Common use of Renewal of the Term Clause in Contracts

Renewal of the Term. (a) Tenant may renew the Term for two successive 5-year renewal terms (“Renewal Terms”) so long as this Lease is in full force and effect and Tenant is not in default beyond all applicable grace, notice and cure periods in respect of the performance of any obligation it undertakes under the terms of this Lease both at the time that Tenant exercises such renewal option and at the time such Renewal Term commences. Tenant will exercise each renewal option, if at all, by delivering written notice (the “Option Notice”) to Landlord not less than 12 months prior to the Expiration Date of the current Term. The provisions of this Lease will govern the relationship between the parties during each Renewal Term, except that the Base Rent for each Renewal Term will be determined as provided below. (b) The annual Base Rent payable during each Renewal Term will be equal to the product of 95% of the Fair Market Rent (as defined below and as determined in accordance with the procedures described in this Section 7(b)) as of the date Tenant exercises its option to renew the Term for the ensuing Renewal Term, multiplied by the sum of the Waterford I Building Square Footage and the Waterford II Building Square Footage. In the event that Tenant desires to renew the Lease solely with respect to one Building, Tenant shall notify Landlord of such in the Option Notice, and the Fair Market Rent shall be based on the particular attributes and square footage of the Building Tenant desires to lease. Initially Landlord will determine the Fair Market Rent by using its good faith judgment. Landlord will use due diligence and commercially reasonable efforts to provide written notice of its determination in that regard within 15 days after the date Tenant sends the Option Notice, but in no event later than 30 days after that date. Tenant will have a period (the “Tenant Review Period”) of 30 days following the date Tenant receives Landlord’s notice regarding Landlord’s proposed Fair Market Rent within which to accept Landlord’s proposal or to provide Landlord with Tenant’s objections to Landlord’s proposal. If Tenant objects to Landlord’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use due diligence and commercially reasonable efforts to reach agreement with respect to the Fair Market Rent, but, if the parties fail to agree within 15 days after the expiration of the Tenant Review Period, determination of the Fair Market Rent will be made in accordance with the terms of Subsections 7(b)(i) through 7(b)(v) below. If Landlord fails to provide Tenant written notice of its initial proposal with respect to the Fair Market Rent within the 30-day period set forth above, Tenant may commence negotiations by providing the initial notice, in which event Landlord will have a period (the “Landlord Review Period”) of 30 days following the date of its receipt of Tenant’s proposed Fair Market Rent within which to accept Tenant’s proposal or to provide Tenant Landlord’s objections to Tenant’s proposal. If Landlord objects to Tenant’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use duly diligent and commercially reasonable efforts to reach agreement with respect to the Fair Market Rent, but, if the parties fail to agree within 15 days after the expiration of the Landlord Review Period, determination of the Fair Market Rent will be made in accordance with the terms of Subsections 7(b)(i) through 7(b)(v) below. If determination of the Fair Market Rent in accordance with the following procedures becomes necessary, each party will place in a separate sealed envelope its final proposal as to the Fair Market Rent that will apply during the ensuing Renewal Term. (i) The parties will meet within five business days after the expiration of the Tenant Review Period or the Landlord Review Period, whichever is applicable, exchange the sealed envelopes and open those envelopes in the presence of each other. If the parties do not agree upon the Fair Market Rent within 30 days following the date on which the exchange and opening of the envelopes occur, Tenant may rescind its exercise of the option to renew the Term by the delivery of written notice to Landlord prior to the expiration of that 30-day period. If the parties do not agree upon the Fair Market Rent within that 30-day period and if Tenant fails to rescind its exercise of the option to renew the Term in accordance with the foregoing terms of this subsection (i), then the parties will jointly appoint a single arbitrator within the period that expires 40 days following the date on which the exchange and opening of the envelopes occur. The arbitrator must be a real estate broker who, as his or her primary livelihood, has been active in the leasing of commercial properties in the Greater Charlotte, Xxxxx Xxxxxxxx xxxx (xxxxxxxxx xxx Xxxx Xxxx, Xxxxx Xxxxxxxx xxxx), during the 10-year period preceding the date of his or her appointment. Neither Tenant nor Landlord may select as an arbitrator any broker or firm to whom it has paid commissions or fees in the three-year period prior to the proposed engagement. Prior to the arbitrator’s appointment, neither party will reveal to prospective arbitrators under consideration by the parties its opinion or the opinion of the other party regarding the Fair Market Rent. The sole issue submitted to the arbitrator for determination will be which party’s final proposal regarding the Fair Market Rent is closest to the actual Fair Market Rent, as independently determined by the arbitrator. (ii) Within 30 days after the date of his or her appointment, the arbitrator will give the parties written notice of its determination as to which of the parties’ final proposals regarding the Fair Market Rent will apply during the ensuing Renewal Term. (iii) The decision of the arbitrator is final and binding on the parties. (iv) If the parties fail to agree upon the appointment of an arbitrator within the time specified above, that appointment will be made by the Charlotte, North Carolina Office of the American Arbitration Association. (v) The party whose proposal for Fair Market Rent is not selected shall bear the entire cost of the arbitrator.

Renewal of the Term. (a) Except as otherwise provided in Section 13, Tenant may renew the Term for two successive 5-year renewal terms (“Renewal Terms”) of 60 months each from and after the Expiration Date as extended pursuant to Section 13(c) hereof so long as this Lease is in full force and effect and Tenant is not in default beyond all applicable grace, notice and cure periods in respect of the performance of any obligation it undertakes under the terms of this Lease both at the time that Tenant exercises such each renewal option and at the time such the Renewal Term commencesTerms commence. Tenant will exercise each renewal option, if at all, by delivering written notice (the “Option Notice”) to Landlord not less than 12 months prior to the Expiration Date of the current TermDate. The provisions of this Lease will govern the relationship between the parties during each Renewal Term, except that the Base Rent for each Renewal Term will be determined as provided below. (b) The annual Base Rent payable during each Renewal Term will be equal to the product of 95% of the Fair Market Rent (as defined below and as determined in accordance with the procedures described in this Section 7(b6(b)) as of the date Tenant exercises its option to renew the Term for the ensuing Renewal TermTerm times the Building Square Footage (or, if Tenant has exercised an Expansion Option under Section 13, multiplied by the sum of the Waterford I Building Square Footage and plus the Waterford II Building Square Footage. In the event that Tenant desires to renew the Lease solely with respect to one Building, Tenant shall notify Landlord number of such rentable square feet then existing in the Option Notice, and the Fair Market Rent shall be based on the particular attributes and square footage of the Building Tenant desires to leaseExpansion(s)). Initially Landlord will determine the Fair Market Rent by using its good faith judgment. Landlord will use due diligence and commercially reasonable efforts to provide written notice of its determination in that regard within 15 days after the date Tenant sends the Option Notice, but in no event later than 30 days after that date. Tenant will have a period (the “Tenant Review Period”) of 30 days following the date Tenant receives of its receipt of Landlord’s notice regarding Landlord’s proposed of the rent it proposes as the Fair Market Rent within which to accept Landlord’s proposal or to provide Landlord with Tenant’s objections to Landlord’s proposal. If Tenant objects to Landlord’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use due diligence and commercially reasonable efforts to reach agreement with respect to the Fair Market Rent, but, if the parties fail to agree within 15 days after the expiration of the Tenant Review Period, determination of the Fair Market Rent will be made in accordance with the terms of Subsections 7(b)(i6(b)(i) through 7(b)(v6(b)(v) below. If Landlord fails to provide Tenant written notice of its initial proposal with respect to the Fair Market Rent within the 30-day period set forth above, Tenant may commence negotiations by providing the initial notice, in which event Landlord will have a period (the “Landlord Review Period”) of 30 days following the date of its receipt of Tenant’s proposed notice of the rent it proposes as the Fair Market Rent within which to accept Tenant’s proposal or to provide Tenant Landlord’s objections to Tenant’s proposal. If Landlord objects to Tenant’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use duly diligent and commercially reasonable efforts to reach agreement with respect to the Fair Market Rent, but, if the parties fail to agree within 15 days after the expiration of the Landlord Review Period, determination of the Fair Market Rent will be made in accordance with the terms of Subsections 7(b)(i6(b)(i) through 7(b)(v6(b)(v) below. If determination of the Fair Market Rent in accordance with the following procedures becomes necessary, each party will place in a separate sealed envelope its final proposal as to the Fair Market Rent that will apply during the ensuing Renewal Term. (i) The parties will meet within five business days after the expiration of the Tenant Review Period or the Landlord Review Period, whichever is applicable, exchange the sealed envelopes and open those envelopes in the presence of each other. If the parties do not agree upon the Fair Market Rent within 30 days following the date on which the exchange and opening of the envelopes occur, Tenant may rescind its exercise of the option to renew the Term by the delivery of written notice to Landlord prior to the expiration of that 30-day period. If the parties do not agree upon the Fair Market Rent within that 30-day period and if Tenant fails to rescind its exercise of the option to renew the Term in accordance with the foregoing terms of this subsection (i), then the parties will jointly appoint a single arbitrator within the period that expires 40 days following the date on which the exchange and opening of the envelopes occur. The arbitrator must be a real estate broker who, as his or her primary livelihood, has been active in the leasing of commercial properties in the Greater Charlotte, Xxxxx Xxxxxxxx xxxx (xxxxxxxxx xxx Xxxx Xxxx, Xxxxx Xxxxxxxx xxxx), during the 10-year period preceding the date of his or her appointment. Neither Tenant nor Landlord may select as an arbitrator any broker or firm to whom it has paid commissions or fees in the three-three year period prior to the proposed engagement. Prior to the arbitrator’s appointment, neither party will reveal to prospective arbitrators under consideration by the parties its opinion or the opinion of the other party regarding the Fair Market Rent. The sole issue submitted to the arbitrator for determination will be which party’s final proposal regarding the Fair Market Rent is closest to the actual Fair Market Rent, as independently determined by the arbitrator. (ii) Within 30 days after the date of his or her appointment, the arbitrator will give the parties written notice of its determination as to which of the parties’ final proposals regarding the Fair Market Rent will apply during the ensuing Renewal Term. (iii) The decision of the arbitrator is final and binding on the parties. (iv) If the parties fail to agree upon the appointment of an arbitrator within the time specified above, that appointment will be made by the Charlotte, North Carolina Carolina, Office of the American Arbitration Association. (v) The party whose proposal for Fair Market Rent is not selected shall bear the entire cost of the arbitrator.

Renewal of the Term. (a) Except as otherwise provided in Section 12, Tenant may renew the Term for two successive 5-year renewal terms (“Renewal Terms”) of 60 months each so long as this Lease is in full force and effect and Tenant is not in default beyond all applicable grace, notice and cure periods in respect of the performance of any obligation it undertakes under the terms of this Lease both at the time that Tenant exercises such each renewal option and at the time such the Renewal Term commencesTerms commence. Tenant will exercise each renewal option, if at all, by delivering written notice (the “Option Notice”) to Landlord not less than 12 months two hundred seventy (270) days prior to the Expiration Date of the current TermDate. The provisions of this Lease will govern the relationship between the parties during each Renewal Term, except that the Base Rent for each Renewal Term will be determined as provided below. (b) The annual Base Rent payable during each Renewal Term will be equal to 95% of the product of 95% of the Fair Market Rent (as defined below and as determined in accordance with the procedures described in this Section 7(b5(b)) as of the date Tenant exercises its option to renew the Term for the ensuing Renewal TermTerm times the Building Square Footage (or, multiplied by if Tenant has exercised its Expansion Option under Section 12, times the sum of the Waterford I Building Square Footage and plus the Waterford II Building Square Footage. In the event that Tenant desires to renew the Lease solely with respect to one Building, Tenant shall notify Landlord number of such rentable square feet in the Option Notice, and the Fair Market Rent shall be based on the particular attributes and square footage of the Building Tenant desires to leaseExpansion). Initially Landlord will determine the Fair Market Rent by using its good faith judgment. Landlord will use due diligence and commercially reasonable its best efforts to provide written notice of its determination in that regard within 15 days after the date Tenant sends the Option Notice, but in no event later than 30 days after that date. Tenant will have a period (the “Tenant Review Period”) of 30 days following the date Tenant receives of its receipt of Landlord’s notice regarding Landlord’s proposed of the rent it proposes as the Fair Market Rent within which to accept Landlord’s proposal or to provide Landlord with Tenant’s objections to Landlord’s proposal. If Tenant objects to Landlord’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use due diligence and commercially reasonable their best efforts to reach agreement with respect to the Fair Market Rent, but, if the parties fail to agree within 15 days after the expiration of the Tenant Review Period, determination of the Fair Market Rent will be made in accordance with the terms of Subsections 7(b)(i5(b)(i) through 7(b)(v5(b)(v) below. If Landlord fails to provide Tenant written notice of its initial proposal with respect to the Fair Market Rent within the 30-day period set forth above, Tenant may commence negotiations by providing the initial notice, in which event Landlord will have a period (the “Landlord Review Period”) of 30 days following the date of its receipt of Tenant’s proposed notice of the rent it proposes as the Fair Market Rent within which to accept Tenant’s proposal or to provide Tenant Landlord’s objections to Tenant’s proposal. If Landlord objects to Tenant’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use duly diligent and commercially reasonable their best efforts to reach agreement with respect to the Fair Market Rent, but, if the parties fail to agree within 15 days after the expiration of the Landlord Review Period, determination of the Fair Market Rent will be made in accordance with the terms of Subsections 7(b)(i5(b)(i) through 7(b)(v5(b)(v) below. If determination of the Fair Market Rent in accordance with the following procedures becomes necessary, each party will place in a separate sealed envelope its final proposal as to the Fair Market Rent that will apply during the ensuing Renewal Term. (i) The parties will meet within five business days after the expiration of the Tenant Review Period or the Landlord Review Period, whichever is applicable, exchange the sealed envelopes and open those envelopes in the presence of each other. If the parties do not agree upon the Fair Market Rent within 30 days following the date on which the exchange and opening of the envelopes occur, Tenant may rescind its exercise of the option to renew the Term by the delivery of written notice to Landlord prior to the expiration of that 30-day period. If the parties do not agree upon the Fair Market Rent within that 30-day period and if Tenant fails to rescind its exercise of the option to renew the Term in accordance with the foregoing terms of this subsection (i), then the parties will jointly appoint a single arbitrator within the period that expires 40 days following the date on which the exchange and opening of the envelopes occur. The arbitrator must be a real estate broker who, as his or her primary livelihood, has been active in the leasing of commercial properties in the Greater CharlotteDallas County, Xxxxx Xxxxxxxx xxxx (xxxxxxxxx xxx Xxxx Xxxx, Xxxxx Xxxxxxxx xxxx)Texas, during the 10-year period preceding the date of his or her appointment. Neither Tenant nor Landlord may select as an arbitrator any broker or firm to whom it has paid commissions or fees in the three-three year period prior to the proposed engagement. Prior to the arbitrator’s appointment, neither party will reveal to prospective arbitrators under consideration by the parties its opinion or the opinion of the other party regarding the Fair Market Rent. The sole issue submitted to the arbitrator for determination will be which party’s final proposal regarding the Fair Market Rent is closest to the actual Fair Market Rent, as independently determined by the arbitrator. (ii) Within 30 days after the date of his or her appointment, the arbitrator will give the parties written notice of its determination as to which of the parties’ final proposals regarding the Fair Market Rent will apply during the ensuing Renewal Term. (iii) The decision of the arbitrator is final and binding on the parties. (iv) If the parties fail to agree upon the appointment of an arbitrator within the time specified above, that appointment will be made by the Charlotte, North Carolina Dallas Office of the American Arbitration Association. (v) The party whose proposal for Fair Market Rent is not selected shall bear parties will share the entire cost of the arbitratorarbitration equally.

Renewal of the Term. (a) Tenant may renew shall have the options (each a “Renewal Option” and, collectively, the “Renewal Options”) to extend the Term for two successive 5-year renewal terms (“Renewal Terms”) so long as this Lease is in full force and effect and Tenant is not in default beyond all applicable grace, notice and cure periods in respect of the performance of any obligation it undertakes under the terms of this Lease both at the time that Tenant exercises for two (2) consecutive periods of five (5) years each (each such renewal option and at the time such period being referred to as a “Renewal Term commencesTerm”). Tenant will exercise each renewal option, if at all, by delivering must furnish Landlord with written notice (the “Option Intent Notice”) of its intent to Landlord not less exercise the applicable Renewal Option no earlier than 12 eighteen (18) months and no later than twelve (12) months prior to the Expiration Date scheduled expiration of the current then-existing Term. The provisions Tenant shall have the right in the Intent Notice to exercise both five (5) Renewal Options simultaneously, resulting in one (1) Renewal Term of ten (10) years. Tenant may elect to renew this Lease will govern for less than all of the relationship between Premises, but not less than fifty percent (50%) of the parties Building Square Footage, provided, however, that in order for a partial renewal to be effective, (i) Tenant must renew the Lease as to full floors, only (i.e., Tenant may not elect to surrender a portion of a floor of the Building in connection with a renewal of less than all of the Premises), (ii) other than the Lab Space (which shall, in any event, be included with the Premises in connection with any partial renewal of the Term), the space which Tenant designates for renewal in its Intent Notice must be located on contiguous floors, (iii) the floors to be leased by Tenant shall commence on the floor immediately above the Lab Space and move upwards in the Building before any floors below the Lab Space may be leased by Tenant, and (iv) Tenant shall pay all Conversion Costs. Any election by Tenant to renew the Lease for less than all of the Premises must be specified in the Intent Notice and must include the specific floors to be leased by Tenant during each the Renewal Term, except that the Base Rent for each Renewal Term will be determined as provided below. (b) The annual Base Rent payable during each Renewal Term will be equal If Tenant timely delivers the Intent Notice to the product of 95% Landlord, Landlord shall deliver to Tenant written notice (“Rate Notice”) of the Fair Market Rent Rate (defined below) and the Market Terms (as defined below and as determined in accordance with the procedures described in this Section 7(b)below) as of the date Tenant exercises its option to renew the Term for the ensuing applicable Renewal Term, multiplied by as well as the sum estimated Conversion Costs (if any), accompanied with a detailed description of the Waterford I Building Square Footage alterations, improvements, and other work the Waterford II Building Square Footage. In the event that Tenant cost of which Landlord desires to renew the Lease solely with respect to one Building, Tenant shall notify Landlord of such include in the Option Notice, and the Fair Market Rent shall be based on the particular attributes and square footage of the Building Tenant desires to lease. Initially Landlord will determine the Fair Market Rent by using its good faith judgment. Landlord will use due diligence and commercially reasonable efforts to provide written notice of its determination in that regard within 15 days after the date Tenant sends the Option Notice, but in no event later than 30 days after that date. Tenant will have a period (the “Tenant Review Period”) of 30 days following the date Tenant receives Landlord’s notice regarding Landlord’s proposed Fair Market Rent within which to accept Landlord’s proposal or to provide Landlord with Tenant’s objections to Landlord’s proposalConversion Costs. If Tenant objects to Landlord’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use due diligence and commercially reasonable efforts to reach agreement with respect to the Fair Market Rent, but, if the parties fail to agree within 15 days after the expiration of the Tenant Review Period, determination of the Fair Market Rent will be made in accordance with Rate or the terms Market Terms, Landlord and Tenant shall attempt to resolve their differences as to the Market Rate and the Market Terms within thirty (30) Business Days after Tenant’s receipt of Subsections 7(b)(i) through 7(b)(v) belowthe Rate Notice (the “Renewal Election Period”). If Landlord fails to provide and Tenant written notice of its initial proposal with respect to the Fair Market Rent within the 30-day period set forth above, Tenant may commence negotiations by providing the initial notice, agree in which event Landlord will have a period (the “Landlord Review Period”) of 30 days following the date of its receipt of Tenant’s proposed Fair Market Rent within which to accept Tenant’s proposal or to provide Tenant Landlord’s objections to Tenant’s proposal. If Landlord objects to Tenant’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use duly diligent and commercially reasonable efforts to reach agreement with respect to the Fair Market Rent, but, if the parties fail to agree within 15 days after the expiration of the Landlord Review Period, determination of the Fair Market Rent will be made in accordance with the terms of Subsections 7(b)(i) through 7(b)(v) below. If determination of the Fair Market Rent in accordance with the following procedures becomes necessary, each party will place in a separate sealed envelope its final proposal writing as to the Fair Market Rent that will apply during Rate and Market Terms for the ensuing Renewal Term. (i) The parties will meet within five business days after the expiration of the Term exercised by Tenant Review Period or the Landlord Review Period, whichever is applicable, exchange the sealed envelopes and open those envelopes in the presence of each other. If the parties do not agree upon the Fair Market Rent within 30 days following the date on which the exchange and opening of the envelopes occur, Tenant may rescind its exercise of the option to renew the Term by the delivery of written notice to Landlord prior to the expiration of that 30-day periodthe Renewal Election Period, then the applicable Renewal Option for the Renewal Term exercised by Tenant shall be deemed to have been exercised by Tenant prior to the expiration of the Renewal Election Period and Landlord and Tenant shall enter into an amendment of this Lease extending the Term on the terms set forth herein and, if applicable, incorporating modifications to the Lease as contemplated by Section 4(h), below (a “Renewal Amendment”). If Tenant elects to renew this Lease for less than all of the parties Premises, the Renewal Amendment shall also describe the manner in which Tenant shall be obligated to pay the Conversion Costs. If Landlord and Tenant do not agree upon as to the Fair Market Rent within that 30-day period and if Tenant fails Rate or the Market Terms prior to rescind its exercise the expiration of the Renewal Election Period, Tenant shall have the right, in its sole and absolute discretion, to elect by written notice provided on or before expiration of the Renewal Election Period to either (i) terminate this Lease as of the last day of the then-current Term (in which case the applicable Renewal Option and all subsequent Renewal Options shall terminate and be of no further force or effect), or (ii) determine Base Rent in accordance with Section 4(d) below and the Market Terms in accordance with Section 4(h), below. If Landlord and Tenant have not agreed in writing as to the Market Rate and the Market Terms, and Tenant does not deliver written notice of its election of option to renew the Term (i) or option (ii) in accordance with the foregoing terms of this subsection (i)preceding sentence, then the parties will jointly appoint a single arbitrator within the period that expires 40 days following the date on which the exchange and opening of the envelopes occur. The arbitrator must Tenant shall be a real estate broker who, as his or her primary livelihood, has been active in the leasing of commercial properties in the Greater Charlotte, Xxxxx Xxxxxxxx xxxx (xxxxxxxxx xxx Xxxx Xxxx, Xxxxx Xxxxxxxx xxxx), during the 10-year period preceding the date of his or her appointment. Neither Tenant nor Landlord may select as an arbitrator any broker or firm deemed to whom it has paid commissions or fees in the three-year period prior to the proposed engagement. Prior to the arbitrator’s appointment, neither party will reveal to prospective arbitrators under consideration by the parties its opinion or the opinion of the other party regarding the Fair Market Rent. The sole issue submitted to the arbitrator for determination will be which party’s final proposal regarding the Fair Market Rent is closest to the actual Fair Market Rent, as independently determined by the arbitrator. have elected option (ii) Within 30 days after the date of his or her appointment, the arbitrator will give the parties written notice of its determination as to which of the parties’ final proposals regarding the Fair Market Rent will apply during the ensuing Renewal Term). (iii) The decision of the arbitrator is final and binding on the parties. (iv) If the parties fail to agree upon the appointment of an arbitrator within the time specified above, that appointment will be made by the Charlotte, North Carolina Office of the American Arbitration Association. (v) The party whose proposal for Fair Market Rent is not selected shall bear the entire cost of the arbitrator.

Renewal of the Term. (a) Tenant may renew the Term for two successive 5-year (2) renewal terms (“"Renewal Terms”") of sixty (60) months each (the first such renewal defined as the "First Renewal Term" and the second such renewal defined as the "Second Renewal 1mm") so long as (i) this Lease Agreement is in full force and effect and Tenant is not in default (beyond all any applicable grace, notice and cure periods grace period) in respect of the performance of any obligation it undertakes under the terms of this Lease both at Agreement during the time that Tenant exercises such renewal that option and at the time such the Renewal Term commences. commences and (ii) Tenant will exercise each renewal option, if at all, or any Permitted Transferee (as defined in Section 31 below) of Tenant continues to hold the tenant's interest created by delivering written notice (the “Option Notice”) to Landlord not less than 12 months prior to the Expiration Date virtue of the current Termexecution of this Agreement. The provisions of this Lease Agreement will govern the relationship between the parties during each Renewal Term, except that the Base Rent for each Renewal Term will be determined as provided below. . Tenant will exercise that renewal option, if at all, by delivering written notice (bthe "Tenant Option Notice") The annual Base Rent payable during each Renewal Term will be equal to Landlord not more than thirty (30) days from the date of its receipt of' Landlord's renewal notice, Landlord shall give Tenant notice, within three hundred sixty (360) days but not more than four hundred fifty (450) days prior to the product end of 95% such Lease term, of Landlord's opinion of the Fair Market Rent (as defined below and as determined below) (the "Landlord Renewal Notice"). Tenant's Renewal Notice shall state whether it accepts the Landlord's determination of Fair Market Rent or in accordance with the procedures described in this Section 7(b)) as of the date Tenant exercises its option to renew the Term for the ensuing Renewal Term, multiplied by the sum of the Waterford I Building Square Footage and the Waterford II Building Square Footage. In the event that it does not accept Landlord's determination of Fair Market Rent, it shall state its opinion of Fair Market Rent. If Tenant desires to renew the Lease solely with respect to one Buildingdoes not accept Landlord's determination of Pair Market Rent and proposes its own opinion of Fair Market Rent, Tenant shall notify Landlord of such in the Option Notice, and the then Fair Market Rent shall be based on determined by binding arbitration as provided below However, both parties agree that for a period of thirty (30) days from the particular attributes and square footage date of the Building Tenant desires Tenant's Renewal Notice that they will attempt, in good faith, to lease. Initially Landlord will determine the reach an agreement as to Fair Market Rent by using its good faith judgmentRent. Landlord will use due diligence and commercially reasonable efforts to provide written notice of its determination in that regard within 15 days after In the date Tenant sends the Option Notice, but in no event later than 30 days after that date. Tenant will have a period (the “Tenant Review Period”) of 30 days following the date Tenant receives Landlord’s notice regarding Landlord’s proposed Fair Market Rent within which to accept Landlord’s proposal or to provide Landlord with Tenant’s objections to Landlord’s proposal. If Tenant objects to Landlord’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use due diligence and commercially reasonable efforts are unable to reach agreement with respect to the agree on Fair Market Rent, butTenant may withdraw its exercise of the renewal option or may proceed to arbitration as provided below, if In the event Landlord shall fail to issue its Landlord renewal notice, Tenant may provide its Tenant Option Notice to Landlord within two hundred seventy (270) days but not more than three hundred fifty nine (359) days prior to the end of such Lease Term. Such Tenant Option Notice shall state that Tenant exercises such option and state Tenant's determination of Fair Market Rent. In such event, the parties shall attempt, in good faith, for a period of thirty (30) days from Landlord's receipt of Tenant's renewal notice to reach an agreement as to Fair Market Rent. In the event the parties fail to agree within 15 days after the expiration of the Tenant Review Period, determination of the Fair Market Rent will be made in accordance with the terms of Subsections 7(b)(i) through 7(b)(v) below. If Landlord fails to provide Tenant written notice of its initial proposal with respect to the Fair Market Rent within the 30-day period set forth abovereach an agreement, Tenant may commence negotiations by providing the initial notice, in which event Landlord will have a period (the “Landlord Review Period”) of 30 days following the date of withdraw its receipt of Tenant’s proposed Fair Market Rent within which Tenant renewal notice or proceed to accept Tenant’s proposal or to provide Tenant Landlord’s objections to Tenant’s proposal. If Landlord objects to Tenant’s initial proposal or fails to affirmatively accept that proposal in writing, the parties will use duly diligent and commercially reasonable efforts to reach agreement with respect to the Fair Market Rent, but, if the parties fail to agree within 15 days after the expiration of the Landlord Review Period, determination of the Fair Market Rent will be made in accordance with the terms of Subsections 7(b)(i) through 7(b)(v) arbitration as provided below. If determination of the Fair Market Rent in accordance with the following procedures becomes necessary, each party will place in a separate sealed envelope its final proposal as to the Fair Market Rent that will apply during the ensuing Renewal Term. (i) The parties will meet within five business days after the expiration of the Tenant Review Period or the Landlord Review Period, whichever is applicable, exchange the sealed envelopes and open those envelopes in the presence of each other. If the parties do not agree upon the Fair Market Rent within 30 days following the date on which the exchange and opening of the envelopes occur, Tenant may rescind its exercise of the option to renew the Term by the delivery of written notice to Landlord prior to the expiration of that 30-day period. If the parties do not agree upon the Fair Market Rent within that 30-day period and if Tenant fails to rescind its exercise of the option to renew the Term in accordance with the foregoing terms of this subsection (i), then the parties will jointly appoint a single arbitrator within the period that expires 40 days following the date on which the exchange and opening of the envelopes occur. The arbitrator must be a real estate broker who, as his or her primary livelihood, has been active in the leasing of commercial properties in the Greater Charlotte, Xxxxx Xxxxxxxx xxxx (xxxxxxxxx xxx Xxxx Xxxx, Xxxxx Xxxxxxxx xxxx), during the 10-year period preceding the date of his or her appointment. Neither Tenant nor Landlord may select as an arbitrator any broker or firm to whom it has paid commissions or fees in the three-year period prior to the proposed engagement. Prior to the arbitrator’s appointment, neither party will reveal to prospective arbitrators under consideration by the parties its opinion or the opinion of the other party regarding the Fair Market Rent. The sole issue submitted to the arbitrator for determination will be which party’s final proposal regarding the Fair Market Rent is closest to the actual Fair Market Rent, as independently determined by the arbitrator. (ii) Within 30 days after the date of his or her appointment, the arbitrator will give the parties written notice of its determination as to which of the parties’ final proposals regarding the Fair Market Rent will apply during the ensuing Renewal Term. (iii) The decision of the arbitrator is final and binding on the parties. (iv) If the parties fail to agree upon the appointment of an arbitrator within the time specified above, that appointment will be made by the Charlotte, North Carolina Office of the American Arbitration Association. (v) The party whose proposal for Fair Market Rent is not selected shall bear the entire cost of the arbitrator.