (as defined in Subsection (c) below) for the applicable Extension Period shall be determined in accordance with Subsection (d) below. After the applicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (the "Exercise Notice") of its election to do so not later than twelve (12) months prior to the expiration of the Initial Term of this Lease, or the preceding Extension Period, as the case may be. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived such Option to Extend hereunder. (b) Notwithstanding any contrary provision of this Lease, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the each Extension Period (i) this Lease is in full force and effect, (ii) there is no Event, of Default of Tenant under this Lease, and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area of the Premises. (c) All of the terms, provisions, covenants, and conditions of this Lease shall continue to apply during each Extension Period, except that the Annual Fixed Rent Rate during each Extension Period (the "Extension Rent") shall be equal to the fair market rent for the Premises determined as of the date twelve (12) months prior to expiration of the Initial Term or the preceding Option Extension Period, as the case may be, in accordance with the procedure set forth in Subsection (d) below (the "Fair Market Rent"). b. Base (d) The Fair Market Rent for each Extension Period shall be determined as follows: Within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to any Option to Extend, Landlord shall give Tenant notice of Landlord's determination of the Fair Market Rent for the applicable Extension Options Period. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord's determination of the Fair Market Rent, whereupon the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord within such ten (10) day period of Tenant's agreement with or objection to Landlord's determination of the Fair Market Rent, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord's determination of the Fair Market Rent as set forth in the notice from Landlord described in this subsection. (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in the City of Cambridge, Massachusetts (an "Arbitrator"). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord's appointment of the second Arbitrator. On or before the expiration of such thirty (30) day period, the two Arbitrators shall confer to compare their respective determinations of the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to ten percent (10%) of the lower of said amounts then the final determination of the Fair Market Rent shall be equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%), then the two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the "Third Arbitrator"), who shall be instructed to determine the Fair Market Rent for the applicable Extension Period within ten (10) days after its appointment by selecting one of the amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, if any, shall be shared equally by Landlord and Tenant. (f) Regardless of the manner in which the Extension Rent is determined, the Annual Fixed Rent for each Extension Period shall be subject to adjustment as set forth in Section 3.4 of this Agreement4.1(b) hereof. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants to Tenant two shall have four (24) successive options (singularly an “Extension Option” and collectively the “Extension Options”"EXTENSION OPTION(S)") to renew and extend the term of this Agreement Term for additional terms consecutive periods of five (5) years each (singularly each, an “Option Period” and collectively the “Option Periods”"EXTENDED TERM"), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the The Extension Options shall be exercised by Tenant giving Landlord written notice thereof at least six (6) months prior to the end of the initial Term or previous Extended Term, as set forth the case may be; PROVIDED, that Tenant's Extension Option(s) will not in Section 3.4 any event expire from failure to exercise the same if Landlord does not give or has not given an "Exercise Deadline Notice" (as defined below). An "EXERCISE DEADLINE NOTICE" is a written notice given to Tenant at any time within the last year of the Lease Term stating as follows: "Pursuant to your Lease at Northlake, Illinois, you as Tenant have until [state deadline date that is 6 months before end of the current term] or until ten (10) business days after receipt of this Agreement. c. Notwithstanding the foregoingletter, any whichever is later, to exercise your option to extend the Lease Term for an additional 5 year term and FAILURE TO DO SO WILL RESULT IN THE LOSS OF YOUR EXTENSION OPTION(S) IN THE LEASE. NOTICE OF EXERCISE OF SUCH OPTIONS MAY BE GIVEN BY YOU AT ANY TIME AFTER YOUR RECEIPT OF THIS NOTICE, BUT MUST BE DELIVERED TO US BY SUCH DEADLINE DATE TO OUR ADDRESS FOR NOTICES UNDER THIS LEASE, WHICH IS AS FOLLOWS: [state then current address for notices]." During the Extended Term(s), except as expressly provided in this Lease, all terms and conditions of this Agreement Lease shall be deemed null remain unamended and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is duefull force and effect. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants Tenant shall have the right to Tenant extend the Lease Term (the “Extension Option”) for two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of ), five (5) years 5)-year periods (each (singularly an “Option Period” and collectively the “Option PeriodsTerm”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless ) if Tenant provides written notice delivered to the (i) gives Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (the “Option Notice”), such termination to be effective as ) not later than ninety (90) days before the expiration of the then applicable Lease Term; and (ii) there exists no uncured material default on the part of Tenant under the Lease (as described in Section 10.02 of the Original Lease) on the date three hundred sixty five (365) days after of giving the Option Notice and on the date of the Notice expiration of the then applicable Lease Term. The foregoing conditions are for the sole benefit of Landlord, and Landlord, alone, shall have the right in its sole and absolute discretion to insist on strict observance with the foregoing conditions or to waive any of the foregoing conditions. All of the terms and conditions of the Lease shall apply during each Option Term (other than the “Termination Date”obligation for Landlord to perform the improvements described in Section 4 of this 2nd Amendment, and other than the further right to extend the Lease Term after Tenant exercises the Extension Option for the second Option Term, which obligation and right shall be inapplicable). In The Base Rent for the event of any termination first year of the Agreement by Landlord first Option Term shall be in the amount of $76,187/month, and shall increase annually thereafter at a rate of two percent (2%) per annum through and including the second Option Term (if applicable). If Tenant fails to deliver an Option Notice within the prescribed time period, then the Extension Option shall lapse and there shall be no further right to extend the Lease Term. Tenant’s right to exercise the Extension Option for the second Option Term shall be conditioned upon Tenant successfully exercising the Extension Option for the first Option Term. Except as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such terminationthis Section 5, Tenant shall surrender have no right or option to extend the Premises to Landlord Lease Term, including, without limitation, the terms and conditions contained in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as Section 7 of the Termination Date, Rider to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Original Lease.

Options to Extend. a. Landlord hereby grants 3.1 Provided that the Licensee shall not be in default pursuant to Tenant the terms of the License at the relevant time and provided that Licensee has not effected any assignment of this License or sublet any part of the Equipment Room, the Licensee shall have two (2) successive and consecutive options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each, (each (singularly an “Option Period” and collectively the “Option PeriodsAdditional Term”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall to be exercised automatically without providing any notice of extension unless Tenant provides by prior written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one given no later than nine (19) year months but no earlier than twelve (12) months prior to the expiration commencement of the Primary Additional Term in question. Each Additional Term shall commence on the day immediately following the last day of the Term or the preceding Option Period.then current Additional Term, as the case may be, and shall end at midnight on the last day of the period covered by such Additional Term, unless sooner terminated in accordance with the provisions of the License. All terms and conditions of the License shall apply during each Additional Term for which the option is validly exercised, save and except that: b. Base Rent for the Extension Options a) there shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any no further option to extend the Term License after the expiry of this Agreement the last Additional Term; b) there shall be deemed no allowances or other incentives whatsoever; c) the Licensee shall accept all licensed areas under the License “as is, where is” without any work to be performed by Licensor; and d) the License Fee during each Additional Term shall be the then current market rental for similar licenses in the Building, but shall not be less than the License Fee payable by the Licensee during the last year of the Term or the Additional Term, as the case may be. 3.2 In the event Licensee does not exercise its first Additional Term within the prescribed delay indicated above, such Additional Term as well as the subsequent Additional Term, if any, shall be null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations 3.3 The rights granted under this Agreement at option to extend are personal to TELUS COMMUNICATIONS INC. and shall subsist and apply so long as such Licensee is Landlord Tenant $d114739bb56f$0C5A616D7CC448CF92EE97198F8C3F9C.docx occupying and operating the time Tenant exercises any Extension Option, entire Equipment Room and has not assigned the License. These rights may not be transferred or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreementthe Licensee. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each . b. The first Extension Option shall be exercised automatically without providing any notice of extension unless either the Landlord or Tenant provides written notice delivered to the other party that the noticing party will not extend the Term of this Agreement, with such notice being delivered during the last thirty (30) days of year 4 prior to the commencement of year 5 of the Primary Term. c. The second Extension Option shall be exercised automatically without providing any notice of extension unless the Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding first Option Period. b. d. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. e. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. (a) Landlord hereby grants to the Original Tenant and any Permitted Assignee two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement Term, for additional terms consecutive periods of five three (53) years each (singularly each, an “Option Period” Term”), which would commence on the Expiration Date or expiration of the prior Option Term, if applicable. The Option Terms shall be upon the same terms and collectively conditions as are provided in the Lease, except that the Base Rent during the applicable Option Term would be as specified below in Paragraph 49(c). The Option Term shall be exercised by Tenant giving notice to Landlord (“Extension Notice”), not earlier than twelve (12) months and not later than nine (9) months prior to the Expiration Date of the then current Term, as such may be extended as provided herein (the “Option PeriodsExercise Date”). If Tenant fails to provide such notice to Landlord on or before such date, on the same terms, conditions and covenants set forth in Tenant’s rights under this Agreement, except the monthly rental Paragraph 49 shall be adjusted as hereinafter provided. Each Extension Option null and void (and such option and any succeeding option, shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoingnull and void). Additionally, any option Tenant’s rights to extend the Term of this Agreement for the Option Term shall be deemed automatically null and void, at Landlord’s sole discretion, void immediately if one or more any of the following conditions occurs prior to the commencement of the applicable Option Term or the exercise by Tenant of the applicable Option Term: (a) there shall be a Tenant’s Default under this Lease, or the occurrence of any matter which with notice and the passage of time would become a Tenant’s Default, and such Tenant’s Default has occurred: 1not been cured within the cure period provided in this Lease or otherwise waived by Landlord, (b) Tenant has been late shall have assigned the Lease or sublet all or any portion of the Premises to anyone other than a Permitted Transferee, or (c) Tenant shall be in occupancy of less than fifty percent (50%) of the payment Premises. (b) The leasing of Rent on three (3) or more occasions within any twelve (12) month period, after the Premises by Landlord to Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment applicable Option Term shall be upon and subject to all of the terms, provisions and conditions of the Lease, except that (i) once the applicable Option Term is exercised by Tenant, the renewal rights granted by this Paragraph 49 shall not be reapplied to occur. For such Option Term, so that in no event shall Tenant have the right to renew and extend this purposeLease beyond each applicable Option Term; (ii) the Base Rent payable during the applicable Option Term shall be as determined in accordance with Paragraph 49(c) below; (iii) Tenant shall accept the Premises in their then “AS IS” condition, a payment and Landlord shall not be required to perform any tenant finish or other work to the Premises or to provide Tenant any tenant finish allowance or other allowance or inducement with respect to the Premises, except as otherwise mutually agreed to in writing by the parties; and (iv) the defined term “Term” shall be deemed to be late include the applicable Option Term when and if it is received by becomes effective. Once Tenant shall exercise the applicable Option Term in accordance with the terms and conditions of this Paragraph 49, provided that Landlord after and Tenant mutually agree to the tenth (10th) day new Base Rent to be payable during the applicable Option Term as provided in Paragraph 49(c), then Landlord and Tenant shall promptly execute an amendment to this Lease in form and substance reasonably acceptable to both of them, reflecting the leasing of the month in which such Rent is due. 2) Tenant is in default beyond any Premises for the applicable cure period in Option Term (the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than “Lease Renewal Amendment”). There shall be no renewal rights except as set forth in this AgreementParagraph 49. d. Notwithstanding anything (c) Base Rent payable during the applicable Option Term shall be at ninety-five percent (95%) of the prevailing market rate for rent, inclusive of all concessions, for the leasing of comparable space in comparable office buildings of similar quality, age and condition in the Brisbane/South San Francisco, California market area for space comparable to the contrary contained Premises or the expansion space, as applicable, taking into account factors offered by third party tenants for comparable space and comparable terms, including, without limitation, the size of the leased premises, the value of the tenant improvements paid for by Landlord already in place at the AgreementPremises at the commencement of the renewal or expansion period, at any time after as applicable, rent concessions, tenant improvement allowances, lease commissions saved or incurred, moving allowances, credit history and financial condition of the ninth full year after Tenant (collectively the Commencement Date“Prevailing Market Rate”). Within thirty (30) days following Tenant’s delivery of the notice exercising the applicable Option Term, Landlord may elect to terminate shall advise Tenant of Landlord’s determination of the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective Prevailing Market Rate on a rentable square foot basis as of the date three hundred sixty beginning of the applicable Option Term and any escalations during the applicable Option Term. Within thirty (30) days of receipt of Landlord’s notice and determination, Tenant shall advise Landlord, in writing, whether or not Tenant accepts or rejects the Landlord’s determination of the Prevailing Market Rate and concessions proposed by Landlord. Tenant’s failure to accept or reject in writing Landlord’s determination of the Prevailing Market Rate and concessions proposed by Landlord within such thirty (30) day period shall be deemed rejection by Tenant, and the Prevailing Market Rate shall be determined in the manner provided below. If Tenant accepts such rate and concessions in writing, then the monthly Base Rent during the applicable Option Term shall be ninety-five percent (36595%) of said Prevailing Market Rate as reflected in the Lease Renewal Amendment. If Tenant rejects the Landlord’s determination of the Prevailing Market Rate and concessions whether by giving Landlord notice or failing to give Landlord notice, then Landlord and Tenant shall negotiate in good faith for a period of thirty (30) days after the date of Tenant’s rejection notice to resolve the Notice Prevailing Market Rate and concessions. If Landlord and Tenant have not agreed upon the Prevailing Market Rate and concessions on or before the expiration of such 30-day period, Tenant’s exercise of the applicable Option Term shall be null and void, unless Tenant, within ten (10) days after the expiration of such 30-day period, delivers written notice to Landlord electing to submit the determination of Prevailing Market Rate and concessions to arbitration (the “Termination DateArbitration Notice”) in which case the Prevailing Market Rate shall be determined as set forth in Paragraph 49(d). (d) If Tenant delivers the Arbitration Notice on or before the period set forth above, such arbitration shall be conducted and determined in South San Francisco, California, in accordance with the then-prevailing rules of JAMS or its successor for arbitration of real estate valuation disputes, except that the procedures mandated by such rules shall be modified as follows: (i) In the Arbitration Notice, Tenant shall provide the name and address of the person to act as the arbitrator on Tenant’s behalf. The arbitrator designated by Tenant in Tenant’s Arbitration Notice shall be a real estate appraiser with at least ten (10) years full-time commercial real estate experience who is familiar with rental rates for office space in South San Francisco, California. Within ten (10) business days after the service on Landlord of Tenant’s Arbitration Notice, Landlord shall give written notice to Tenant specifying the name and address of the person designated by Landlord to act as arbitrator on Landlord’s behalf, which arbitrator shall be subject to the same qualification requirements as apply to the arbitrator selected by Tenant. (ii) If two arbitrators are chosen pursuant to subparagraph (d)(i) above, the two arbitrators so chosen shall meet within ten (10) business days after the second arbitrator is appointed and together shall appoint a third arbitrator, who shall be a competent and impartial person who satisfies the same qualification requirements as apply to the arbitrators selected by Tenant and Landlord above. If the first two arbitrators are unable to agree upon such appointment of the third arbitrator within five (5) business days after the expiration of such ten (10) business day period, the third arbitrator shall be selected by the parties themselves and if the parties cannot so agree, then either party, on behalf of both, may request appointment of such a qualified person by the then president of the San Francisco Association of Realtors. The three arbitrators shall decide the dispute, if it has not been previously resolved, by following the procedures set forth in subparagraph (d)(iii) below. (iii) The Prevailing Market Rate for the applicable period shall be fixed by the three arbitrators in accordance with the following procedures: (1) Each of the two arbitrators selected by the parties shall state, in writing, such arbitrator’s determination of the Prevailing Market Rate for the applicable Option Term supported by the reasons therefor. The third arbitrator shall perform its own investigation without consulting the other two arbitrators and shall make its own determination of the Prevailing Market Rate for the applicable Option Term. (2) Within five (5) days after the third arbitrator has reached its own determination, the third arbitrator shall arrange a meeting at which time the two arbitrators selected by each party shall submit to the third arbitrator each such arbitrator’s determination of Prevailing Market Rate. The role of the third arbitrator shall be to select whichever of the two proposed resolutions most closely approximates the third arbitrator’s own determination of Prevailing Market Rate for the Option Period. The third arbitrator shall have no right to propose a middle ground or any modification of either of the two proposed resolutions. The resolution the third arbitrator chooses as that most closely approximating the third arbitrator’s determination of the Prevailing Market Rate shall constitute the decision of the arbitrators and shall be final and binding upon the parties. Base Rent payable during the applicable Option Term shall be at ninety-five percent (95%) of the third arbitrator’s determination of the Prevailing Market Rate. (3) In the event of a failure, refusal, or inability of any termination arbitrator to act, the arbitrator in question shall appoint a successor for himself or herself, but in the case of the Agreement by Landlord third arbitrator, a successor shall be appointed in the same manner as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity set forth herein with respect to any past due amounts due from Tenant under the Agreement or any appointment of the original third arbitrator. The arbitrators shall attempt to decide the issue within fifteen (15) business days after the appointment of the third arbitrator. Notwithstanding the other defaults provisions in this Paragraph 49, if the proposal of the arbitrator appointed by Landlord and the proposal of the arbitrator appointed by Tenant thereunder occurring prior to are identical, such proposal shall be binding and conclusive upon the Termination Dateparties. Upon any such termination, Tenant Each party shall surrender pay the Premises to Landlord in fees and expenses of its respective arbitrator and both shall share equally the condition required by fees and expenses of the Agreement on third arbitrator. Attorneys’ fees and expenses of counsel and of witnesses for the Termination Date and the respective parties shall be relieved of further obligation under paid by the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent respective party engaging such counsel or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)calling such witnesses.

Options to Extend. a. Landlord Lessor hereby grants to Tenant two (2) options (singularly Lessee, if Lessee shall not be in default in the performance of any obligations under this Lease, an “Extension Option” and collectively the “Extension Options”) option to extend the term of this Agreement Lease for additional terms One (1) period (s) of Fifteen (15) years. Such extended term shall begin on July 1, 2018 and shall end on June 30, 2033. All of the covenants, terms, and conditions of this Lease shall remain in full force and effect during such the extended term of this Lease except as expressly set forth herein. The annual rent due under this Lease for the extended term shall be increased by ten percent (10%) in each five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), year period based on the same termsprevious period's rental rate, conditions with each such increase in the rent to be effective on July 1, 2018, July 1, 2023, and covenants set forth in this AgreementJuly 1, except 2028 and to remain effective during the monthly rental shall five (5) year period from and including such date. Lessee Shall be adjusted as hereinafter provided. Each Extension Option shall be deemed to have automatically exercised automatically without providing any notice of extension unless Tenant provides written notice delivered its option to the Landlord that Tenant will not extend the Term term of this Agreement at least Lease for the renewal term of fifteen (15) years unless Lessee shall, not less than one hundred twenty (1120) year days prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 original term of this Agreement. c. Notwithstanding Lease, give written notice to Lessor confirming that this Lease shall expire on the foregoing, any expiration date of the original term of this Lease. In no event shall the original term and extended term of this Lease exceed Thirty (30) years. In the event Lessee has exercised its option to extend the Term term of this Agreement shall be deemed null and voidLease for such fifteen (15) year period, at Landlord’s sole discretion, if one or more a subsequent default by Lessee prior to the expiration of the following has occurred: 1) Tenant has been late in original term of this Lease shall give Lessor, but not Lessee, the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect right to terminate this Lease on or before the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the expiration date of the Notice (the “Termination Date”)original term of this Lease. In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).-------------------------------------------------------------------------------- 83

Options to Extend. a. Landlord hereby grants to Tenant shall have two (2) options (singularly an each a “Extension Renewal Option” and collectively the “Extension Options”) to extend the term Term, with respect to all or any portion of this Agreement the Premises described below, for additional terms successive periods of five (5) years each following the end of the initial Term (singularly an each a “Option Renewal Period” and collectively the “Option Renewal Periods”), so long as this Lease is then in effect and no Event of Default by Tenant relating to any monetary obligation of this Lease exists at the time of the exercise of the applicable Renewal Option. In the event that Tenant desires to exercise its option to renew the Term for a Renewal Period, Tenant shall so notify Landlord in writing on or before the twelfth (12th) month prior to the last day of the Term. Tenant shall specify in such notice to Landlord the portions of the Premises which Tenant desires to lease for the applicable Renewal Period which shall eliminate from the Premises only that Eliminated Area described below (the “Renewal Space”). If Tenant fails to designate the portion of the Premises which Tenant desires to lease, Tenant shall be deemed to have elected to lease the entire Premises. Upon the giving of such notice, this Lease and the Term hereof shall automatically be extended for five (5) years without the necessity for the execution of any other instrument in confirmation thereof except for a document memorializing the Annual Rent established as set forth in Section 3.3 below for the then extended Term. Notwithstanding the foregoing, Tenant’s Renewal Options will not lapse because of Tenant’s failure to exercise any Renewal Option unless Landlord gives Tenant notice that Tenant has failed to exercise such Renewal Option prior to the period provided above, and Tenant shall have failed to exercise such option within ten (10) days following Tenant’s receipt of such notice. Except for the reduced square footage (if applicable), the rent payable during the applicable Renewal Period, which shall be determined in the manner provided in Section 3.3 below, and the fact that there shall be no further option to extend beyond the second Renewal Period or with respect to any Eliminated Area (as defined below), each extension shall be upon all the same terms, conditions and covenants set forth provisions as contained in this AgreementLease. In the event Tenant exercises either Renewal Option as to a portion, except and not all, of the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to then current Premises, (i) the Landlord that Tenant will not extend the Term of this Agreement Renewal Space must contain at least one hundred thirty thousand (1130,000) year prior square feet of rentable area; (ii) the space eliminated from the Premises pursuant to this Section (the “Eliminated Area”) must, to the expiration extent reasonably possible, be internally contiguous; (iii) each portion of the Primary Term Eliminated Area must contain at least 10,000 contiguous square feet of rentable area and be marketable as office or research and development space on commercially reasonable terms and in accordance with all Legal Requirements; and (iii) the preceding Option Period. b. Base Rent for Eliminated Area must have access to legally appropriate restrooms, elevator lobby and fire stairs on the Extension Options applicable floor of the Building and shall have an approximately proportionate share of the exterior window walls on the applicable floor of the Building when compared with the Renewal Space. The cost of partitioning the Renewal Space from the Eliminated Area shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding paid by Landlord. Once the foregoingEliminated Area has been separated from the Premises, any Tenant shall no longer have an option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Eliminated Area.

Options to Extend. a. Landlord hereby grants to (a) Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least have one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement Lease (the "Option to Extend") for a period of five (5) years (the "Extension Period"), subject to and on the terms set forth herein. Tenant may only exercise the Option to Extend with respect to the entire Premises. If Tenant shall desire to exercise the Option to Extend, it shall give Landlord a notice (the "Inquiry Notice") of such desire not later than fifteen (15) months prior to the expiration of the Initial Term of this Lease. Thereafter, the Fair Market Rent (as defined in Subsection (c) below) for the Extension Period shall be deemed null and void, at Landlord’s sole discretion, if one or more of determined in accordance with Subsection (d) below. After the following has occurred: 1) Tenant Fair Market Rent has been late in so determined, Tenant shall exercise the payment Option to Extend by giving Landlord notice (the "Exercise Notice") of Rent on three (3) or more occasions within any its election to do so not later than twelve (12) month periodmonths prior to the expiration of the Initial Term of this Lease. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to the Option to Extend, after Tenant first receiving written notice from shall be conclusively deemed to have waived such Option to Extend hereunder. (b) Notwithstanding any contrary provision of this Lease, the Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for the Option to Extend and on the date of commencement of the Extension Period (i) this Lease is in full force and effect, (ii) there is no Event of Default of Tenant under this Lease, and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area then comprising the Premises. (c) All of the terms, provisions, covenants, and conditions of this Lease shall continue to apply during the Extension Period, except that Tenant was late the Annual Fixed Rent Rate during the Extension Period (the "Extension Rent") shall be equal to the fair market rent for the Premises determined as of the date twelve (12) months prior to expiration of the Initial Term in accordance with the payment of procedure set forth in Subsection (d) below (the "Fair Market Rent"). (d) The Fair Market Rent for the first two occasions before a third late payment is Extension Period shall be determined as follows: Within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to occurthe Option to Extend, Landlord shall give Tenant notice of Landlord's determination of the Fair Market Rent for the Extension Period. For this purposeWithin ten (10) days after Tenant receives such notice, a payment Tenant shall notify Landlord of its agreement with or objection to Landlord's determination of the Fair Market Rent, whereupon the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord within such ten (10) day period of Tenant's agreement with or objection to Landlord's determination of the Fair Market Rent, then the Fair Market Rent for the applicable Extension Period shall be deemed to be late if it is received by Landlord after the tenth (10th) day Landlord's determination of the month in which such Fair Market Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in the notice from Landlord described in this Agreementsubsection. d. Notwithstanding anything (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of Fair Market Rent under the contrary contained preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of a commercial real estate broker having at least ten (10) years experience in the Agreementcommercial leasing market in the City of Cambridge, at any time after the ninth full year after the Commencement DateMassachusetts (an "Arbitrator"). Within five (5) days thereafter, Landlord may elect shall by notice to terminate Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Agreement Fair Market Rent for any reason or no reason by giving Tenant three hundred sixty five the Extension Period within thirty (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (36530) days after the date Landlord's appointment of the Notice second Arbitrator. On or before the expiration of such thirty (30) day period, the two Arbitrators shall confer to compare their respective determinations of the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to ten percent (10%) of the lower of said amounts then the final determination of the Fair Market Rent shall be equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%0 , then the two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the “Termination Date”)"Third Arbitrator") , who shall be instructed to determine the Fair Market Rent for the Extension Period within ten (10) days after its appointment by selecting one of the amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, if any, shall be shared equally by Landlord and Tenant. In no event shall the event of any termination of rent for the Agreement Extension Period be less than the rent paid by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring Lease during the lease year prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as commencement of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Extension Term.

Options to Extend. a. Landlord hereby grants Subject to the following terms hereof, the Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) shall be entitled to extend the term of this Agreement Lease for additional terms two (2) further and consecutive periods of five (5) years each (singularly with the first (the "FIRST EXTENSION TERM") commencing on the day after the expiry date of the original Term of this Lease, and each an “Option Period” and collectively the “Option Periods”"EXTENSION TERM"), on provided that, as preconditions to the same termsTenant exercising such right, conditions and covenants set forth the Tenant shall: (i) not then be in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides default; (ii) have given written notice delivered to the Landlord that Tenant will not extend of the Term exercise of this Agreement option at least one nine (19) year months prior to the expiration expiry of the Primary immediately preceding original Term or Extension Term, as the preceding Option Period.case may be. Each such Extension Term shall be on the terms and conditions set out in this Lease, save and except that: b. Base (a) there shall be no further or other right of extension or renewal beyond the second Extension Term; (b) the Premises shall be taken on an "as is" basis and there shall be no rent-free or fixturing periods, and no allowances or inducements; (c) the Basic Rent shall be in such amount as the Landlord and the Tenant may agree, based on fair market value rent for the Extension Options Premises; and (d) the Tenant shall be as set forth in Section 3.4 enter into an agreement prepared by the Landlord to give effect to the terms of this Agreement. c. Notwithstanding such extension. In the foregoing, any option event that the Landlord and the Tenant are unable to extend agree upon the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Basic Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it paid by the Tenant during an Extension Term by a date which is received by Landlord after the tenth sixty (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (36560) days after the date of notice is delivered, then the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender be entitled to terminate the Premises to Landlord in the condition required by the Agreement Lease during such sixty (60) day period effective on the Termination Date and expiry date. If the parties Tenant does not elect to terminate within such time period, then such Basic Rent shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)determined in accordance with Section 2 hereof.

Options to Extend. a. Landlord Lessor hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively Lessee the “Extension Options”) option to extend the term of this Agreement Lease for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any additional twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in period(s) commencing when the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day prior term expires upon each and all of the month in which such Rent is due.following terms and conditions: 2(i) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension OptionIn order to exercise an option to extend, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior Lessee must give written notice of such election to Lessor and Lessor must receive the same at least five 5 months prior to the date that the option period would commence, time being of the essence. If proper notification of the exercise of an option is not given and/or received, such option shall automatically expire. Options (if there are more than one) may only be exercised consecutively. (ii) The provisions of paragraph 39, including those relating to Lessee’s Default set forth in paragraph 39.4 of this Lease, are conditions of this Option. (iii) Except for the provisions of this Lease granting an option or options to extend the term, all of the terms and conditions of this Lease except where specifically modified by this option shall apply. (iv) This Option is personal to the original Lessee, and cannot be assigned or exercised by anyone other than said original Lessee and only while the original Lessee is in full possession of the Premises and without the intention of thereafter assigning or subletting. (v) The monthly rent for each month of the option period shall be calculated as follows, using the method(s) indicated below: (Check Method(s) to be Used and Fill in Appropriately) o I. Cost of Living Adjustment(s) (COLA) a. On (Fill in COLA Dates): the Base Rent shall be adjusted by the change, if any, from the Base Month specified below, in the Consumer Price Index of the Bureau of Labor Statistics of the U.S. Department of Labor for (select one): o CPI W (Urban Wage Earners and Clerical Workers) or o CPI U (All Urban Consumers), for (Fill in Urban Area): All Items (1982-1984=100), herein referred to as “CPI”. b. The monthly rent payable in accordance with paragraph A.I.a of this Addendum shall be calculated as follows: the Base Rent set forth in paragraph 1.5 of the attached Lease, shall be multiplied by a fraction the numerator of which shall be the CPI of the calendar month 2 months prior to the month(s) specified in paragraph A.I.a. above during which the adjustment is to take effect, and the denominator of which shall be the CPI of the calendar month which is 2 months prior to (select one): o the first month of the term of this Lease as set forth in paragraph 1.3 (“NoticeBase Month”)) or o (Fill in Other “Base Month”): . The sum so calculated shall constitute the new monthly rent hereunder, but in no event, shall any such termination to new monthly rent be effective as less than the rent payable for the month immediately preceding the rent adjustment. c. In the event the compilation and/or publication of the date three hundred sixty five (365) days after CPI shall be transferred to any other governmental department or bureau or agency or shall be discontinued, then the date of index most nearly the Notice (same as the “Termination Date”)CPI shall be used to make such calculation. In the event that the Parties cannot agree on such alternative index, then the matter shall be submitted for decision to the American Arbitration Association in accordance with the then rules of any termination said Association and the decision of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under arbitrators shall be binding upon the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Dateparties. Upon any such termination, Tenant The cost of said Arbitration shall surrender the Premises to Landlord in the condition required be paid equally by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Parties.

Options to Extend. a. Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to Lessee may extend the term of this Agreement Term for one (1) additional terms period of five (5) years each (singularly an “Option Period” the "EXTENDED TERM") upon all the terms and collectively conditions of this Lease, subject to the “Option Periods”), on the same following terms, conditions and covenants set forth exceptions. Lessee must exercise the Option, if at all, by giving written notice of its intention to do so no earlier than nine (9) and no later than six (6) months prior to the end of the Original Term: (a) Lessee's option shall automatically terminate upon any transfer, assignment, sublease, conveyance, hypothecation or encumbrance of the Lease (except to a Permitted Transferee) for which Lessor's consent is required, or if the use of the Premises specified in this Agreement, except Paragraph 1.8 and 6 is changed without the monthly rental consent of Lessor. (b) Base Rent for the first Extended Term shall be adjusted equal to the Fair Market Rate (the "FMRR") of the Premises as hereinafter providedof the commencement of such Extended Term. Each Extension Option As used herein, FMRR shall mean the rent that a willing lessee would pay to a willing lessor, with neither party under any financial duress, in an arm's length transaction, for property similar to the Premises, as the Premises are then improved (and taking into account that there shall be exercised automatically without providing any no free rent period and no payment of broker's commissions), in the market area in which the Premises are located. Not more than nine (9), nor less than six (6) months before the end of the Original Term, Lessee shall provide Lessor with its written notice that it wishes to exercise its option as provided for herein. Within thirty (30) days of Lessor's receipt of such notice, Lessor shall provide Lessee, in writing, its good faith opinion of the FMRR of the Premises as of the end of such term ("LESSOR'S FMRR NOTICE"). If Lessee objects to Lessor's determination of the FMRR of the Premises for the Extended Term, Lessee shall notify Lessor in writing, within fifteen (15) days after receipt of Lessor's notice of extension unless Tenant provides written the FMRR, that Lessee disagrees with Lessor's determination. The parties shall then attempt to agree upon the FMRR. In the event that Lessor and Lessee are unable to agree upon the FMRR of the Premises within thirty (30) days of Lessor's receipt of Lessee's notice delivered that it disagrees with the Lessor's FMRR Notice, then the FMRR shall be determined by appraisal in the manner provided below. Until the appraisal procedures are finalized, Lessee shall continue to pay Lessor the Landlord that Tenant will not extend the Term amount of this Agreement at least one (1) year prior to Base Rent due immediately preceding the expiration of the Primary Term or Lease Term. After the preceding Option Period. b. determination of the appraisers is final, Lessee shall promptly make payment to Lessor for any underpayment of Base Rent owing for prior months. The FMRR of the Premises shall be determined as follows: The Premises shall be appraised by an MAI appraiser chosen by Lessor ("FIRST APPRAISAL") and the appraisal report forwarded to Lessee. If the First Appraisal is deemed unacceptable by Lessee, then Lessee shall so advise Lessor in writing within ten (10) working days after receipt of the First Appraisal and Lessee shall have the right to engage an MAI appraiser to appraise the Premises ("SECOND APPRAISAL") and the appraisal report forwarded to Lessor. In the event Lessor shall deem the Second Appraisal unacceptable, then Lessor shall advise Lessee within ten (10) working days after receipt of the Second Appraisal, and the first appraiser and second appraiser shall together choose a third MAI appraiser who shall appraise the Premises (the "THIRD APPRAISAL") and forward the appraisal report to Lessor and Lessee. The cost of the second appraisal shall be borne by Lessee, and the cost of the third Appraiser, if any, shall be shared equally by the parties. All Appraisers shall have no less than five (5) years experience (up to and including the date of instituting the appraisal process, of appraising property like the Premises, in the market area where the Premises are located. If the Third Appraiser is greater than the highest or lower than the lowest of the First and Second Appraisals, then the FMRR for the Extension Options Premises shall be as set forth in Section 3.4 the average of this Agreement. c. Notwithstanding the foregoingFirst and Second Appraisals. If the Third Appraisal is not greater than the highest nor lower than the lowest of the First and Second Appraisals, any option to extend then the Term of this Agreement FMRR for the Premises shall be deemed null and void, at Landlord’s sole discretion, if one or more the sum of the following has occurred: 1) Tenant has been late in the payment of Rent on three appraisals, divided by three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur). For this purpose, a payment The appraisal process shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other commence no later than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty forty-five (36545) days prior written notice of such election (“Notice”), such termination to be effective as the effect date of the date three hundred sixty five Extended Term and shall be concluded within thirty (36530) days after the date start of the Notice (appraisal process. Notwithstanding anything else herein to the “Termination Date”). In contrary, in no event shall the event of Base Rent for any termination Extended Term be less than that in effect at the end of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Term.

Options to Extend. a. Landlord SECTION 2.1. Tenant shall have, and is hereby grants to Tenant two given, eight (2) 8) separate options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement initial Term upon the terms, covenants, and provisions herein contained, for additional terms successive periods of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on each. Each such option shall be exercisable by Tenant giving notice to Landlord of Tenant’s intention to exercise the same termsprovided Tenant is not then in default under this Lease, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one less than twelve (112) year months prior to the expiration date of the Primary Term initial Term, or the preceding Option Periodexpiration date of the then current extended Term, as the case may be; provided that, if Tenant shall fail to give any such notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option and Tenant may exercise such option at any time until the expiration of said thirty (30) day period or the end of the then existing Term, whichever occurs first. b. Base Rent for SECTION 2.2. It is the Extension Options shall be as intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in Section 3.4 2.1 through inadvertent failure to give notice of exercise thereof within the time limits prescribed. Accordingly, if Tenant shall fail to give notice to Landlord of Tenant’s election to extend the Term for any of the extended Terms and if Landlord shall fail to give notice to Tenant of Landlord’s election to terminate Tenant’s right to extend this Agreement. c. Notwithstanding Lease under the foregoingoption applicable thereto, any then and so often as such event shall occur, the Term shall be automatically extended from year to year upon all of the terms and conditions then in effect (provided, however, annual fixed rent shall be at the rate that would have been in effect had Tenant exercised its option to extend the Term), subject to Tenant’s right under such option to extend the Term for the remainder of this Agreement shall be deemed null the extended Term covered thereby and void, at to Landlord’s sole discretion, if one or more of right to place the following has occurred: 1thirty (30) Tenant has been late day limit on such option by a notice in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late manner provided in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is dueSection 2.1. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants Tenant shall have the right and option to Tenant extend the Term for two (2) options additional periods (singularly each, an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option PeriodsTerm”), in the case of the first Extension Term, commencing the day after the expiration of the Initial Term, and ending on the same termsfifth anniversary of the expiration of the Initial Term, conditions and covenants set forth in this Agreementthe case of the second Extension Term, except commencing the monthly rental day after the expiration of the first Extension Term and ending on the fifth anniversary of the expiration of the first Extension Term, provided that Tenant shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any give Landlord notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term Tenant’s exercise of this Agreement at least one each such option no more than eighteen (118) year months and no less than fifteen (15) months prior to the expiration of the Primary Term then current Term, and provided further that Tenant shall not be in default at the time of giving such notice or at the preceding Option Period. b. Base Rent for commencement of the Extension Options Term in the performance or observance of any of the terms and provisions of this Lease on the part of the Tenant to be performed or observed. Landlord shall deliver to Tenant at least thirty (30) days and no more than sixty (60) days a reminder notice of its right to extend the Term hereunder, provided that any delay in delivery of such notice after the sixteenth (16th) month prior to the expiration of the then current term shall result in a corresponding delay in all dates under this Article XV. Prior to the exercise by Tenant of the first such option, the expression “Term” shall mean the Initial Term, and after the exercise by Tenant of the subsequent option, the expression “Term” shall mean the Term as it has been then extended. All of the terms, covenants, conditions, provisions and agreements in this Lease contained shall be applicable to the then Extended Term, except as hereinafter set forth in Section 3.4 forth. If Tenant shall give notice of its exercise of this Agreement. c. Notwithstanding option to extend in the foregoingmanner and within the time period provided aforesaid, the Term shall be extended upon the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to give timely notice of the exercise of any such option as aforesaid, Tenant shall have no right to extend the Term of this Agreement shall be deemed null and voidLease, at Landlord’s sole discretion, if one or more time being of the following has occurred: 1) Tenant has been late in essence of the payment foregoing provisions. It is a condition of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord the exercise of the second Extension Term that Tenant was late in the payment of Rent shall have exercised its option for the first two occasions before a third late payment is to occurExtension Term. For this purpose, a payment The Annual Basic Rent Rate payable during each Extension Term shall be deemed to be late if it is received by Landlord after the tenth greater of (10tha) day the Annual Basic Rent Rate for the last year of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period Initial Term, in the performance case of any the first Extension Term, and for the last year of its obligations under this Agreement at the time Tenant exercises any first Extension OptionTerm, in the case of the second Extension Term, or at (b) the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth Fair Market Rent determined in this Agreement. d. Notwithstanding anything to the contrary contained accordance with Section 15.1 above, increased in the Agreementcase of either (a) or (b) by Fair Market Rent step increases as determined in accordance with Section 15.1 above, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as on each anniversary of the date three hundred sixty five (365) days after the date extension of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Term.

Options to Extend. a. (a) Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement the Lease, each for an additional terms period of five (5) years each (singularly an “Option Period” the "First Option" and collectively the “Option Periods”"Second Option", respectively as the case may be), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to commencing immediately after the expiration of the Primary initial Term or and the preceding expiration of the First Option Period. b. term, respectively. The First Option and the Second Option shall each be upon the same material terms and conditions contained in this Lease, except that (i) the Monthly Base Rent for the Extension Options Premises shall be as equal to 95% of the fair market rent for the Premises for the First Option and 100% of the fair market rent for the Second Option, determined in the manner set forth in Section 3.4 subparagraph (b) below, (ii) Tenant shall accept the Premises for each option period in an "as is" condition without any obligation of this Agreement. c. Notwithstanding Landlord to repaint, remodel, repair, improve or alter the foregoingPremises, any option and (iii) there shall be no further options to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more term of the following has occurred: 1) Lease. Tenant's election to exercise the First Option must be given to Landlord in writing no less than 270 days prior to expiration of the initial Term and Tenant's election to exercise the Second Option must be given to Landlord in writing no less than 270 days prior to expiration of the First Option term. If Tenant has been late properly exercises the options granted herein, references in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in Lease to the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment Term shall be deemed to mean the First Option term or the Second Option term respectively as the case may be late unless the context clearly provides otherwise. Notwithstanding anything to the contrary contained, herein, the First Option and the Second Option shall automatically terminate without notice and shall be of no further force and effect, whether or not Tenant has timely exercised such option, if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement a Default exists at the time Tenant exercises any Extension Option, of exercise of either option or at the time of commencement of any Option Periodeither option term. 3(b) This Agreement has ever been assigned If Tenant properly exercises the First Option or the Second Option, the Monthly Base Rent during the respective option term shall be determined in the following manner. The Monthly Base Rent shall be increased to an amount equal to 95% of the fair market rent for the Premises as of the commencement of the First Option term to an amount equal to 100% of the fair market rent for the Premises as of the commencement of the Second Option Term, in each case as specified by Landlord by notice to Tenant other not less than sixty (60) days prior to commencement of the respective option term, subject to Tenant's right of arbitration as set forth below. For the purposes of this Addendum, the determination of fair market rent shall take into account tenant improvement allowances, free rent or other benefits or allowances offered tenants that may not be reflected as reductions in this Agreementthe monthly rent charged by a landlord, but reduce the overall return to a landlord. If Tenant believes that the fair market rent specified by Landlord exceeds the actual fair market rent for the Premises as of commencement of the respective option term, then Tenant shall so notify Landlord within ten (10) business days following receipt of Landlord's notice. If Tenant fails to so notify Landlord within said ten (10) business days, Landlord's determination of the fair market rent for the Premises for the First Option Term or the Second Option Term respectively, shall be final and binding upon the parties. If the parties are unable to agree upon the fair market rent for the Premises within ten (10) days after Landlord's receipt of notice of Tenant's objection, the amount of Monthly Base Rent as of commencement of the respective option term shall be determined as follows: (1) Within 30 days after receipt of Landlord's notice specifying fair market rent, Tenant, at its sole expense, shall obtain and deliver in writing to Landlord a determination of the fair market rent for the Premises for a term equal to the respective option term from a broker ("Tenant's broker") licensed in the State of California and engaged in the office brokerage business in the area of Oakland, Emeryville and Berkeley, California, for at least the immediately preceding five (5) years. If Landlord accepts such determination, the Monthly Base Rent for the respective option term shall be increased to an amount equal to of the amount determined by Tenant's broker. d. Notwithstanding anything (2) If Landlord does not accept such determination, within 15 days after receipt of the determination of Tenant's broker, Landlord shall designate a broker ("Landlord's broker") licensed in the State of California and engaged in the office brokerage business in the area of Oakland, Emeryville and Berkeley, California, for at least the immediately preceding five (5) years. Landlord's broker and Tenant's broker shall name a third broker, similarly qualified, within five (5) days after the appointment of Landlord's broker. Each of said three brokers shall determine the fair market rent for the Premises as of the commencement of the respective option term for a term equal to the contrary contained in option term of the Agreement, at any time Lease within 15 days after the ninth full year after appointment of the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason third broker. The Monthly Base Rent payable by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date commencement of the Notice First Option term or the Second Option term as the case may be, shall be increased to an amount equal to the average of the two closest determinations. (3) Landlord shall pay the “Termination Date”)costs and fees of Landlord's broker in connection with any determination hereunder, and Tenant shall pay the costs and fees of Tenant's broker in connection with such determination. In the event The costs and fees of any termination third broker shall be paid one-half by Landlord and one-half by Tenant. (c) If the amount of the Agreement by Landlord fair market rent is not known as provided hereinof the commencement of the First Option term, Landlord hereby reserves any and all rights and remedies available then Tenant shall continue to Landlord under pay the AgreementMonthly Base Rent in effect at the expiration of the initial term until the amount of the fair market rent is determined. If the amount of the fair market rent is not known as of the commencement of the Second Option term, then Tenant shall continue to pay the Monthly Base Rent in effect at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to expiration of the Termination DateFirst Option term until the amount of the fair market rent is determined. Upon any When either such terminationdetermination is made, Tenant shall surrender the Premises pay any deficiency to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)upon demand.

Options to Extend. a. Landlord hereby grants to Tenant two (2) options (singularly 2.2.1. Lessee will have an “Extension Option” and collectively the “Extension Options”) option to extend the lease term by an additional seven years, three months and 15 days, to expire on April 30, 2029, concurrent with Lessee’s Lease of this Agreement for additional terms of five Pier 69 Premises in Lease #002533 (5) years each (singularly an “Option Period” and collectively the “Option PeriodsFirst Option”), on provided that the same terms, following conditions are met: (a) Lessee is in compliance with the terms and covenants set forth in conditions of this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides Lease; (b) Lessee has given written notice delivered to the Landlord Port that Tenant Lessee wishes to exercise the First Option and such written notice has been given to the Port 270 nor more than 360 days in advance of expiration of this initial Lease Term; and (c) the Port has been granted a permit by the City for a new or extension term that extends at least to April 30, 2029 on substantially similar terms and conditions as apply to the Vine Street Use Permit under Ordinance 124012. In the event that the City grants to the Port a permit for a new or extension term after the expiration of the Vine Street Use Permit, but there are changes to the terms and conditions that would materially increase the cost or risk to the Port, the Port will negotiate in good faith with Lessee a new lease. A change in the terms and conditions of the City’s permit that increases the Permit Fee and/or the performance bonding and insurance requirements will not be considered a material change and will thus not trigger a renegotiation of lease terms and conditions. 2.2.2. In the event the First Option is exercised, Lessee will have an option to extend the Term lease term beyond the expiration of the First Option term, an additional five years, to expire on April 30, 2034, concurrent with the expiration of the Option term in Lessee’s Lease of Pier 69 Premises in Lease #002533 (“Second Option”) – provided that the following conditions are met: (a) Lessee is in compliance with the terms and conditions of this Agreement Lease; (b) Lessee has given written notice to the Port that Lessee wishes to exercise the Second Option and such written notice has been given to the Port not less than 270, nor more than 360 days in advance of the expiration of the First Option term; and (c) the Port has been granted a permit by the City for a new or extension term that extends at least one (1) year prior to April 30, 2034, on substantially similar terms and conditions as apply to the Vine Street Use Permit under Ordinance 124012. 2.2.2.1. In the event that the Port is granted a permit by the City for a new or extension term, but there are changes to the terms and conditions that would materially increase the cost or risk to the Port, the Port will negotiate in good faith with Lessee a new lease. A change in the terms and conditions of the City’s permit that increases the Permit Fee and/or the performance bonding and insurance requirements will not be considered a material change and will thus not trigger a renegotiation of lease terms and conditions. 2.2.2.2. In the event that a new or renewal term for the Vine Street Use Permit extends beyond the First Option term, but falls short of the expiration of the Second Option term, the Port and Lessee may elect to modify the duration of the Second Option term to conform to the expiration of the Primary Term new or the preceding Option Period. b. Base Rent renewal term for the Extension Options shall be as set forth in Section 3.4 of this AgreementVine Street Use Permit. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Subject to the provisions hereinafter set forth, Landlord hereby grants to Tenant two (2) consecutive options (singularly an “Extension Option” and collectively the “Extension Options”) to further extend the term Extended Initial Term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), Lease on the same terms, conditions and covenants provisions as contained in this Lease, except as otherwise provided herein, for two successive periods of five (5) years each. The first option period shall commence at the end of the Extended Initial Lease Term of January 31, 2014, (herein called the “First Option”) and end on the day prior to the fifth (5th ) anniversary of the First Option. The second option period shall commence at the end of the First Option (herein called the “Second Option”) and end on the day prior to the fifth (5th ) anniversary of the Second Option. (a) Each option to extend shall be exercisable by written notice from Tenant to Landlord of Tenant’s intent to exercise its election for said option given not less than 180 and not more than 270 days prior to the end of the preceding Terra, time being of the essence. If Tenant fails to timely give notice of its intent to exercise the applicable option, said option shall thereupon expire and, if the notice of intent to exercise the First Option is not timely given, the Second Option shall also thereupon expire. (b) The minimum monthly rent during the First Option shall be a continuation of the minimum monthly rent then in effect of the last month of the Extended Initial Term of the Lease (the “Base Rent”). The Base Rent shall remain unchanged during the first three years of the First Option. Beginning on the commencement on the fourth year, the Base Rent shall be increased six (6%) percent. Beginning on the commencement on the fifth (5th) year, the Base Kent shall be increased an additional four (4%) percent. If the Second Option is exercised, the rent during the first three (3) years of the Second Option shall be the rent in effect on the last month immediately preceding the beginning of the Second Option (the “Option Base Rent”). Beginning on commencement of the fourth (4th) year of the Second Option, the Option Base Rent shall be increased by six (6%) percent. Beginning on the commencement of the fifth (5lh) year of the Second Option, the Option Base Rent shall be increased an additional four (4%) percent (c) Tenant may only exercise each option, and an exercise thereof shall only be effective, if at the time of Tenant’s exercise of such option and on the pertinent Option Period commencement date, the Lease is in full force and effect, and an event of default has not occurred for Tenant (with any applicable cure period expired) under the Lease and (in as much as said options are intended only for the benefit of the original Tenant named in the Lease) said Tenant is continuing to operate in the Leased Premises the business referred to in the Lease and has not assigned or sublet this Lease. Notwithstanding the foregoing, each option set forth in this Agreement, except the monthly rental Paragraph 4 shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing assignable by Tenant to: (i) an affiliate or subsidiary of Tenant, or (ii) any notice successor corporation or other entity resulting from a merger or consolidation of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term or any purchaser of this Agreement at least one (1) year prior to the expiration all or substantially all of the Primary Term Tenant’s assets or the preceding Option Periodvoting stock. b. Base Rent for the Extension Options (d) Tenant shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, not have any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more Lease beyond the expiration of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is dueSecond Option. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term A. The Term of this Agreement Lease with respect to all of the Premises may be extended, at the option of Tenant, for additional terms three (3) periods of five (5) years each (singularly an each, such periods being herein sometimes referred to as, respectively, the “Option PeriodFirst Extended Term”, the “Second Extended Term” and collectively the “Option PeriodsThird Extended Term”), as follows: (1) Each such option to extend shall be exercised by Tenant by giving binding written notice to Landlord on or before but not later than October 31, 2015 with respect to the First Extended Term, October 31, 2020 with respect to the Second Extended Term, and October 31, 2025 with respect to the Third Extended Term. (2) The First Extended Term shall be on the same terms, covenants and conditions of this Lease, excluding the provisions of Section 33 hereof, and covenants set forth in this Agreement, except for the monthly rental payment of rent during the First Extended Term. The Second Extended Term shall be adjusted as hereinafter providedon the same terms, covenants and conditions of this Lease, excluding the provisions of Section 33 hereof, and except for the payment of rent during the Second Extended Term. Each Extension Option The Third Extended Term shall be exercised automatically without providing any notice on the same terms, covenants and conditions of extension unless this Lease, excluding the provisions of Section 33 hereof, and except for the payment of rent during the Third Extended Term. The Tenant provides written notice delivered shall not be permitted to extend this Lease beyond the Landlord that Tenant will not extend Third Extended Term. Any termination of this Lease during the original Term of this Agreement Lease, the First Extended Term, the Second Extended Term or the Third Extended Term shall terminate all rights hereunder. (3) The Base Rent during the First Extended Term, the Second Extended Term and the Third Extended Term shall be at least the Prevailing Market Rental Rate (as hereinafter defined). For purposes of this Lease, “Prevailing Market Rental Rate” shall mean the then prevailing per rentable square foot market rental rate per annum for Base Rent for the Premises based on comparable space and size in other comparable class “A” buildings located in the Lake County, Illinois, area as well as other comparable class “A” buildings located in northern Xxxx County, Illinois (taking into consideration the market differential between Lake County and Xxxx County in real estate taxes) for equally creditworthy tenants for a comparable term commencing on or about the first day of the respective Extended Term, taking into account in all instances the strength of the location and amenities and value of signage in all such comparable properties, and further taking into consideration all market concessions and inducements including rent abatements and tenant improvement allowances, if any, and whether such leases are on a “net” or “gross” basis. Upon written request of Tenant, Landlord shall advise Tenant one (1) year month prior to the expiration date by which Tenant must exercise each option granted hereby, of the Primary Term or Prevailing Market Rental Rate at which Landlord is prepared to offer the preceding Option Period. b. Premises to Tenant for each such Extended Term. In addition to the Base Rent for above provided, Tenant shall and hereby agrees to continue to pay to Landlord Operating Cost Share Rent, Tax Share Rent, and Additional Rent in accordance with the Extension Options shall be as set forth in provisions of Section 3.4 3 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Lease. If Tenant disagrees with Landlord’s sole discretion, if one or more determination of the following has occurred: 1) Tenant has been late in Prevailing Market Rental Rate and if the payment of Rent parties cannot agree on three the Prevailing Market Rental Rate within thirty (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (36530) days after the date of receipt by Tenant of Landlord’s Prevailing Market Rental Rate notice, Tenant shall elect, by written notice given to Landlord within five (5) days after expiration of said thirty (30) day period, to (i) accept Landlord’s determination of the Notice Prevailing Market Rental Rate, (ii) arbitrate the “Termination Date”determination of the Prevailing Market Rental Rate as hereinafter provided or (iii) withdraw its notice to extend (or expand, in the case of an arbitration pursuant to Section 31 or Section 32 below). If Tenant fails to make its election within such five (5) day period, Tenant shall be deemed to have elected to arbitrate the Prevailing Market Rental Rate as hereinafter provided, provided that the outcome of any such arbitration proceeding shall not affect or give either party any ability to negate or render void the continuing validity and enforceability of Tenant’s election to extend the Term of the Lease (or to expand the Premises, as the case may be). If Tenant elects to arbitrate, or has been deemed to have elected to arbitrate, the determination of the Prevailing Market Rental Rate, Landlord and Tenant will each select an arbitrator who shall be disinterested and shall be a person that has been actively engaged in the development or leasing of first-class office buildings in Lake County, Illinois, area for a period of not less than ten (10) years immediately preceding his or her appointment with experience in negotiating leases or renewals for tenants of a size of at least 100,000 rentable square feet. Landlord and Tenant shall each simultaneously submit to the arbitrators a determination of the proposed Prevailing Market Rental Rate. The arbitrators shall be directed as promptly as possible to select from the two determinations submitted by Landlord and Tenant the one that is closer to the Prevailing Market Rental Rate as determined by the arbitrators, and such selection shall thereafter be deemed the Prevailing Market Rental Rate for the applicable extension term (or for the applicable term with respect to any ROFO Space or Expansion Space, as the case may be, as provided in Section 31 and Section 32 below). If the two arbitrators so appointed fail to agree as to which of the determinations submitted by Landlord and Tenant is closest to the actual Prevailing Market Rental Rate, the two arbitrators shall appoint a third arbitrator, using the criteria described above, to decide upon which of the two determinations submitted is closest to the actual Prevailing Market Rental Rate. In the event of any termination the two arbitrators are not able to so agree upon a third arbitrator, the third arbitrator shall be appointed by the American Arbitration Association, using the criteria described above. The cost of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant foregoing arbitration process shall surrender the Premises to Landlord in the condition required be shared equally by the Agreement on the Termination Date parties hereto and, in addition, each party shall bear its own costs and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Dateexpenses, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)including attorney’s fees in connection with such arbitration.

Options to Extend. a. Landlord hereby grants to Tenant two (2a) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered Subject to the Landlord that terms and provision hereof, Tenant will not extend shall have the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement Lease for one additional period of three (3) years commencing on the expiration of the initial Term and ending on the last day of the sixth Lease Year. This option shall be deemed null and void, at Landlord’s sole discretion, if one or more exercised only by written notice from Tenant which is received by Landlord during the first thirty (30) days of the following has occurred: 1) third Lease Year, time being of the essence. Notwithstanding the foregoing, the first option may only be exercised by Tenant and the Term of this Lease shall, in fact, be extended pursuant to this provision only if this Lease is in full force and effect and Tenant has not defaulted beyond any notice and cure period contained herein with respect to the payment of rent or the performance of any other obligations of Tenant under this Lease at any time prior to the date of Tenant's notice or the commencement of the extension period. Tenant's notice shall include audited financial statements including both income statement and balance sheet from Tenant's most recent fiscal year provided that if the notice is given within ninety (90) days after the end of Tenant's most recent fiscal year and the audited financial statements for such fiscal year are not yet available, then Tenant shall provide to Landlord (i) audited financial statements from the fiscal year ended immediately before the most recent fiscal year; (ii) interim financial statements including both income statement and balance sheet for the month ended not more than forty-five (45) days prior to the date of the notice; and (iii) a certificate of Tenant stating that there has been late no change in the capitalization, assets, liabilities, business prospects or methods of doing business of Tenant since the end of the fiscal year and interim period of such financial statements, other than changes in the ordinary course of business, none of which have had a material adverse effect on the business, prospects or condition, financial or otherwise of Tenant and that Tenant is not then in default in the payment of Rent on three (3) rent or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any other obligations of Tenant under the Lease. Landlord shall have fifteen (15) days after receipt of such notice and materials to review the financial statements provided by Tenant to determine if it is likely that Tenant would meet all of its obligations under this Agreement Lease during the first extension period, applying usual and customary review consistent with a term of similar length as the proposed extension term and the financial obligations to be undertaken by Tenant throughout such extension term. If Landlord does not approve Tenant's financial statements, Landlord shall so notify Tenant within five (5) days after the end of such fifteen (15) day period, and this Lease shall terminate at the end of the initial Term. If Landlord approves Tenant's financial statements, then this Lease shall be extended upon all of the same terms, covenants, provisions and conditions as contained in this Lease except the monthly base rent during the first extension period shall be as follows: -18- $66,094.03 per month during the fourth Lease Year ($15.65 per rentable sq. ft./yr.) $67,415.91 per month during the fifth Lease Year ($15.97 per rentable sq. ft./yr.) $68,764.23 per month during the sixth Lease Year ($16.29 per rentable sq. ft./yr.) (b) If the Term of this Lease is extended for the first extension period, then Tenant shall have the option to further extend the Term of this Lease for one additional period of three (3) years commencing on the expiration of the first extension period and ending on the last day of the ninth Lease Year. The second option shall be exercised only by written notice from Tenant which is received by Landlord during the first thirty (30) days of the sixth Lease Year, time being of the essence. Notwithstanding the foregoing, the second option may only be exercised by Tenant exercises and the Term of this Lease shall, in fact, be extended pursuant to this provision only if this Lease is in full force and effect and Tenant has not defaulted beyond any Extension Optionnotice and cure period contained herein with respect to the payment of rent or the performance of any other obligations of Tenant under this Lease at any time prior to the date of Tenant's notice or the commencement of the extension period. Tenant's notice shall include audited financial statements including both income statement and balance sheet from Tenant's most recent fiscal year provided that if the notice is given within ninety (90) days after the end of Tenant's most recent fiscal year and the audited financial statements for such fiscal year are not yet available, then Tenant shall provide to Landlord (i) audited financial statements from the fiscal year ended immediately before the most recent fiscal year; (ii) interim financial statements including both income statement and balance sheet for the month ended not more than forty-five (45) days prior to the date of the notice; and (iii) a certificate of Tenant stating that there has been no change in the capitalization, assets, liabilities, business prospects or methods of doing business of Tenant since the end of the fiscal year and interim period of such financial statements, other than changes in the ordinary course of business, none of which have had a material adverse effect on the business, prospects or condition, financial or otherwise of Tenant and that Tenant is not then in default in the payment of rent or in the performance of any other obligations of Tenant under the Lease. Landlord shall have fifteen (15) days after receipt of such notice and materials in which to review the financial statements provided by Tenant to determine if it is likely that Tenant would meet all of its obligations under this Lease during the second extension period, applying usual and customary review consistent with a term of similar length as the proposed extension term and the financial obligations to be undertaken by Tenant throughout such extension term. If Landlord does not approve Tenant's financial statements, Landlord shall so notify Tenant within five (5) days after the end of such fifteen (15) day period, and this Lease shall terminate at the time end of commencement the sixth Lease Year. If Landlord approves Tenant's financial statements, then this Lease shall be extended upon all of any Option Period. 3) This Agreement has ever been assigned by Tenant other than the same terms, covenants, provisions and conditions as set forth contained in this AgreementLease except the monthly base rent during the second extension period shall be as follows: $70,827.16 per month during the seventh Lease Year ($16.77 per rentable sq. ft./yr.) $72,951.97 per month during the eighth Lease Year ($17.28 per rentable sq. ft./yr.) $75,140.53 per month during the ninth Lease Year ($17.80 per rentable sq. ft./yr.) d. (c) Notwithstanding anything to the contrary contained in this Section 42, if, after Landlord has approved Tenant's financial statements and prior to the Agreementcommencement of any extension period, at Tenant defaults beyond any time after applicable notice and cure period contained herein with respect to the ninth full year after payment of rent or the Commencement Dateperformance of any other obligations, Landlord then Landlord, in its absolute and sole discretion, may elect revoke its approval to terminate extend the Agreement for any reason or no reason Term of this Lease by giving providing written notice thereof to Tenant three hundred sixty five within fifteen (36515) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after Landlord obtains actual notice of Tenant's default, whereupon this Lease shall terminate and expire upon the date expiration of the Notice initial Term or extension period then in effect. -19- (the “Termination Date”)d) The rights granted in this Section 42 are personal to Tenant named herein and are not transferable to any assignee or subtenant hereunder. In the event of any termination an assignment of this Lease or subletting of the Agreement by Landlord as provided hereinPremises, Landlord hereby reserves any the rights set forth in this Section shall automatically terminate and all rights shall thereafter be null and remedies available void. (e) Notwithstanding anything to Landlord under the Agreement, at law contrary contained in this Section 42 in the event that this Lease is assumed or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults assigned by Tenant thereunder occurring prior in connection with a reorganization of Tenant pursuant to Section 25 above, then such reorganization and assumption or assignment shall not preclude Tenant from exercising the options set forth in this Section subject to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date terms and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)provisions hereof.

Options to Extend. a. Landlord Lessor hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively Lessee the “Extension Options”) option to extend the term of this Agreement Lease for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any additional twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in period(s) commencing when the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day prior term expires upon each and all of the month in which such Rent is due.following terms and conditions: 2(i) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension OptionIn order to exercise an option to extend, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior Lessee must give written notice of such election to Lessor and Lessor must receive the same at least five 5 months prior to the date that the option period would commence, time being of the essence. If proper notification of the exercise of an option is not given and/or received, such option shall automatically expire. Options (if there are more than one) may only be exercised consecutively. (ii) The provisions of paragraph 39, including those relating to Lessee’s Default set forth in paragraph 39.4 of this Lease, are conditions of this Option. (iii) Except for the provisions of this Lease granting an option or options to extend the term, all of the terms and conditions of this Lease except where specifically modified by this option shall apply. (iv) This Option is personal to the original Lessee, and cannot be assigned or exercised by anyone other than said original Lessee and only while the original Lessee is in full possession of the Premises and without the intention of thereafter assigning or subletting. (v) The monthly rent for each month of the option period shall be calculated as follows, using the method(s) indicated below: (Check Method(s) to be Used and Fill in Appropriately) o I. Cost of Living Adjustment(s) (COLA) a. On ( Fill in COLA Dates): the Base Rent shall be adjusted by the change, if any, from the Base Month specified below, in the Consumer Price Index of the Bureau of Labor Statistics of the U.S. Department of Labor for (select one): o CPI W (Urban Wage Earners and Clerical Workers) or o CPI U (All Urban Consumers), for (Fill in Urban Area): All Items (1982-1984=100), herein referred to as “CPI”. b. The monthly rent payable in accordance with paragraph A.I.a. of this Addendum shall be calculated as follows: the Base Rent set forth in paragraph 1.5 of the attached Lease, shall be multiplied by a fraction the numerator of which shall be the CPI of the calendar month 2 months prior to the month(s) specified in paragraph A.I.a. above during which the adjustment is to take effect, and the denominator of which shall be the CPI of the calendar month which is 2 months prior to (select one): o the first month of the term of this Lease as set forth in paragraph 1.3 (“NoticeBase Month”)) or o (Fill in Other “Base Month”): . The sum so calculated shall constitute the new monthly rent hereunder, but in no event, shall any such termination to new monthly rent be effective as less than the rent payable for the month immediately preceding the rent adjustment. c. In the event the compilation and/or publication of the date three hundred sixty five (365) days after CPI shall be transferred to any other governmental department or bureau or agency or shall be discontinued, then the date of index most nearly the Notice (same as the “Termination Date”)CPI shall be used to make such calculation. In the event that the Parties cannot agree on such alternative index, then the matter shall be submitted for decision to the American Arbitration Association in accordance with the then rules of any termination said Association and the decision of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under arbitrators shall be binding upon the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Dateparties. Upon any such termination, Tenant The cost of said Arbitration shall surrender the Premises to Landlord in the condition required be paid equally by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Parties.

Options to Extend. a. Landlord hereby grants to Tenant two (2) options to extend (singularly an “Extension Option” and collectively the “Extension OptionsOption(s) to Extend”) to extend the term of this Agreement Term for the Premises for an additional terms of twenty-five (525) years each per extended option term (singularly an “Option Period” and collectively the “Option PeriodsTerm(s)”), upon each and all of the terms and conditions of this Lease as amended below; provided, however, Tenant is not in default of this Lease on the same termsdate of exercise of the Option to Extend and has not been in default of this Lease more than two (2) times during the Term, conditions and covenants as extended. Tenant shall give to Landlord written notice on or prior to twelve (12) months before expiration of the then current Term or first Option Term of the exercise of the Option to Extend for such Option Term, time being of the essence. The Term as defined in Paragraph 2 hereof shall also include any Options to Extend properly exercised hereunder. If notice of exercise of any Option to Extend is not timely given, all further Options to Extend shall automatically expire. The Base Rent for either Option Term shall be equal to ninety-five percent (95%) of the Market Rent (as defined below) established at the beginning of each Option Term, provided that the Base Rent shall not be less than the Base Rent then in effect at the end of the current Term, as extended. The rent for the Option Terms shall consist of Base Rent (including any increases as set forth in Paragraph 3.1), Tenant’s Share of Project Expenses pursuant to Paragraph 5, and any other charges under this Agreement, except Lease. The Options to Extend are personal to Tenant and may not be assigned without Landlord’s written consent which may be withheld in its sole discretion. Landlord and Tenant shall use their best good faith efforts to agree upon the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. fair market Base Rent for the Extension Options Premises (“Market Rent”). If Landlord and Tenant fail to reach agreement after fifteen (15) business days following Tenant’s written notice of the exercise of the Option to Extend for such Option Term (“Market Rent Negotiation Period”), then each party shall make a separate determination of the Market Rent which shall be as set forth in Section 3.4 submitted to the other party. Either party’s failure to timely submit its determination of this Agreement. c. Notwithstanding Market Rent to the foregoing, any option to extend the Term of this Agreement other party shall be deemed null and void, at acceptance of the submitting party’s determination of Market Rent. If Landlord’s sole discretion, if one submitted Market Rent is less than or more of the following has occurred: 1) Tenant has been late in the payment of Rent on equal to three percent (3%) or more occasions within any twelve (12) month periodgreater than Tenant’s submitted Market Rent, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Market Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day average of the month in which such Landlord’s and Tenant’s submitted Market Rent. If Landlord’s submitted Market Rent is due. 2more than three percent (3%) Tenant is in default beyond any applicable cure period in greater than Tenant’s submitted Market Rent, each party’s submitted Market Rent shall be submitted to arbitration prior to ten (10) business days following the performance selection of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than arbitrators as set forth below. Landlord and Tenant shall each appoint, prior to ten (10) days after the end of the Market Rent Negotiation Period, one arbitrator who shall by profession be a current real estate broker or appraiser of comparable commercial properties in this Agreement. d. Notwithstanding anything the immediate vicinity of the Project, and who has been active in such field over the last five (5) years. The determination of the arbitrators shall be limited solely to the contrary contained in issue of whether Landlord’s or Tenant’s submitted Market Rent is the Agreementclosest to the actual Market Rent as determined by the arbitrators (i.e., at any time after the ninth full year after the Commencement Date, Landlord arbitrators may elect only select Landlord’s or Tenant’s determination of Market Rent and shall not be entitled to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty make a compromise determination). The two (2) arbitrators so appointed shall prior to five (3655) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) business days after the date of the Notice (the “Termination Date”). In the event of any termination appointment of the Agreement by Landlord as provided herein, Landlord hereby reserves any last appointed arbitrator agree upon and all rights and remedies available to Landlord appoint a third arbitrator who shall be qualified under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under same criteria set forth hereinabove for qualification of the Agreement or any other defaults by Tenant thereunder occurring initial two arbitrators. The three arbitrators shall prior to fifteen (15) days after the Termination Date. Upon any such termination, Tenant shall surrender appointment of the Premises third arbitrator reach a decision as to Landlord in the condition required by the Agreement on the Termination Date and whether the parties shall use Landlord’s or Tenant’s submitted Market Rent, and shall notify Landlord and Tenant thereof. The decision of the majority of the three (3) arbitrators shall be relieved binding upon Landlord and Tenant. If either Landlord or Tenant fails to appoint an arbitrator prior to ten (10) days after the end of further obligation the Market Rent Negotiation Period, the arbitrator appointed by one of them shall reach a decision, notify Landlord and Tenant thereof, and such arbitrator’s decision shall be binding upon Landlord and Tenant. If the two (2) arbitrators fail to agree upon and appoint a third (3rd) arbitrator, or both parties fail to appoint an arbitrator, then the appointment of the third arbitrator or any arbitrator shall be dismissed and the matter to be decided shall be forthwith submitted to arbitration under the Agreement accruing after the Termination Date (except as to any monies due and owing as provisions of the Termination Date, to include any outstanding amounts American Arbitration Association. The cost of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)arbitration shall be paid by Landlord and Tenant equally.

Options to Extend. a. Landlord Tenant is hereby grants to Tenant granted two (2) separate options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term initial Term of this Agreement Lease (each, an "Option to Extend"). The first such Option to Extend shall be 60 months, with the last such Option to Extend being for additional terms 59 months (or such lesser period of five time as will extend the total Term to that date which is 34 years and 11 months after the Commencement Date; it is the express intention and agreement of Landlord and Tenant that in no event will the total Term, including extensions, extend for a period in excess of 34 years and 11 months). If Tenant desires to exercise any such Option to Extend, it shall provide Landlord with written notice of its irrevocable election to exercise such Option to Extend (5a "Notice of Election to Extend"). To be valid, such Notice of Election to Extend must be received by the Landlord at least 180 (but not more than 365) years each (singularly an “days prior to the then applicable Expiration Date. Once Tenant fails to timely exercise one Option Period” to Extend, all unexercised Options to Extend will terminate and collectively the “Option Periods”), on the same no longer be capable of exercise. The terms, provisions, and conditions of this Lease will continue in effect during any properly exercised extension term, except with respect to the Base Monthly Rent, which will be adjusted in accordance with Paragraph 7.2, below. Such Options to Extend will be subject to the following additional terms, provisions, and covenants conditions: 3.2.1. Tenant shall not have the right to exercise any Option to Extend, notwithstanding anything set forth in this Agreement, except Lease to the monthly rental shall be adjusted as hereinafter providedcontrary: 3.2.1.1. Each Extension Option shall be exercised automatically without providing during any notice period of extension unless time commencing from the date Landlord gives to Tenant provides a written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond under any applicable cure provision of this Lease, and continuing until the default alleged in such notice is cured; 3.2.1.2. during any period in of time commencing on the performance of day after a monetary obligation to Landlord is due from Tenant and unpaid (without any of its obligations under this Agreement at necessity for notice to Tenant) and continuing until the time Tenant exercises obligation (including any Extension Option, or at the time of commencement of any Option Period.late charge and interest charge provided for below) is paid; 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, 3.2.1.3. at any time after the ninth full year after occurrence of any default described in Paragraph 23 of the Commencement Date, Lease other than those described in the preceding paragraphs (without any necessity of Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written give notice of such election (“Notice”default to Tenant), ; or 3.2.1.4. in the event that Landlord has given to Tenant two or more notices of default or a late charge has become payable under the Lease during the twelve-month period immediately prior to the time that Tenant intends to exercise such termination Option to Extend. 3.2.2. The period of time within which an Option to Extend may be effective as exercised will not be extended or enlarged by reason of Tenant's inability to exercise such Option to Extend because of the date three hundred sixty five foregoing provisions of Paragraph 3.2.1, even if the effect thereof is to eliminate Tenant's right to exercise the Option(s) to Extend. 3.2.3. All rights with respect to the Option to Extend shall terminate and be of no further force or effect even after Tenant's due and timely exercise of the Option to Extend, if, after such exercise, but prior to the commencement of the applicable extension term, (365i) Tenant fails to pay to Landlord a monetary obligation of Tenant for a period of ten days after such obligation become due (without any necessity of Landlord to give notice thereof to Tenant); (ii) Tenant fails to cure a non-monetary default within 30 days after the date the Landlord gives notice to Tenant of such default; or (iii) Landlord gives to Tenant two or more notices of default or a late charge becomes payable for any such default, whether or not such defaults are cured. 3.2.4. Time is of the Notice (essence in connection with Tenant's rights and obligations under this Paragraph including, particularly, the “Termination Date”). In the event timing for exercise of any termination Tenant's Options to Extend and delivery of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available Notice(s) of Election to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Extend.

Options to Extend. a. Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) If Tenant is not in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or Lease at the time of commencement Tenant's exercise of any Option Period. 3the then applicable option to extend the then applicable terms of this Lease, Tenant shall have the right at its option to extend the term of the Lease for two (2) This Agreement has ever been assigned by Tenant other than successive five (5)-year periods (individually the "First Extended Term" and the "Second Extended Term," respectively, and collectively, the "Extended Terms"). The Lease of the Property during the Extended Terms shall be upon the same terms, covenants and conditions as are set forth in this Agreement. d. Notwithstanding anything to Lease, other than the contrary contained in monthly Base Rent and the Agreement, at any time after term of the ninth full year after the Commencement Date, Lease. If Landlord may elect to terminate the Agreement for any reason or no reason by giving does not receive from Tenant three hundred sixty five (365) days prior written notice of such election Xxxxxx's exercise of this option on a date which is not less than eighteen (“Notice”), such termination to be effective as of the date three hundred sixty five (36518) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring months prior to the Termination Dateend of the initial term of the Lease or the end of the First Extended Term of this Lease, as the case may be (the "Option Notice"), all rights under this option shall automatically lapse and terminate and shall be of no further force and effect. Upon Time is of the essence herein. Additionally, if Tenant fails to timely or duly exercise this option for the First Extended Term, all rights of Tenant under this option to extend into the First Extended Term and the Second Extended Term shall automatically lapse, terminate and shall be of no further force and effect, and Tenant shall have no further rights to extend the term of this Lease. Notwithstanding any other provision contained in this Section 7 to the contrary, Tenant may only exercise the options to extend the term of this Lease for each of the Extended Terms if, concurrently with Tenant's exercise of such terminationoption hereunder, Tenant simultaneously exercises the same option granted to Tenant to extend the corresponding term under the Second Lease. If Tenant does not so simultaneously extend the term of both leases, Tenant shall surrender have no right to extend the Premises term of this Lease and thereafter the options granted to Landlord in Tenant herein shall lapse and be of no force or effect. The monthly Base Rent for each of the condition required by the Agreement on the Termination Date First Extended Tem and the parties Second Extended Term shall be relieved of further obligation under the Agreement accruing after then fair market rent for the Termination Date Property (except as to any monies due the "Fair Rental Value") agreed upon solely by and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)between Landlord and Tenant and their agents appointed for this purpose.

Options to Extend. a. Landlord hereby grants to (a) Provided that Tenant two (2) is not in default at the time of exercise or at commencement of the extended term, and otherwise has timely cured all defaults, then Tenant shall have 2 consecutive options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the Lease term of this Agreement for additional terms of five (5) 5 years each (singularly each, an “Option Period” "Extended Term"). In order to exercise such options, Tenant shall provide written notice ("Notice of Exercise") to Landlord of its election no later than 6 months before the end of the initial lease term (or first Extended Term). The exercise of such options to extend shall be for the entire Premises and collectively the “Option Periods”), shall be on the same terms, terms and conditions and covenants as set forth in this Agreement, the Lease except the monthly rental Base Rent shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Paragraph (b) below. The options provided in this Section 3.4 of this Agreement2.03 are personal to Tenant and may not be exercised by any assignee or sublessee. c. Notwithstanding (b) If Tenant exercises an extension right pursuant to Paragraph (a) above, the foregoing, any option to extend initial Base Rent and the periodic increases for the applicable Extended Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more equal to the market rent for a 5 year term for comparable space ("Fair Market Rent Schedule") but in no event shall the initial Base Rent be less than the Base Rent paid in Year 10 of the following has occurred: 1) Tenant has been late in the payment of Rent on three Lease Term (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occurExtended Term) or the Base Rent paid in Year 5 of the first Extended Term (for the second Extended Term). For this purpose, a payment Tenant's estimation of the Fair Market Rent Schedule shall be deemed to be late if it is received included with Tenant's option exercise notice. Landlord shall give Tenant notice of Landlord's estimation of Fair Market Rent Schedule ("Landlord's Value Notice") by Landlord the later of 20 days after receipt of Tenant's exercise notice or 6 months before the tenth (10th) day end of the month initial Lease Term or first Extended Term, as the case may be. If there is a disagreement on the Fair Market Rent Schedule, the parties shall promptly meet to attempt to resolve their differences. If the differences are not resolved then either party may apply for arbitration in which such accordance with the below paragraphs. If neither party applies for arbitration within 10 business days after receipt by Tenant of Landlord's Value Notice, Tenant shall be bound to the Fair Market Rent Schedule stated in Landlord's Value Notice. Should either party elect to arbitrate, and if the arbitration is due. 2) Tenant is in default beyond any applicable cure period in not concluded before the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by the applicable Extended Term, Tenant other than as shall pay Monthly Base Rent to Landlord in an amount equal to the Fair Market Rent Schedule set forth in this Agreement. d. Notwithstanding anything Landlord's Value Notice, until the Fair Market Rent Schedule is determined in accordance with the arbitration provisions hereof. If the Fair Market Rent Schedule as determined by arbitration differs from that stated in Landlord's Value Notice, then any adjustment required to correct the contrary contained in amount previously paid by Tenant shall be made by payment by the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) appropriate party within 30 days after the date determination of the Notice (the “Termination Date”). In the event of any termination of the Agreement Fair Market Rent Schedule by Landlord arbitration has been concluded, as provided herein, Landlord hereby reserves any and all rights and remedies available . Tenant shall be obligated to Landlord make payment during the entire Extended Term of the Monthly Base Rent determined in accordance with the arbitration procedures hereunder. (c) If either party seeks arbitration of Fair Market Rent Schedule under the Agreementprovisions hereof for the applicable Extended Term, at law or the other party shall be bound to submit the matter for determination by arbitration. The arbitration shall be conducted and determined in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior county where the Property is located. (d) A party demanding arbitration hereunder shall make its demand in writing ("Demand Notice") within 10 business days after service of Landlord's Value Notice. A copy of the Demand Notice shall be sent to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as President of the Termination Date, to include any outstanding amounts of Rent or those obligations Real Estate Board for the county in which are specifically stated to survive the expiration or earlier termination of the Agreement).Property

Options to Extend. a. Landlord hereby grants to Tenant two Provided that, both at the time of exercise or at the commencement of the Extended Term (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”as hereinafter defined), on (i) this Lease is in full force and effect, and (ii) no Event of Default shall have occurred and be continuing (either at the same terms, conditions and covenants set forth in this Agreement, except time of exercise or at the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration commencement of the Primary Term Extended Term), and (iii) Tenant is in occupancy of not less than 75% of the Premises and Tenant shall not have assigned this Lease or sublet more than 25% of the preceding Option Period. b. Base Rent for Premises (other than a transfer permitted without Landlord’s consent pursuant to Section 6.1(b)) (any of which conditions described in clauses (i), (ii), and (iii) may be waived by Landlord at any time in Landlord’s sole discretion), Tenant shall have the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if Lease for up to one or more of the following has occurred: (1) Tenant has been late in extended term (the payment “Extended Term”) of Rent on three seven (37) or more occasions within any years by giving written notice to Landlord (an “Extension Notice”) not later than twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything months prior to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the expiration date of the Notice (Term. The effective giving of such notice of extension by Tenant shall automatically extend the “Termination Date”)Term of this Lease for the Extended Term, and no instrument of renewal or extension need be executed. In the event of any termination that Tenant fails timely to give such notice to Landlord, this Lease shall automatically terminate at the end of the Agreement Term, and Tenant shall have no further option to extend the Term of this Lease. The Extended Term shall commence on the day immediately succeeding the expiration date of the original Term, and shall end on the day immediately preceding the seventh (7th) anniversary of such Extended Term. The Extended Term shall be on all the terms and conditions of this Lease, except: (x) Tenant shall have no further option to extend the Term, (y) the Basic Rent for the Extended Term shall be one-hundred percent (100%) of the Fair Market Rental Value of the Premises as of the commencement of the Extended Term, taking into account all then relevant factors and determined pursuant to Section 16.2 below, and (z) Landlord shall not be required to furnish any materials or perform any work to prepare the Premises for Tenant’s occupancy during the Extended Term and Landlord shall not be required to provide or pay any work allowance or reimburse Tenant for any alterations made or to be made by Landlord as provided hereinTenant, Landlord hereby reserves or to grant Tenant any and all rights and remedies available to Landlord under the Agreement, at law or in equity rent concession with respect to the Extended Term. The termination of this Lease during the initial Term shall terminate and render void any past due amounts due option or right on Tenant’s part to extend this Lease for any Extended Term, and nothing contained in this Section 16.1 shall prevent Landlord from exercising any right granted to or reserved by Landlord in this Lease to ACTIVE/91437610.6 terminate this Lease. Tenant’s right under this Article 16 shall be personal to the Original Tenant under the Agreement this Lease and shall not apply in favor of or be exercisable by any assignee of this Lease (other than a permitted transferee pursuant to Section 6.1(b) of this Lease), nor any sublessee of all or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as portion of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Premises.

Options to Extend. a. As noted above, pursuant to Section 9 of the Ninth Amendment, as amended by Section 7 of the Sixteenth Amendment, Tenant has an Option to Extend the Term of the Lease. Landlord and Tenant acknowledge that by entering into this Amendment, Tenant is hereby grants exercising the aforementioned Option to Extend the Term, and that except as set forth in Section 8 below, Tenant shall have no further rights to extend the Term of the Lease. On the conditions (which conditions Landlord may waive, at its election, by written notice to Tenant at any time) that both at the time Tenant exercises the extension option(s) described below and on the commencement date of the applicable Option Term, (i) Tenant is not in default of its covenants and obligations under the Lease beyond all applicable notice and cure periods, and (ii) Tenant has not subleased more than one (1) full floor of the Premises then demised to Tenant other than to a Permitted Transferee, Tenant shall have the right and option to extend the Term for either (x) the entire Premises plus the 22,778 rentable square feet of office space on Floor 31 of the Building that Tenant is currently subleasing from Xxxx Xxxxxxx Financial Services, Inc., through March 31, 2015 (collectively, “Extension Premises A”) or (y) Floors 26, 32, and 33 only (collectively, “Extension Premises B”), in either case for two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms periods of five (5) years each (singularly each five-(5)-year period to be referred to hereinafter as an “Option Period” and collectively the “Option PeriodsTerm”), provided that Tenant shall give written notice (“Extension Notice”) to Landlord on or before the same termsdate that is not less than sixteen (16) months prior to, conditions but not more than nineteen (19) months prior to, the expiration of the then current Term (the “Exercise Date”), the first such Option Term commencing as of the expiration of the 18th Amendment Extended Term and covenants the second such Option Term commencing as of the expiration of the first (1st) Option Term. Notwithstanding the foregoing, only in connection with Tenant’s lease of any RFO Premises, as more fully set forth in this AgreementSection 9(a) hereof, except Tenant may send Landlord an Extension Notice on or before the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one date twenty-four (124) year months prior to the expiration of the Primary then current Term. If Tenant elects to extend the Term or of the preceding Option Period. b. Base Rent Lease hereunder, then at the time Tenant delivers its Extension Notice for the first Option Term, Tenant shall specify either Extension Options Premises A or Extension Premises B as the Premises for which the Term is being extended for the Option Term(s), and if Tenant fails to specify same, Tenant shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any deemed to have exercised its option to extend the Term of this Agreement for Extension Premises A defined above. If an option is duly exercised as aforesaid, the then current Term shall be deemed null and void, at Landlord’s sole discretion, if one or more automatically extended for the applicable Option Term commencing on the date immediately following the expiration of the following has occurred: 1then current Term (the “Option Term Commencement Date”) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day upon all of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary same terms and conditions contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to Lease except that Base Rent shall be effective determined as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”)hereinafter provided. In the event that an option to extend is duly exercised, all references contained in the Lease to “Term” or “18th Amendment Extended Term”, whether by number of any termination years or number of months, shall be construed to refer to the then current Term as extended by the exercise of the Agreement by Landlord as provided hereinaforesaid option(s), Landlord hereby reserves whether or not specific reference thereto is made in the Lease. In exercising any and all rights and remedies available to Landlord under option hereunder, Tenant acknowledges that time is of the Agreement, at law or in equity with respect to any past due amounts due from Tenant under essence. Base Rent during the Agreement or any other defaults by Tenant thereunder occurring prior applicable Option Term shall be equal to the Termination Date. Upon any such termination, Tenant shall surrender then Fair Rental Value for the Premises to Landlord in the condition required by the Agreement on the Termination Date (as defined and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreementdetermined below).

Options to Extend. a. Landlord hereby grants to Tenant two three (23) consecutive options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement Lease Term (each, an "Option"), each for additional terms a period of five (5) years (each (singularly 5-year period, an “"Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1Term") year prior to commencing upon the expiration of the Primary initial Lease Term, upon each of the following conditions and terms: (a) Tenant shall give to Landlord, and Landlord shall actually receive, on a date which is at least one hundred eighty (180) days and not more than two hundred seventy (270) days prior to the then scheduled expiration date of the Lease Term, a written notice of Tenant's exercise of an Option (an "Option Notice"), time being of the essence. If an Option Notice is not timely so given and received, the Option, and any subsequent Option (if any), shall automatically expire. (b) Tenant shall have no right to exercise any Option, notwithstanding any provision hereof to the contrary, if Tenant has committed any Event of Default under this Lease which is continuing at the time Tenant desires to exercise the Option; provided, however, if Landlord has delivered written notice to Tenant of a default under this Lease by Tenant which has not yet been cured at the time that Tenant exercises an Option, then Tenant's exercise of such Option shall be conditioned upon Tenant's timely cure of the default as required herein (and in the event Tenant fails to timely and properly cure such default, then Tenant's exercise of the Option shall be null and void). 680272v7 (c) The period of time within which an Option may be exercised shall not be extended or enlarged by reason of Tenant's inability to exercise the Option due to a continuing Event of Default. (d) At Landlord's sole election, all Option rights of Tenant under this Paragraph 43 shall terminate and be of no further force or effect, notwithstanding Tenant's due and timely exercise of an Option, if, an Event of Default occurs subsequent to the date of the exercise of the Option and is not cured as of the commencement date of the Option Term (provided, however, in no event shall the foregoing be interpreted to limit any rights or remedies of Landlord in connection with any such Event of Default pursuant to Paragraph 24 above). (e) The Options granted to Tenant in this Lease are personal to the original Tenant named in this Lease (the "Original Tenant") or any assignee under a Permitted Transfer, and may be exercised only by the Original Tenant (or such assignee under a Permitted Transfer), and may not be exercised or be assigned, voluntarily or involuntarily, by or to any person or entity other than the Original Tenant (or the preceding Option PeriodPermitted Transfer assignee). The Options are not assignable separate and apart from this Lease, nor may the Options be separated from this Lease in any manner, either by reservation or otherwise. Notwithstanding the foregoing, an assignee of Tenant's interest in this Lease that is not the assignee under a Permitted Transfer but which has been approved by Landlord pursuant to the terms and conditions of Paragraph 17 of this Lease, may exercise the Options granted in this Paragraph 43, subject to the terms hereof. b. (f) All of the terms and conditions of this Lease except where specifically modified by this Paragraph 43 or as otherwise stated to be applicable only to the initial Lease Term shall apply during any extended Lease Term. (g) The monthly Base Rent payable during any Option Term shall be equal to the greater of (x) the then current fair market value of the Premises for the Permitted Use; or (y) the monthly Base Rent payable during the immediately preceding term of this Lease. The then current fair market value for the Permitted Use of the Premises shall be determined as of the beginning of the Option Term, as follows: (1) Promptly following receipt by Landlord of Tenant's Option Notice, Landlord and Tenant shall attempt to reach agreement on the Base Rent for the Extension Options Option Term, which Base Rent shall be as set forth in Section 3.4 accordance with the criteria described above. If Landlord and Tenant are able to agree on the Base Rent for the Option Term, Landlord and Tenant shall immediately execute an amendment to this Lease stating the Base Rent for the Option Term. (2) If the parties are unable to agree on the Base Rent for the Option Term within forty-five (45) days following Landlord's receipt of an Option Notice, then each party, at its cost and by giving notice to the other party, shall have ten (10) days within which to appoint an independent licensed commercial real estate broker with at least seven (7) years experience in the Greater Phoenix, Arizona commercial/industrial real estate market, to determine and set the Base Rent for the Option Term at the then current fair market monthly rental value for the Permitted Use of the Premises (but not less than the monthly Base Rent payable during the immediately preceding term of this AgreementLease) for a term equal to the Option Term taking into account all relevant factors. If a party does not appoint a broker within such ten (10) day period, the single broker appointed shall be the sole broker and shall set the Base Rent for the Option Term. If two brokers are appointed by the parties as stated in this paragraph, they shall meet promptly and attempt to set the Base Rent for the Option Term. If they are unable to agree within forty five (45) days after the second broker has been appointed, they shall attempt to select a third independent broker meeting the qualifications stated in this paragraph within ten (10) days after the last day the two brokers are given to set the Base Rent for the Option Term. If they are unable to agree on the third broker, either of the parties to this Lease, by giving ten (10) days notice to the other party, may apply to the presiding judge of the court of the County in which the Premises are located, for the selection of a third broker who meets the qualifications stated in this paragraph. Each of the parties shall bear the cost of its own broker and one-half (1/2) of the cost of appointing the third broker and of paying the third broker's fee. The third broker, however selected, shall be a person who has not previously acted in any capacity for either party. c. (3) Within twenty (20) days after the selection of the third broker, a majority of the brokers shall set the Base Rent for the Option Term. If a majority of the brokers are unable to agree upon the Base Rent within the stipulated period of time, the two closest brokers shall be added together and their total divided by two, 680272v7 and the resulting quotient shall be the Base Rent for the Premises during such Option Term. Notwithstanding the foregoing, any option to extend in no event, however, shall the Base Rent for an Option Term be less than the Base Rent payable during the immediately preceding term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more Lease. (h) If the Base Rent for an Option Term has not been determined by the commencement date of the following has occurred: 1) Option Term, then until such Base Rent is determined, Tenant has been late shall pay Base Rent to Landlord at the rate in effect immediately preceding the payment of Rent on three (3) or more occasions within any twelve (12) month periodOption Term, after Tenant first receiving written notice from Landlord that Tenant was late in and if the payment of actual Base Rent for the first two occasions before a third late payment Option Term is to occur. For this purpose, a payment shall be deemed determined to be late if it is received by Landlord after the tenth higher, then within thirty (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (36530) days after the date determination of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such terminationhigher Base Rent, Tenant shall surrender the Premises pay to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as difference for each month of the Termination Date, to include any outstanding amounts of Option Term for which Base Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)has already become due.

Options to Extend. a. Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one (1) year prior to the expiration of the Primary Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoing, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant Xxxxxx first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective as of the date three hundred sixty five (365) days after the date of the Notice (the “Termination Date”). In the event of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement).

Options to Extend. a. As additional consideration for the covenants of Tenant hereunder, Landlord hereby grants to unto Tenant two (2) options (singularly each an “Extension "Option” and collectively the “Extension Options”") to extend the term of this Agreement the Lease for two (2) additional terms of five (5) years each (singularly each an “"Option Period” Term"). The Option shall apply to all of the space currently under Lease in the Building at the time such Option is exercised and collectively the “Option Periods”), shall be on the same terms, conditions following terms and covenants set forth conditions: A. Written notice (each "Tenant's Notice") of Tenant's interest in this Agreement, except exercising the monthly rental shall be adjusted as hereinafter provided. Each Extension applicable Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered given to Landlord (i) as to the Landlord that Tenant will not extend the Term of this Agreement at least one first Option Term, no earlier than twelve (112) year months and no later than nine (9) months prior to the expiration of the Primary Term or initial Term; and (ii) as to the preceding second Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding the foregoingTerm, any option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any no earlier than twelve (12) month periodmonths and no later than nine (9) months prior to the expiration of the first Option Term. Not later than thirty (30) days after receiving Tenant's Notice, after Landlord shall give to Tenant first receiving notice of the rental rate applicable during the applicable Option Term, in accordance with subparagraph E below ("Landlord's Notice"). B. Tenant shall have fifteen (15) days following Tenant's receipt of Landlord's Notice within which to exercise the then applicable Option by delivering written notice from of such exercise to Landlord that under the exact terms, conditions and rental rate set forth in Landlord's Notice. If Tenant was late in timely exercises the payment of Rent for then applicable Option, the first two occasions before a third late payment is to occur. For this purpose, a payment Lease shall be deemed extended and thereafter the parties shall execute an amendment to be late if it is received by Landlord after the tenth (10th) day Lease setting forth the terms of the month in which such Rent is dueextension. 2) C. Unless Landlord is timely notified by Tenant is in accordance with subparagraphs A and B above, it shall be conclusively deemed that Tenant does not desire to exercise an Option, and the Lease shall expire in accordance with its terms, at the end of the initial Lease Term (or the first Option Term, as applicable). D. Tenant's right to exercise an Option shall be conditioned on Tenant's not being in default beyond any applicable cure period in under the performance of any of its obligations under this Agreement Lease at the time Tenant exercises any Extension Option, of exercise of the then applicable Option or at the time of the commencement of any the applicable Option PeriodTerm. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything to E. The Options granted hereunder shall be upon the contrary terms and conditions contained in the Agreement, at any time after Lease except that there shall be no further option to extend the ninth full year after term of the Commencement Date, Landlord may elect to terminate Lease beyond the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination second Option Term and except that the rental to be effective paid by Tenant to Landlord during each such Option Term shall be as follows: (i) Eighteen Dollars ($18) per Rentable Square Feet of the date three hundred sixty five Leased Premises (365) days after the date as defined in Article 1 of the Notice Lease) for each year of first Option Term; and (the “Termination Date”). In the event of any termination ii) Twenty One Dollars ($21) per Rentable Square Feet of the Agreement by Landlord Leased Premises (as provided hereindefined in Article 1 of the Lease) for each year of second Option Term. F. After exercise of the second Option above described, Landlord hereby reserves any and all there shall be no further rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and part of Tenant to extend the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as term of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)Lease.

Options to Extend. a. Provided (i) this Lease is in full force and effect, (ii) Tenant is not in default beyond any applicable notice and cure periods under any of the terms and conditions of this Lease at the time of notification or commencement, (iii) Tenant or any Permitted Transferee, at the time of exercise and at the time the term is extended, is conducting regular, active, ongoing business in, and is in occupancy (and occupancy by any other subtenant, licensee or other party permitted or suffered by Tenant shall not satisfy such condition) of at least seventy-five percent (75%) of the Premises (except to the extent such any failure to satisfy such threshold is caused solely as a result of a casualty or as a result of Tenant’s performance of Alterations in the Premises), and (iv) Tenant’s certified financial statements (which shall be tendered to Landlord hereby grants with Tenant’s written notice exercising its right hereunder) demonstrate, to Landlord’s reasonable satisfaction, that Tenant has a net worth sufficient to satisfy all of Tenant’s obligations under this Lease during the applicable Extension Term (the “Minimum Financial Threshold”), then Tenant shall have two (2) options to extend (singularly each, an “Extension Option” and collectively the ”) this Lease, each for a term of sixty (60) months (each, a “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option PeriodsTerm”), for the portion of the Premises being leased by Tenant as of the date the applicable Extension Term is to commence, on the same terms, terms and conditions and covenants set forth in this AgreementLease, except as modified by the monthly rental terms, covenants and conditions as set forth below. (i) If Tenant elects to exercise the applicable Extension Option, then Tenant shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides provide Landlord with written notice delivered to no earlier than the Landlord that Tenant will not extend the Term of this Agreement at least one date which is five hundred forty (1540) year days prior to the expiration of the Primary then current Term of this Lease but no later than the date which is four hundred fifty (450) days prior to the expiration of the then current 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. (ii) The Base Monthly Rental in effect at the expiration of the then current Term of this Lease shall be adjusted to reflect the Prevailing Market (defined below) rate as of the date the applicable Extension Term is to commence, taking into account the specific provisions of this Lease which will remain constant. Landlord shall advise Tenant of the new Base Monthly Rental 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 Tenant may exercise the applicable Extension Option under this Paragraph 35.B. (iii) If Tenant and Landlord are unable to agree on a mutually acceptable Base Monthly Rental for the applicable Extension Term not later than sixty (60) days prior to the expiration of the 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 applicable Extension Term (collectively referred to as the “Estimates”). If the higher of 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 average of the two Estimates. If the Prevailing Market rate is not established by the exchange of Estimates, then, within seven (7) days after the 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 for the Premises during the applicable Extension Term. Each appraiser so selected shall be certified as an MAI appraiser or as an ASA appraiser and shall have had at least five (5) years’ experience within the previous ten (10) years as a real estate appraiser working in San Francisco, California, 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 (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). (iv) 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. If either Landlord or Tenant fails to appoint an appraiser within the seven (7) day period referred to above, the 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 and who has not worked with Landlord or Tenant or their affiliates in the preceding Option Periodfive (5) year period. 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) 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. 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. b. (v) If the Prevailing Market rate has not been determined by the commencement date of the applicable Extension Term, Tenant shall pay Base Rent Monthly Rental upon the terms and conditions in effect during the last month of the immediately prior Term until such time as the Prevailing Market rate has been determined. Upon such determination, the Base Monthly Rental for the Premises shall be retroactively adjusted to the commencement of the applicable Extension Term for the Premises (vi) The Extension Options are not transferable except to a Permitted Transferee that is an assignee of the Lease; the parties hereto acknowledge and agree that they intend that the aforesaid options to extend this Lease shall be “personal” to Tenant and any such Permitted Transferee that is an assignee of the Lease as set forth above and that in Section 3.4 no event will any other assignee or any sublessee have any rights to exercise the aforesaid options to extend. (vii) If Tenant fails to validly exercise the first Extension Option, Tenant shall have no further right extend the Term of this Agreement. c. Notwithstanding Lease. In addition, if both Extension Options are validly exercised or if Tenant fails to validly exercise the foregoingsecond Extension Option, any option Tenant shall have no further right to extend the Term of this Agreement Lease. (viii) [Intentionally Omitted] (ix) For purposes of this Paragraph 35.B, “Prevailing Market rate” shall be deemed null mean the arm’s length fair market annual rental rate per rentable square foot under extension and void, at Landlord’s sole discretion, if one expansion amendments entered into on or more of about the following has occurred: 1) Tenant has been late date on which the Prevailing Market rate is being determined hereunder for space comparable to the Premises in the payment of Rent on three Building (3if any) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late in the payment of Rent for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after the tenth (10th) day of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Option, or at the time of commencement of any Option Period. 3) This Agreement has ever been assigned by Tenant other than as set forth in this Agreement. d. Notwithstanding anything and buildings comparable to the contrary contained Building in the AgreementSan Francisco, at any time after the ninth full year after the Commencement Date, Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior written notice of such election (“Notice”), such termination to be effective California as of the date three hundred sixty five (365) days after the date applicable Extension Term is to commence, taking into account the specific provisions of this Lease which will remain constant. The determination of Prevailing Market rate 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, insurance costs and taxes. The determination of the Notice (Prevailing Market rate shall not take into account the “Termination Date”). In the event value of any termination of the Agreement by Landlord as provided herein, Landlord hereby reserves any and all rights and remedies available to Landlord under the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement Tenant’s personal property or any other defaults by fixtures that Tenant thereunder occurring prior is entitled to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required by the Agreement on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive remove upon the expiration or earlier termination of this Lease. (x) If applicable, in the Agreement)event Tenant fails to satisfy the Minimum Financial Threshold and accordingly Tenant is not qualified to exercise the Extension Option, Landlord, in its sole discretion, may elect to permit Tenant to provide an additional security enhancement (as determined by Landlord in its sole discretion) and, in such event, if Tenant so provides such additional security enhancement to Landlord, Landlord shall then waive such Minimum Financial Threshold requirement and Tenant shall be entitled to exercise the Extension Option.

Options to Extend. a. Landlord hereby grants to Tenant two (2) options (singularly an “Extension Option” and collectively the “Extension Options”) to extend the term of this Agreement for additional terms of five (5) years each (singularly an “Option Period” and collectively the “Option Periods”), on the same terms, conditions and covenants set forth in this Agreement, except the monthly rental shall be adjusted as hereinafter provided. Each Extension Option shall be exercised automatically without providing any notice of extension unless Tenant provides written notice delivered to the Landlord that Tenant will not extend the Term of this Agreement at least one Lease beyond the initial Term. Each option shall be for five (15) year each. Each extension of the Term of this Lease for the Option Period shall be upon the same terms and conditions as those herein specified as applicable to the initial Term of this Lease except that Minimum Monthly Rent shall be at the then fair market value. If Tenant elects to exercise the Option, Tenant must do so by giving Landlord written notice of such election not more than eighteen (18) months and not less than six (6) months prior to the expiration of the Primary then Term or the preceding Option Period. b. Base Rent for the Extension Options shall be as set forth in Section 3.4 of this Agreement. c. Notwithstanding Lease. A condition precedent to the foregoing, any option effective exercise of each Option to extend the Term of this Agreement shall be deemed null and void, at Landlord’s sole discretion, if one or more of the following has occurred: 1) Tenant has been late in the payment of Rent on three (3) or more occasions within any twelve (12) month period, after Tenant first receiving written notice from Landlord that Tenant was late shall not be in the payment of Rent material default hereunder (or would be in default but for the first two occasions before a third late payment is to occur. For this purpose, a payment shall be deemed to be late if it is received by Landlord after passage of time or the tenth (10th) day giving of the month in which such Rent is due. 2) Tenant is in default beyond any applicable cure period in the performance of any of its obligations under this Agreement at the time Tenant exercises any Extension Optionnotice, or both) either at the time of commencement giving notice of Xxxxxx's election to exercise an Option or on the effective date of the beginning of the applicable Option Period or at any time between such dates. If Tenant properly gives notice of exercise of an Option hereunder and the conditions thereto are satisfied, then the Term of this Lease shall be extended for the additional Option Period covered by the Option which is exercised. The Options granted herein are personal to the original Tenant named herein and may not be transferred or assigned, whether separate from or as an incident to an assignment or other transfer of Xxxxxx's interest under this Lease. Any attempted assignment or transfer of any Option Periodshall cause the Option in question to automatically cease and terminate and, in such event, this Lease shall terminate upon the expiration of the then applicable Term. This limitation on transfer of the option does not apply, however, to an assignment of the lease, with option, to a successor entity to Tenant following acquisition or merger. (as per paragraph 21). 3(a) This Agreement has ever been assigned by Tenant other than as set forth As used in this AgreementSection, the term "fair market rental rate" means the annual amount per rentable square foot, projected during the relevant period, that a willing, comparable, non-equity tenant (excluding sublease and assignment transactions) would pay, and a willing, comparable landlord of a comparable building in the area in which the Premises are located would accept, at arm's length for an office of comparable size, quality and floor height and area as the leased Premises taking into account the age, quality and layout of the existing improvements in the leased area at issue and the condition of the building and taking into account items that professional real estate brokers customarily consider, including, but not limited to, rental rates, space availability, condition of existing improvements, tenant size, tenant improvement allowances, operating expenses and allowances, reduced rent, free rent, area demographics, traffic and any other lease concessions, if any, then being charged or granted by Landlord or the lessors of such similar office buildings. The fair market rental rate will be an effective rate, not specifically including, but accounting for, the appropriate economic concessions described above. d. Notwithstanding anything to the contrary contained in the Agreement, at any time after the ninth full year after the Commencement Date, (b) Landlord may elect to terminate the Agreement for any reason or no reason by giving Tenant three hundred sixty five (365) days prior will provide written notice of such election (“Notice”), such termination to be effective as Landlord's determination of the date three hundred sixty five fair market rental rate (365"FMRR") and the new rent rate not later than thirty (30) days after the date upon which Tenant timely exercises its Option. Tenant will have thirty (30) days ("Tenant's Review Period") after receipt of Landlord's notice of the Notice FMRR within which to accept such FMRR or to reasonably object thereto in writing. Xxxxxx's failure to object to the FMRR submitted by Landlord in writing within Tenant's Review Period will conclusively be deemed Xxxxxx's approval and acceptance thereof. If Tenant reasonably objects to the FMRR submitted by Landlord within Tenant's Review Period, Landlord and Tenant will attempt in good faith to agree upon such FMRR using their best good faith efforts. If Landlord and Tenant fail to reach agreement on such FMRR within fifteen (15) days following the expiration of Tenant's Review Period (the “Termination "Outside Agreement Date”"), then each party's determination will be submitted to appraisal in accordance with the provisions below. (i) Landlord and Tenant will each appoint one independent appraiser who by profession must be a real estate broker who has been active over the five (5) year period ending on the date of such appointment in the leasing of offices located in area in which the Premises are located. In Each such appraiser will be appointed within fifteen (15) days after the event Outside Agreement Date. (ii) The two appraisers selected shall agree upon the FMRR and if the two appraised rental rates are within 10% of any termination one another, the FMRR shall be the average of the Agreement two rates established by the appraisers. If the two selected appraisers cannot agree on the FMRR within 10%, the two appraisers will within fifteen (15) days agree upon and appoint a third appraiser who shall be qualified under the same criteria set forth herein above for qualification of the initial two appraisers and the FMRR shall be determined within sixty (60) days by the average of the three appraised rental rates established by the three appraisers. (iii) If either Landlord or Tenant fails to appoint an appraiser within the time period specified in Subsection (c)(i) herein above, the appraiser appointed by one of them will, within thirty (30) days following the date on which the party failing to appoint an appraiser could have last appointed such appraiser, establish the FMRR and notify Landlord and Tenant thereof, and such appraiser's decision will be binding upon Landlord and Tenant. (iv) The cost of appraisal (and, if necessary, arbitration) will be shared by Landlord as provided herein, Landlord hereby reserves any and all rights Xxxxxx equally. (v) If the process described in Subsection (b) above and remedies available to Landlord under this Subsection (c) has not resulted in a determination of the Agreement, at law or in equity with respect to any past due amounts due from Tenant under the Agreement or any other defaults by Tenant thereunder occurring prior to the Termination Date. Upon any such termination, Tenant shall surrender the Premises to Landlord in the condition required fair market rental rate by the Agreement commencement of the applicable lease term, then the fair market rental rate estimated by Landlord will be used until the appraiser(s) reach a decision, with an appropriate rental credit and other adjustments for any overpayments of Minimum Monthly Rent or other amounts based on the Termination Date and the parties shall be relieved of further obligation under the Agreement accruing after the Termination Date (except as to any monies due and owing as final determination of the Termination Date, to include any outstanding amounts of Rent or those obligations which are specifically stated to survive the expiration or earlier termination of the Agreement)fair market rental rate.