Common use of Renewal Option Clause in Contracts

Renewal Option. Landlord hereby grants to Tenant the right, exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant Renewal Option"), to renew the term of this Lease for _____ additional terms of seven (7) years each (each a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Lease Term for one additional period of three (a "Tenant Renewal Option"), to renew the term of this Lease for _____ additional terms of seven (73) years each commencing on the day following the Termination Date of the initial Lease Term and ending on the third (each a 3rd) anniversary of the Termination Date of the initial Lease Term (the "Renewal Term"), if: 1. Landlord receives notice of exercise ("Initial Renewal Notice") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon not less then twelve (12) full calendar months prior to the expiration of the initial term hereof, Lease Term and each succeeding Renewal Term shall commence immediately upon not more than fifteen (15) full calendar months prior to the expiration of the preceding terminitial Lease Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Renewal Notice; and 3. No part of the Premises is sublet at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Renewal Notice; and 4. The rights of renewal herein granted Lease has not been assigned prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Renewal Notice. B. The initial Base Rental rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject to, and shall be exercised pay Additional Base Rental (i.e. Basic Costs) for the Premises during the Renewal Term in accordance with, with the following terms and conditions: conditions of the Lease, provided that the eight percent (a8%) Tenant cap on Controllable Expenses shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof not be applicable during the month Renewal Term. D. Within thirty (30) days after receipt of April Tenant's Initial Renewal Notice, Landlord shall advise Tenant of the year immediately preceding applicable Base Rental rate for the scheduled commencement Premises for the Renewal Term. Tenant, within fifteen (15) days after the date on which Landlord advises Tenant of such the applicable Base Rental rate for the Renewal Term Term, shall either (i) give Landlord final binding written notice ("Binding Notice") of Tenant's exercise of its option, or (ii) if Tenant disagrees with Landlord's determination, provide Landlord with written notice of rejection (the "Renewal Rejection Notice"). . If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such fifteen (b15) If the Renewal Notice is not timely given with respect to any Renewal Termday period, then Tenant's rights of renewal pursuant to this Section 2.4.2 Renewal Option shall lapse be null and be void and of no further force or effect and effect. If Tenant provides Landlord with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Binding Notice, Landlord and Tenant shall use commercially reasonable efforts enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to negotiate and jointly determine agree upon the Fair Prevailing Market Base Rental to be effective rate for the Premises during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the event Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rental rate for the Premises within thirty (30) days after the date on the Fair Market Rental for which Tenant provides Landlord with a Renewal Term prior to Rejection Notice, Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) Option shall be null and void and of no force and effect. E. If Tenant is entitled to and properly exercises its Renewal Option, Landlord shall prepare an amendment (the "Renewal Amendment") to reflect changes in the Base Rental, Lease Term, Termination Date and other appropriate terms. The Renewal Amendment shall be: 1. sent to Tenant within a reasonable time after receipt of the Renewal Notice; and 2. executed by Tenant and returned to Landlord within fifteen (15) days thereafter. F. For purposes hereof, "Prevailing Market" shall mean the arms length fair market annual rental rate per rentable square foot under renewal leases and amendments entered into on or effectabout the date on which the Prevailing Market is being determined hereunder for space comparable to the Premises in the Building and office buildings comparable to the Building in Ann Arbor, at law or equityMichigan. The determination of Prevailing Market shall take into account any material economic differences between the terms of this Lease and any comparison lease, such as rent abatements, construction costs and other concessions and the manner, if any, in which the landlord under any such lease is reimbursed for operating expenses and taxes. The determination of Prevailing Market shall also take into consideration any reasonably anticipated changes in the Prevailing Market rate from the time such Prevailing Market rate is being determined and the time such Prevailing Market rate will become effective under this Lease.

Renewal Option. Landlord hereby grants to A. Tenant shall have the right, exercisable at Tenant's option, subject to Section 20.5(c) option (a the "Tenant Renewal Option"), ) to renew extend the term of this Lease for _____ two additional terms five (5) year periods (the "First Renewal Term" and the "Second Renewal Term," respectively). The Renewal Option granted Tenant herein may be exercised with respect to the entire Demised Premises only. B. The First Renewal Term shall commence on the date immediately succeeding the Expiration Date and end on the date which falls on the fifth anniversary of seven the Expiration Date. C. Tenant shall exercise its Renewal Option for the First Renewal Term by giving Landlord written notice (7) years each (each a the "Renewal TermNotice") of Tenant's election to exercise the Renewal Option at least nine (9) months prior to the Expiration Date, provided that Tenant is not in default under any of the terms, covenants, or conditions of this Lease on Tenant's part to be observed or performed which remain uncured after any applicable cure period (i) on the date Tenant gives Landlord the Renewal Notice, and (ii) on the Expiration Date. (1) If Tenant does not exercise its Renewal Option for the First Renewal Term, Tenant shall pay to Landlord as Additional Rent, by bank check, certified check or wire transfer, the sum of $19,984.00, such payment to be made by Tenant within twenty (20) days of receipt of written notice from Landlord that such sum is due and owing. Tenant's failure to make this payment shall be deemed a failure to pay Additional Rent pursuant to this Lease. D. Provided Tenant has exercised its Renewal Option for the First Renewal Term, the Second Renewal Term shall commence on the date which falls on the fifth anniversary of the date immediately succeeding the Expiration Date and end on the date which falls on the tenth anniversary of the Expiration Date. E. Tenant shall exercise its Renewal Option for the Second Renewal Term by giving Landlord written notice (the "Renewal Notice") of Tenant's election to exercise the Renewal Option at least nine (9) months prior to the expiration date of the First Renewal Term of the Lease, provided that Tenant is not in default under any of the terms, covenants, or conditions of this Lease on Tenant's part to be observed or performed which remain uncured after any applicable cure period (i) on the date Tenant gives Landlord the Renewal Notice, and (ii) on the expiration date of the First Renewal Term of the Lease. F. If the term of this Lease is renewed as aforesaid, the Renewal Terms shall be upon the same terms, covenants, and conditions as those contained in this Lease insofar as the same may be applicable and relevant, except that (i) there shall be no further right of renewal after the Second Renewal Option and (ii) the Minimum Rent to which reference is made in section 4 hereof for each Renewal Term shall be ninety-five percent (95%) of an annual fair market rental value as determined below. G. Fair Market Rental market rental value for each Renewal Term shall be determined as of follows: (1) Sixty days prior to the commencement of each such Renewal Term Landlord shall submit to Tenant in writing its determination of the fair market rental value of the Demised Premises. If Tenant disputes Landlord's determination of fair market rental value, Tenant shall, prior to the commencement of each Renewal Term, submit its own determination of fair market rental value to Landlord, in writing. If exercisedTenant fails to dispute Landlord's determination by the commencement of each Renewal Term, then Landlord's determination of fair market rental value shall be conclusive upon the parties. (2) If Tenant disputes the Landlord's determination of fair market rental value and the parties are unable to agree on fair market rental value, it shall be determined by way of real estate appraisers. Either party may commence the appraisal process by selecting a real estate appraiser to determine the fair market rental value, and if shall give written notice of such selection to the conditions applicable thereto other party. The other party shall then have been satisfiedfifteen (15) days to select its own appraiser. The appraisers shall together determine the fair market rental value of the Demised Premises within 30 days of the selection of the second appraiser. If the other party fails to select an appraiser within the 15 day time period, the first Renewal Term appraiser shall commence immediately determine the fair market rental value and its decision shall be conclusive upon the expiration parties. (3) If the appraisers cannot agree on the fair market rental value, then they shall together appoint a third appraiser having at least five (5) years experience as an MAI commercial real estate appraiser in Fairfield County, Connecticut, who shall, within 30 days of his being appointed, determine the fair market rental value, which value shall not exceed nor be lower than the two original appraisals. Each party shall be responsible for the fees of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject toappraiser it selects, and shall evenly divide the fees of the third appraiser, should one be exercised in accordance withselected. (4) If the determination of fair market rental value requires the use of appraisers, Tenant shall continue to pay rent to the following terms and conditionsLandlord at the last established Minimum Rent together with 75% of the proposed rent increase (if any) as calculated from the Landlord's determination of fair market rental value until a new Minimum Rent is determined. Once the new Minimum Rent is determined: (a) Tenant shall exercise its right with respect pay to each Renewal Term by giving Landlord Notice thereof during the month of April any amounts due as a result of the year immediately preceding new Minimum Rent within 15 days of its determination, less any amounts paid by the scheduled commencement of such Renewal Term (Tenant to the "Renewal Notice").Landlord pursuant to this section; or (b) If the Renewal Notice is not timely given with respect Landlord shall credit any amounts that Tenant paid to any Renewal Term, then Tenant's rights of renewal Landlord pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March section in excess of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent due based upon the determination of fair market rental value against the next Minimum Rent due and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached owing pursuant to the Lease and shall supersede such Schedules as were effective prior theretoLease. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants to Tenant shall, provided the rightLease is in full force and effect and Tenant is not in default under any of the terms and conditions of the Lease at the time of notification or commencement, exercisable at Tenant's option, subject to Section 20.5(chave one (1) (a "Tenant Renewal Option"), option to renew the term of this Lease for _____ additional terms a term of seven five (75) years each (each a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. date the renewal term is to commence, on the same terms and conditions set forth in the Lease, except as modified by the tenns, covenants and conditions as set forth below: 41.1 If exercisedTenant elects to exercise said option, and if then Tenant shall provide Landlord with written notice no earlier than the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon date which is twelve (12) months prior to the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon of the Lease but no later than the date which is nine (9) months prior to the expiration of the preceding in itial Term of the Lease. If Tenant fails to provide such notice, Tenant shall have no further or additional right to extend or renew the Term of the Lease. 41.2 The Annual Rent and Monthly Installment of Rent in effect at the expiration of the initial Tenn of the Lease shall reflect the current fair market rental for comparable space in the Building and in other similar buildings in the same rental market as of the date the renewal term is to commence, taking into account the specific provisions of the Lease which will remain constant. Landlord shall advise Tenant of the new Annual Rent and Monthly Installmen t of Rent for the Premises no later than thirty (30) days after receipt of Tenant's written request therefor. Said request shall be made no earlier than thirty (30) days prior to the first date on which Tenant may exercise its option under this Paragraph. Said notification of the new Annual Rent may include a provision for its escalation to provide for a change in fair market rental between the time of notification and the commencement of the renewal term. The rights of renewal herein granted to Tenant shall be subject tohave ten (10) days from said notification (the "Negot iation Period") to provide Landlord with written notice that Txxxxx accepts the revised Annual Rent and Monthly Installment of Rent.· 41.3 Should Landlord and Tenant fail to reach agreement during the Negotiation Period, either party may within five (5) days thereafter, refer such dispute to arbitration. Within ten (I0) days following the Negotiation Period, the parties shall each appoint a real estate appraiser who special izes in the field of commercial office space leasing in the Las Colinas/Freeport, Irving, Texas market, has at least ten (I0) years of experience in such field and is recognized within the field as being reputable and ethical. Such two appraisers shall each determine the fair market rental for the Premises for the renewal term . Ifthe greater of such two determinations is not more than five percent (5%) higher than the lesser of such two determinations , then the fair market rental shall equal the mean of such two determinations . If the greater of such two determinations is more than five percent (5%) higher than the lesser of such two determinations, then the two appraisers shall, within ten ( 10) days, render separate written reports of their determinations and shall together appoint a th ird similarly qualified appraiser. The third appraiser shall, with in ten ( J O) days after his or her appointment, make a determination of the fair market rental, wh ich shall equal the mean of the three (3) determ inations and shall be exercised in accordance withfinal, conclusive and binding on both parties. Landlord and Tenan t shall each bear the following terms cost of its appraiser and conditions: (a) Tenant shall bear the cost of the third (3'd) appraiser. Upon the determination of the matters referenced in this Article 41, Landlord and Tenant shall enter into an agreement supplementary to the Lease, as amended, setting forth the new Annual Rent and Monthly Installment of Rent for the renewal term, but the failure to enter into any such supplementary agreement shall not affect the exercise its right with respect of Tenant's 11/02 SOG (BY)-INS Revised 10/03 629620.v x DALLAS:74008/000l3:1276703v6 option under this Article 4 l. If such arbitration shall not be concluded prior to each Renewal Term the commenceme nt of the renewal term, then the initial Monthly Installment of Rent for the renewa l term shall be the same as that payable by giving Landlord Notice thereof Tenant during the last month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) initial Term. If the Renewal Notice is not timely given with respect to any Renewal Termarbitration shall result in a lower rent, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord Tenant shall be entitled to terminate all unexercised a credit against the next succeeding instal lments ofrent due hereunder for such overpayment as it shall have theretofore made. Ifthe arbitration shall result in a higher rent, Tenant Renewal Options by providing Notice shall promptly pay to Tenant thereof at any time during Landlord the calendar month of March amount of the year immediately preceding a year in which a Renewal Term is scheduled to commenceunderpayment. (d) Landlord 41.4 This option is not transferable; the parties hereto acknowledge and agree that they intend that this option to renew the Lease shall be "personal" to Conexis Benefits Administrators, L.P., or any Permitted Transferee, and that in no event will any assignee or sublessee have any right s to exercise this option to renew. 41.5 Upon exercise of this option Tenant shall use commercially reasonable efforts have no further right to negotiate and jointly determine extend the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal TermLease. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Lease Term (a the "Tenant Renewal Option"), to renew the term ) for one additional period of this Lease for _____ additional terms of seven five (75) years each commencing on the day following the Termination Date of the initial Lease Term and ending on the fifth (each a 5th) anniversary of the Termination Date (the "Renewal Term"), if: 1. Landlord receives notice of exercise ("Initial Renewal Notice") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon not less then twelve (12) full calendar months prior to the expiration of the initial term hereof, Lease Term and each succeeding Renewal Term shall commence immediately upon not more than fifteen (15) full calendar months prior to the expiration of the preceding terminitial Lease Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 3. No more than fifty percent (50%) of the Premises is sublet (except in connection with a Permitted Transfer) for a term that extends beyond the date of Tenant's Initial Renewal Notice; and 4. The rights of renewal herein granted Lease has not been assigned (except in connection with a Permitted Transfer) prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice. B. The initial Base Rental rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject topay Additional Base Rental (i.e. Basic Costs) for the Premises during the Renewal Term in accordance with the terms and conditions of the Lease. In addition, and if such is standard in the market at the time, the Base Year shall be exercised adjusted to a current Base Year. Such new Base Year, however, shall be given appropriate consideration in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April determination of the year immediately preceding Prevailing Market rate. D. Within thirty (30) days after receipt of Tenant's Initial Renewal Notice, Landlord shall advise Tenant of the scheduled commencement applicable Base Rental rate for the Premises for the Renewal Term. Tenant, within fifteen (15) days after the date on which Landlord advises Tenant of such the applicable Base Rental rate for the Renewal Term Term, shall either (i) give Landlord final binding written notice ("Binding Notice") of Tenant's exercise of its 49 52 option, or (ii) if Tenant disagrees with Landlord's determination, provide Landlord with written notice of rejection (the "Renewal Rejection Notice"). . If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such fifteen (b15) If the Renewal Notice is not timely given with respect to any Renewal Termday period, then Tenant's rights of renewal pursuant to this Section 2.4.2 Renewal Option shall lapse be null and be void and of no further force or effect and effect. If Tenant provides Landlord with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Binding Notice, Landlord and Tenant shall use commercially reasonable efforts enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to negotiate and jointly determine agree upon the Fair Prevailing Market Base Rental to be effective rate for the Premises during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the event Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rental rate for the Premises within thirty (30) days after the date on the Fair Market Rental for which Tenant provides Landlord with a Renewal Term prior to Rejection Notice, Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) Option shall be null and void and of no force or and effect. E. If Tenant is entitled to and properly exercises its Renewal Option, at law or equity.Landlord shall prepare an amendment (the "Renewal Amendment") to reflect changes in the Base Rental, Lease Term, Termination Date and other appropriate terms. The Renewal Amendment shall be: 1. sent to Tenant within a reasonable time after receipt of the Binding Notice; and 2. revised by Landlord to the extent necessary to address any requested revisions by Tenant that are reasonably necessary to accurately reflect the terms and conditions hereof; and

Renewal Option. Landlord (a) Subject to the provisions of Section 25 of the Lease, Tenant is hereby grants to Tenant the right, exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant Renewal Option"), granted an option to renew the term Lease and extend the Term hereof for an additional period of this Lease for _____ additional terms of seven one hundred twenty (7120) years each calendar months (each a "“Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon ,” beginning on the expiration of the initial term hereofInitial Term and ending on the last day of the one hundred twentieth (120th) full calendar month thereafter), subject to and in accordance with all of the terms and conditions set forth below. Tenant’s renewal option is conditioned upon Tenant having satisfied each succeeding Renewal Term shall commence immediately upon of the following requirements: (i) Tenant notifies Landlord of its election to exercise the right of renewal granted hereby at least fifteen (15) months but not more than twenty-four (24) months prior to the expiration of the preceding term. The rights Initial Term; (ii) at the time of renewal herein granted the exercise of such right and for the remainder of the Term thereafter prior to Tenant shall be subject tothe commencement of the Renewal Term, there is no existing Event of Default which is not remedied within the applicable cure periods set forth in the Lease; (iii) the Lease has not terminated prior to the commencement of the Renewal Term; and (iv) at the time of the exercise of such Option and shall be exercised in accordance withfor the remainder of the Term thereafter prior to the commencement of the Renewal Term, the following terms and conditions: original named Tenant or a transferee of Tenant pursuant to a Permitted Transfer (aas defined in Section 10(i) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding Lease) is in possession of and occupying the scheduled commencement of such Renewal Term (the "Renewal Notice")entire Leased Premises. (b) If During the Renewal Notice is not timely given with respect to any first twelve (12) calendar months of the Renewal Term, then Tenant's rights Tenant shall pay Landlord Basic Rent equal to the greater of: (i) [***] of renewal the Fair Market Rent (as defined below) for the Leased Premises for the Renewal Term, or (ii) the total of: (1) [***] the net rental component of the annual Basic Rent rate payable hereunder by Tenant (notwithstanding any abatements thereof) during the one year period immediately preceding the commencement of the Renewal Term; plus (2) the Additional Rent related to increased Operating Expenses payable by Tenant pursuant to the terms of Section 3(b) of the Lease (determined without giving effect to any abatements thereof) during the one year period immediately preceding the commencement of the Renewal Term. The “Fair Market Rent,” as used in this Section 2.4.2 Paragraph 2, shall lapse mean the market annual face rental rate (plus any market-appropriate annual escalations thereof) for comparable space in the Corporate Office Park at Dulles Town Center for a third party tenant of similar caliber and financial standing entering into a new arms-length Lease, taking into account all appropriate factors and all then current market economics and concessions (including, if applicable, rental abatement, improvement and other allowances, new base year for Operating Expenses, etc.). Beginning with the thirteenth (13th) Lease Month of the Renewal Term, the aforesaid Basic Rent for the first twelve (12) Lease Months of the Renewal Term shall be of no further force or effect escalated on an annual basis in accordance with respect to all remaining Renewal Termsmarket appropriate escalations, determined in accordance with the Fair Market Rent described above. (c) Within thirty (30) days following Landlord’s receipt of Tenant’s timely notice of its exercise of the renewal option, Landlord shall notify Tenant of Landlord’s good faith determination of the Basic Rent applicable to the Renewal Term based upon the foregoing parameters (which determination shall include a determination of market appropriate annual escalations of the initial Basic Rent). If Tenant notifies Landlord that Tenant agrees with Landlord’s determination of such Basic Rent, then, provided the foregoing conditions thereto are met (as set forth in subparagraph (a) above), the Term shall be entitled extended for one hundred twenty (120) calendar months beyond the expiration of the Initial Term upon the Basic Rent terms set forth in Landlord’s notice to terminate all unexercised Tenant. If Tenant fails to promptly notify Landlord that Tenant agrees with Landlord’s determination of the Basic Rent applicable to the Renewal Options by providing Notice Term, then during the period between Landlord’s notification to Tenant thereof and the thirtieth (30th) day thereafter, the parties shall negotiate and discuss the matter in good faith. If the parties fail to agree upon the Basic Rent applicable to the Renewal Term within such thirty (30) day period, then Tenant, at any time during the calendar month of March its option, may withdraw its exercise of the year immediately preceding a year in which a Renewal Term is scheduled to commence. Option by delivering written notice of such withdrawal within five (d5) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine business days following the Fair Market Rental to be effective during any Renewal Term by no later than March 31st expiration of the year immediately preceding such Renewal Termaforesaid thirty (30) day period. In the event Landlord that the parties cannot agree upon the appropriate Basic Rent prior to the close of business on the thirtieth (30th) day following Landlord’s notification of Landlord’s determination of Basic Rent (such thirty (30th) day being referred to as the “Outside Agreement Date”), and Tenant are unable fails to agree on timely exercise the Fair Market Rental for a foregoing withdrawal right, then the Basic Rent applicable to the Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set following terms, the results of which shall be binding upon the parties. Within ten (10) business days following the Outside Agreement Date, 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 Article 19 by no later than August 1st such capacity, to determine the Basic Rent applicable to the Renewal Term. If either party shall fail to select a Broker as aforesaid, then the party which has selected a Broker as aforesaid (the Appointing Party) shall have the right to issue a written notice to the party which failed to select a Broker as aforesaid (the Non-Appointing Party) advising such Non-Appointing Party that it has failed to appoint a Broker, in which case, if the Non-Appointing Party does not then designate its Broker within five (5) business days following receipt of the year immediately preceding Appointing Party’s Notice, then the Basic Rent shall be determined by the Broker selected by the Appointing Party. Each Broker shall thereupon independently make his determination of the Basic Rent outlined above within twenty (20) days after the appointment of the second Broker. If the two Brokers determinations are not the same, but the higher of such two determinations (based upon the initial annual Basic Rent and average Base Rent over the course of the Renewal Term) is not more than one hundred five percent (105%) of the lower of them, then the Basic Rent shall be deemed to be the average of the two determinations. If the higher of such two determinations is more than one hundred five percent (105%) of the lower of them, then the two Brokers shall jointly appoint a third Broker within ten (10) days after the second of the two determinations described above has been rendered. (If the two brokers are unable to agree upon a third broker, then the third broker shall be appointed by the Greater Washington Area Commercial Broker’s Council; or if such organization no longer exists, by the president of its successor organization; or if no such successor organization exists, by the Chief Judge of the Circuit Court of Loudoun County, Virginia). The third Broker shall independently make his determination of the Basic Rent within twenty (20) days after his appointment by choosing one of the two determinations previously submitted in accordance with the foregoing by the parties’ respective Brokers, and the third Broker’s determination shall be deemed to be the Basic Rent payable by Tenant with respect to the applicable Renewal Term. For the purposes of this Paragraph 1, Broker shall mean a real estate broker licensed in the Commonwealth of Virginia, who has been regularly engaged in such capacity in the business of commercial office leasing in the Northern Virginia submarket for at least five (5) years immediately preceding such persons appointment hereunder. Each party shall pay for the cost of its Broker and one-half of the cost of the third Broker, if any. (ed) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon Prior to the commencement of the applicable Renewal Term, be attached upon the request of Landlord, Tenant hereby agrees to execute an amendment to the Lease and shall supersede such Schedules as were effective prior theretomemorializing said extension of the Lease Term. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Term (a the "Tenant Renewal Option"), to renew ) for one additional period of 5 years commencing on the term day following the Termination Date of this Lease for _____ additional terms the initial Term and ending on the 5th anniversary of seven the Termination Date (7) years each (each a the "Renewal Term") at the Fair Market Rental as ), if: 1. Landlord receives notice of exercise of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Option ("Initial Renewal Term shall commence immediately upon Notice") not less than 9 full calendar months prior to the expiration of the initial term hereof, Term and each succeeding Renewal Term shall commence immediately upon not more than 12 full calendar months prior to the expiration of the preceding terminitial Term; and 2. Tenant is not in Monetary Default or material non-monetary default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice (as hereinafter defined); and 3. No more than 16,500 rentable square feet of the Premises (in the aggregate) is sublet (other than pursuant to a Permitted Transfer) at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 4. The rights of renewal herein granted Lease has not been assigned (other than pursuant to a Permitted Transfer) prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice. B. The initial Base Rent rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject topay Additional Rent (i.e. Expenses and Taxes) for the Premises during the Renewal Term in accordance with Article IV of the Lease, provided that the Base Year for Expenses and the Base Year for Taxes during the Renewal Term shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each calendar year during which the Renewal Term by giving commences. D. Within 30 days after receipt of Tenant's Initial Renewal Notice, Landlord Notice thereof during the month of April shall advise Tenant of the year immediately preceding applicable Base Rent rate for the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If Premises for the Renewal Notice is not timely given with respect to any Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, then Tenant's rights shall either (i) give Landlord final binding written notice ("Binding Notice") of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, or (ii) if Tenant must meet disagrees with Landlord's determination, provide Landlord with written notice of rejection (the criteria for being an "Approved Rejection Notice"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) 's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market Base Rent rate for the Premises during the Renewal Term. Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rent rate for the Premises within 30 days E-2 50 after the date on which Tenant provides Landlord with a Rejection Notice, Tenant may elect to either rescind its intention to renew, or subject the process to binding arbitration. Tenant's election to cause the disagreement to be resolved by arbitration shall be deemed to be its Binding Notice. If Tenant fails to require arbitration by notice (the "Renewal Arbitration Notice") within 5 days of the expiration of the 30 day period set forth above, Tenant's right to extend the Lease shall be null and void and of no further force and effect, at law or equity.

Renewal Option. Landlord hereby grants Notwithstanding anything to the contrary set forth in the Lease, Tenant shall have one (1) option to extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Term (a "Tenant the “Renewal Option"), to renew the term of this Lease for _____ additional terms of seven (7”) years each (each a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, on the following terms and conditions:. (a) Provided that as of the date of the receipt of the Renewal Notice (as hereinafter defined) by Landlord and the Renewal Commencement Date (as hereinafter defined), (i) Tenant is the tenant originally named herein, (ii) Tenant actually occupies all of the Premises initially demised under this Amendment and any space added to the Premises, and (iii) no default exists, or would exist but for the passage of time or the giving of notice, or both, then Tenant shall exercise its have the right with respect to each extend the Term for an additional term of sixty (60) months (the “Renewal Term by giving Landlord Notice thereof during Term”) commencing on the month of April day following the expiration of the year immediately preceding the scheduled commencement of such Renewal Extended Term (the "“Renewal Commencement Date”). Tenant shall give Landlord written notice (the “Renewal Notice")”) of its election to renew the Term in accordance with the terms hereof at least (6) six months, but not more than nine (9) months, prior to the scheduled expiration date of the Extended Term. (b) If The Monthly Installment of Rent payable by Tenant to Landlord during the Renewal Notice is not timely given with respect Term shall be the greater of (i) the Monthly Installment of Rent applicable to any Renewal the last year of the Extended Term, then and (ii) the then-prevailing market rate of comparable space in comparable buildings in the vicinity of the Property taking into account the size of the Lease, the length of the renewal term, market escalations, and the credit of Tenant's rights . The Monthly Installment of renewal pursuant Rent shall not be reduced by reason of any costs or expenses saved by Landlord by reason of Landlord’s not having to this Section 2.4.2 shall lapse and be find a new tenant for such premises (including, without limitation, brokerage commissions, costs of no further force improvements, rent concessions or effect with respect to all remaining Renewal Termslost rental income during any vacancy period). (c) Landlord shall be entitled to terminate all unexercised notify Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March its determination of the year immediately preceding Monthly Installment of Rent for the Renewal Term, and Tenant shall advise Landlord in writing of any objection within ten (10) business days of receipt of Landlord’s notice. Failure to respond within the ten (10) business day period shall constitute Tenant’s rejection of such Monthly Installment of Rent. If Tenant objects, Landlord and Tenant shall commence negotiations to attempt to agree upon the Monthly Installment of Rent for a year period of up to fifteen (15) business days after Landlord’s receipt of Tenant’s objection notice. If (i) Tenant has rejected (or been deemed to reject) such Monthly Installment of Rent or (ii) the parties cannot agree after Tenant objects, each acting in which a good faith but without any obligation to agree, on the Monthly Installment of Rent on or before the end of such fifteen (15) day business period, then Tenant’s exercise of the Renewal Term is scheduled Option shall be deemed withdrawn and the Lease shall expire or terminate in accordance with its terms, unless either Landlord or Tenant timely exercises its right to commencearbitrate as set forth in subsection (d) below. (d) Either party may elect to arbitrate the determination of Monthly Installment of Rent for the Renewal Term by sending written notice to the other party and the regional office of the American Arbitration Association closest to the Premises within three (3) business days after the expiration of the fifteen (15) business day negotiating period provided in the preceding paragraph, invoking the binding arbitration provisions of this Section. The arbitration to determine the applicable Monthly Installment of Rent for the Renewal Term shall be in accordance with the Real Estate Industry Arbitration Rules and Mediation Procedures of the American Arbitration Association. Unless otherwise required by state law, arbitration shall be conducted in the metropolitan area where the Premises is located by a single arbitrator mutually selected by the parties and unaffiliated with either party. Landlord and Tenant shall use commercially reasonable efforts each submit to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st arbitrator their respective proposal of the year immediately preceding such appropriate Monthly Installment of Rent for the Renewal Term. In The arbitrator must choose between the event Landlord’s proposal and the Tenant’s proposal and may not compromise between the two or select some other amount. Notwithstanding any other provision herein, the Monthly Installment of Rent determined by the arbitrator for the Renewal Term shall not be less than, and the arbitrator shall have no authority to determine a Monthly Installment of Rent less than, the Monthly Installment of Rent in effect as of the scheduled expiration of the Extended Term. The cost of the arbitration shall be borne equally between the parties. If the arbitrator has not determined the Monthly Installment of Rent by the end of the original Term, Tenant shall pay one hundred five percent (105%) of the Monthly Installment of Rent in effect under the Lease as of the end of the original Term until the Monthly Installment of Rent is determined as provided herein. Upon such determination, Landlord and Tenant are unable shall make the appropriate adjustments to agree on the Fair Market Rental payments between them, including the reimbursement of any credit that may be due for a Renewal Term prior to Tenant's exercise Monthly Installment of its Rent actually paid by Tenant Renewal Option, which is higher than the Fair Market Rental shall be final Monthly Installment of Rent determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st herein for such period. For the avoidance of doubt, the parties consent to the jurisdiction of any appropriate court to enforce the arbitration provisions of this exhibit and to enter judgment upon the decision of the year immediately preceding the applicable Renewal Termarbitrator. (e) The components determination of Fair Market Rentalthe Monthly Installment of Rent does not reduce the Tenant’s obligation to pay or reimburse Landlord for Expenses, including Minimum Rent Taxes, and Revenue Percentages and Break Points, determined any other reimbursable or chargeable items as set forth in subparagraph (d)the Lease, and Tenant shall be reimburse and pay Landlord as set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Lease with respect to such items with respect to the Premises during the Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order Except for Tenant the Monthly Installment of Rent for the Renewal Term as determined above, Tenant’s occupancy of the Premises during the Renewal Term shall be on the same terms and conditions as are in effect immediately prior to exercise the Tenant Renewal Optionexpiration of the Term; provided, at the time Tenant exercises such optionhowever, Tenant must meet shall have no further right to any allowances, credits or abatements or any options to expand, contract, renew, terminate or extend the criteria Lease. (g) If Tenant does not give the Renewal Notice within the period set forth above, the Renewal Option shall automatically terminate. Time is of the essence as to the giving of the Renewal Notice. (h) Landlord shall have no obligation to refurbish or otherwise improve the Premises for being an "Approved Tenant" as defined the Renewal Term. The Premises shall be tendered on the Renewal Commencement Date in “as-is” condition. (i) If the Consent and AssignmentLease is extended for the Renewal Term, and any exercise then, promptly after the determination of Monthly Installment of Rent in violation accordance with the terms of this Section 2.4.2(f6, Landlord shall prepare and Tenant shall execute an amendment to the Lease confirming the extension of the Term and the other provisions applicable thereto. (j) If Tenant exercises its right to extend the term of the Lease for the Renewal Term pursuant to this Section 6 and the parties execute the amendment, the term “Term” as used in this Lease, shall be null and void and of no force or effectconstrued to include, at law or equitywhen practicable, the Renewal Term except as provided in subsection (f) above.

Renewal Option. Landlord Any and all renewal options presently set forth in the Lease, including, without limitation, the renewal option set forth in Paragraph 1 of Exhibit F to the Lease, are hereby grants deleted in their entireties. In lieu thereof, Tenant shall have, at its option (each such option being referred to Tenant the right, exercisable at Tenant's option, subject to Section 20.5(c) (herein as a "Tenant Renewal Option"), the right to renew and extend the term of this Lease for _____ additional two consecutive terms of seven five (75) years each (each such renewal term being referred to herein as a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term). If exercised, and if the conditions applicable thereto have been satisfied, the The first Renewal Term shall commence immediately upon the expiration of the initial term hereof, Extended Term and each succeeding the second Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted first Renewal Term by Tenant's giving written notice thereof to Tenant shall be subject toLandlord no earlier than fifteen (15) months, and shall be exercised in accordance withno later than twelve (12) months, prior to the following terms and conditions: (a) expiration of the then existing Extended Term or Renewal Term, as the case may be. Once Tenant shall exercise its any Renewal Option, Tenant may not thereafter revoke such exercise, except as expressly set forth below. Tenant shall not have the right to exercise any Renewal Option at a time that an Event of Default (or an event which with respect notice and/or lapse of time could become an Event of Default) under the Lease has occurred and is continuing. Tenant's failure to each timely exercise a Renewal Option for any reason whatsoever shall conclusively be deemed a waiver of such Renewal Option and any future Renewal Option. At Landlord's option, Landlord may adjust the annual Basic Rent for any Renewal Term by giving Landlord Notice thereof during to an annual rate equal to the month of April Fair Market Value Rate (as hereinafter defined) as of the year immediately preceding the scheduled commencement of such Renewal Term (Term. As used in the "Renewal Notice"). (b) If Lease, Fair Market Value Rate shall mean the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights fair market value rental rate per square foot of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a rentable area per year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine effect at the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal TermTerm for comparable tenants taking comparable space in comparable conditions under comparable terms in comparable multi-tenant office buildings in northwest Austin, Texas (hereinafter called Comparable Buildings), taking into account location, structured parking, amenities within walking distance, signage, access, visibility, and any rental concessions and/or tenant improvements (or allowance therefor) which are being provided to Tenant. It is also agreed and understood that the Fair Market Value Rate shall include: (a) rent; and (b) rental operating expenses, property tax, and utility and expense adjustments that are being included as part of the terms and conditions of office tenant leases for comparable tenants in Comparable Buildings as of the time of determination of the Fair Market Value Rate. The Fair Market Value Rate, for purposes of this Amendment, shall be attached calculated in the same manner as the Market Rate (as used in the Lease) was calculated in Exhibit F-1 of the Lease. Tenant shall take the Premises as is for any Renewal Term and Landlord shall have no obligation to make any improvements or alterations to the Lease Premises. Except as set forth in this Paragraph, the leasing of the Premises for any Renewal Term shall be upon the same terms and conditions as the leasing of the Premises for the Extended Term and shall supersede such Schedules as were effective prior thereto. be upon and subject to all of the provisions of the Lease. Any Renewal Option granted to Tenant under this Paragraph shall be personal to Tenant and shall not be transferred, encumbered, or assigned by Tenant (f) In order for Tenant except pursuant to exercise the Tenant Renewal Optiona Permitted Transfer, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in Section 9.8 of the Consent and AssignmentLease, and or pursuant to an assignment which has been consented to by Landlord under Article 9 of the Lease) or in any exercise in violation manner transferred to, or exercised by, any subtenant of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equityTenant.

Renewal Option. Landlord hereby grants to Section 27.1. Tenant the right, exercisable at Tenant's option, subject to Section 20.5(cshall have one (1) renewal option of five (a "Tenant Renewal 5) years (“Option"”), under the same terms as are stipulated in the present document, starting with a Fixed Net Rent which will be negotiated at the time of renewal, but which shall not be less than the Fixed Net Rent of the final year of the contract in force, with an increase of the rate as stated below. In order to renew exercise the term Option, Tenant must give written notice of such election to Landlord and Landlord must receive the same at least 6 months, but not more than 12 months prior to the date the option period would commence, time being of the essence. If proper notification of the exercise of the Option is not given and received, such Option shall automatically expire. This Option cannot be exercised: (i) during the period commencing with the giving of any notice of default and continuing until said default is cured, (ii) during the period of time any Fixed Net Rent or Additional Rent is unpaid (without regard to whether notice thereof is given Tenant), (iii) during the time Tenant is in Default of this Lease for _____ additional terms Lease, or (iv) in the event that Tenant has been given 3 or more notices of seven (7) years each (each a "Renewal Term") at default, whether or not the Fair Market Rental as defaults are cured, during the 12 month period immediately preceding the exercise of the commencement Option. The monthly rent for each month of each such Renewal Termthe 5 year option period shall be calculated as described in Section 27.2 below. Section 27.2. If exercised, and if On the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration last day of the initial term hereof(the “Market Rental Value Adjustment Date”), and each succeeding Renewal Term the rent shall commence immediately upon be adjusted to the expiration Market Rental Value (MRV) of the preceding termLeased Premises as follows: Four months prior to the Market Rental Value Adjustment Date, the parties shall attempt to agree upon what the new MRV with be on the Market Rental Value Adjustment Date. The rights of renewal herein granted to If agreement cannot be reach within 30 days, then both Landlord and Tenant shall be subject toeach immediately make a reasonable determination of the MRV and submit such determination, and shall be exercised in writing to arbitration in accordance with, with the following terms (and conditions:not in accordance with Article 13): (a) within 15 days thereafter, Landlord and Tenant shall exercise its right each select an appraiser of their choice to act as an arbitrator. Each appraiser so selected shall be certified as a 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 the Santa Fe Springs area. The two arbitrators so appointed shall immediately select a third mutually acceptable appraiser to act as a third arbitrator (with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"qualifications specified above). (b) If the Renewal Notice 3 arbitrators shall within 30 days of the appointment of the third arbitrator reach a decision as to what the actual MRV for the Leased Premises is, and whether Xxxxxxxx’s or Xxxxxx’s submitted MRV is not timely given with respect to any Renewal Term, then Tenant's rights the closest thereto. The decision of renewal pursuant to this Section 2.4.2 a majority of the arbitrators shall lapse and be of no further force or effect with respect to all remaining Renewal Termsbinding on the parties. (c) Landlord If either of the parties fails to appoint an arbitrator within the specified 15 days, the arbitrator timely appointed by one of them shall reach a decision of his or her own, and such decision shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during binding on the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commenceparties. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st entire cost of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental arbitration shall be determined in accordance with paid equally by both parties, or by the appraisal procedures set forth in Article 19 by no later party whose submitted MRV is not selected (i.e. the one that is NOT the closest to the actual MRV) if such party’s MRV is more than August 1st of 50% further from the year immediately preceding actual MRV than the applicable Renewal Termother party’s originally submitted MRV. (e) The components of Fair Market Rentalnotwithstanding the above, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), the new MRV shall not be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of less than the applicable Renewal Term, be attached to rent payable for the Lease and shall supersede such Schedules as were effective prior theretomonth immediately preceding the rent adjustment. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Term (a "Tenant the “Renewal Option"”) for the entire Premises only for one additional period of 5 years commencing on the day following the Termination Date of the initial Term and ending on the 5th anniversary of the Termination Date (the “Renewal Term”), to renew the term if: 1. Landlord receives notice of this Lease for _____ additional terms of seven (7) years each (each a "Renewal Term") at the Fair Market Rental as exercise of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Option (“Initial Renewal Term shall commence immediately upon Notice”) not less than 18 full calendar months prior to the expiration of the initial term hereof, Term and each succeeding Renewal Term shall commence immediately upon not more than 24 full calendar months prior to the expiration of the preceding terminitial Term; and 2. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised is not in accordance with, default under the following terms and conditions: (a) Lease beyond any applicable cure periods at the time that Tenant shall exercise delivers its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Initial Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such delivers its Binding Notice (as hereinafter defined); and 3. No part of the Premises is sublet (other than pursuant to a Permitted Transfer) at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 4. The Lease has not been assigned (other than pursuant to a Permitted Transfer) prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice. B. The initial Base Rent rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall pay Additional Rent (i.e. Expenses and Taxes) for the Premises during the Renewal Term in accordance with Article IV of the Lease. D. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its option, or (ii) if Tenant must meet disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the criteria for being an "Approved “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) ’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market Base Rent rate for the Premises during the Renewal Term. Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rent rate for the Premises within 30 days after the date on which Tenant provides Landlord with a Rejection Notice, Tenant may elect to either rescind its intention to renew, or subject the process to binding arbitration. Tenant’s election to cause the disagreement to be resolved by arbitration shall be deemed to be its Binding Notice. If Tenant fails to require arbitration by notice (the “Arbitration Notice”) within 3 days of the expiration of the 30 day period set forth above, Tenant’s right to extend the Lease shall be null and void and of no further force and effect. If Tenant provides Landlord with an Arbitration Notice, Landlord and Tenant, within 10 days after the date of the Arbitration Notice, shall each simultaneously submit to the other, in a sealed envelope, its good faith estimate of the Prevailing Market rate (collectively referred to as the “Estimates”). If the higher of such Estimates is not more than 105% of the lower of such Estimates, then Prevailing Market rate shall be the average of the two Estimates. If the Prevailing Market rate is not resolved by the exchange of Estimates, Landlord and Tenant, within 7 days after the exchange of Estimates, shall each select an appraiser to determine which of the two Estimates most closely reflects the Prevailing Market rate for the Premises during the Renewal Term. Each appraiser so selected shall be certified as an MAI appraiser or as an ASA appraiser and shall have had at least 5 years experience within the previous 10 years as a real estate appraiser working in the Mountain View, California area, with working knowledge of current rental rates and practices. For purposes of this Lease, 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). 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 during the Renewal Term. The Estimate chosen by such appraisers shall be binding on both Landlord and Tenant as the Base Rent rate for the Premises during the Renewal Term. If either Landlord or Tenant fails to appoint an appraiser within the seven 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 within the 20 days after their appointment, then, within 10 days after the expiration of such 20 day period, the 2 appraisers shall select a third appraiser meeting the aforementioned criteria. Once the third appraiser has been selected as provided for above, then, as soon thereafter as practicable but in any case within 14 days, the third appraiser shall make his 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 Base Rent rate for the Premises during the Renewal Term. If the third appraiser believes that expert advice would materially assist him, he may retain one or more qualified persons, to provide such expert advice. The parties shall share equally in the costs of the third appraiser and of any experts retained by the third appraiser. 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. In the event that the Prevailing Market rate has not been determined by the commencement date of the Renewal Term, Tenant shall pay Base Rent upon the terms and conditions in effect for initial Term until such time as the Prevailing Market rate has been determined. Upon such determination, the Base Rent for the Premises during the Renewal Term shall be retroactively adjusted to the commencement of the Renewal Term. If such adjustment results in an underpayment of Base Rent by Tenant, Tenant shall pay Landlord the amount of such underpayment within 30 days after the determination thereof. If such adjustment results in an overpayment of Base Rent by Tenant, Landlord shall credit such overpayment against the next installment of Base Rent due under the Lease and, to the extent necessary, any subsequent installments until the entire amount of such overpayment has been credited against Base Rent. E. If Tenant is entitled to and properly exercises its Renewal Option, Landlord shall prepare an amendment (the “Renewal Amendment”) to reflect changes in the Base Rent, Term, Termination Date and other appropriate terms. The Renewal Amendment shall be: 1. sent to Tenant within a reasonable time after receipt of the Binding Notice; and 2. executed by Tenant and returned to Landlord within 15 days after receipt of such Renewal Amendment by Tenant. An otherwise valid exercise of the Renewal Option shall, at law Landlord’s option, be fully effective whether or equitynot the Renewal Amendment is executed. F. For purpose hereof, “Prevailing Market” shall mean the annual rental rate per rentable square foot under renewal leases and amendments entered into on or about the date on which the Prevailing Market is being determined hereunder for space comparable to the Premises in the Project. The determination of Prevailing Market shall take into account any material economic differences between the terms of this Lease and any comparison lease, such as rent abatements, construction costs and other concessions and the manner, if any, in which the Landlord under any such lease is reimbursed for operating expenses and taxes. The determination of Prevailing Market shall also take into consideration any reasonably anticipated changes in the Prevailing Market rate from the time such Prevailing Market rate is being determined and the time such Prevailing Market rate will become effective under this Lease.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Term (a the "Tenant Renewal Option"), to renew ) for the term entire Premises only for one additional period of this Lease for _____ additional terms 5 years commencing on the day following the Termination Date of seven the initial Term and ending on the 5th anniversary of the Termination Date (7) years each (each a the "Renewal Term") at the Fair Market Rental as ), if: 1. Landlord receives notice of exercise of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Option ("Initial Renewal Term shall commence immediately upon Notice") not less than 18 full calendar months prior to the expiration of the initial term hereof, Term and each succeeding Renewal Term shall commence immediately upon not more than 24 full calendar months prior to the expiration of the preceding terminitial Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice (as hereinafter defined); and 3. No part of the Premises is sublet (other than pursuant to a Permitted Transfer) at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 4. The rights of renewal herein granted Lease has not been assigned (other than pursuant to a Permitted Transfer) prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice. B. The initial Base Rent rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject to, pay Additional Rent (i.e. Expenses and shall be exercised Taxes) for the Premises during the Renewal Term in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April Article IV of the year immediately preceding the scheduled commencement Lease. D. Within 30 days after receipt of such Renewal Term (the "Tenant's Initial Renewal Notice"). (b) If , Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Notice is not timely given with respect to any Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, then Tenant's rights shall either (i) give Landlord final binding written notice ("Binding Notice") of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, or (ii) if Tenant must meet disagrees with Landlord's determination, provide Landlord with written notice of rejection (the criteria for being an "Approved Rejection Notice"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) 's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market Base Rent rate for the Premises during the Renewal Term. Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rent rate for the Premises within 30 days after the date on which Tenant provides Landlord with a Rejection Notice, Tenant may elect to either rescind its intention to renew, or effect, at law or equity.subject the process to binding arbitration. Tenant's election to cause the disagreement to be resolved by arbitration shall be deemed to be its Binding Notice. If Tenant fails to require arbitration by notice (the "Arbitration Notice") within 3 days of the expiration of the

Renewal Option. Landlord hereby grants to (A) Tenant shall have one (1), six (6) year renewal option (the right, exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant Renewal Option"), ) to renew extend the Lease Term for a renewal term of this Lease for _____ additional terms of seven (7) years each (each a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term). If exercised, and if the conditions applicable thereto have been satisfied, the first The Renewal Term shall commence immediately upon on the expiration day after the Expiration Date of the initial term hereof, Lease Term and each succeeding Renewal Term shall commence immediately upon expire on the expiration sixth anniversary of the preceding termExpiration Date. The rights of renewal herein granted to Tenant Renewal Option shall be subject to, and shall be exercised in accordance with, the following terms and conditions: exercisable by Tenant by written notice to Landlord (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice") given not later than the date that is twenty-one (21) months prior to the then Expiration Date. Notwithstanding the foregoing provisions of this paragraph 37(A). (b) If , Tenant shall not have the right to exercise the Renewal Option if Tenant is in default under this lease at the time such Renewal Option if Tenant is in default under this lease at the time such Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during thereafter until the calendar month commencement of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (eB) The components Renewal Term shall be upon the same covenants, terms and conditions as in this Lease for the original Lease Term, except that the Base Annual Rent on a per rentable square foot basis during the Renewal Term shall be an amount (the "Renewal Term Base Annual Rent") equal to the market rental value of Fair Market Rentalthe demised premises as reasonably determined by Landlord after considering the rental rates charged for comparable office space located in similar class A office buildings within the City of Boulder. Landlord shall notify Tenant in writing ("Notice of Rental Amount") of its determination of the Renewal Term Annual Rent at least nineteen (19) months prior to the first day of the Renewal Term. Tenant shall have the right to withdraw its Renewal Notice at any time within thirty (30) days after Tenant's receipt of the Notice of Rental Amount upon delivery of written notice to Landlord. If Tenant fails to withdraw its Renewal Notice within said thirty (30) day period, including Minimum Tenant shall be deemed to have accepted Landlord's determination of the Renewal Term Base Annual Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), the Renewal Notice shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior theretoirrevocable. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Lease Term (a the "Tenant Renewal Option") with respect to the portion of the Premises located on the first floor of Building 4 only (consisting of approximately 26,663 square feet of rentable area), but not with respect to renew the term of this Lease for _____ additional terms of seven (7) years each (each a "Renewal Term") at the Fair Market Rental as remainder of the commencement of each such Renewal Term. If exercisedPremises, and if for the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon period running from the expiration of the initial term hereofthree-year Term until July 30, and each succeeding 2005 (the "Renewal Term shall commence immediately upon Term"), if: 1. Landlord receives notice of exercise of the Renewal Option ("Initial Renewal Notice") not less than twelve (12) full calendar months prior to the expiration of the preceding terminitial Lease Term and not more than fifteen (15) full calendar months prior to the expiration of the initial Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 3. Not more than twenty five percent (25%) of the area of the Premises is sublet at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice (except for a Permitted Transfer); and 4. The rights of renewal herein granted Lease has not been assigned prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice (except for a Permitted Transfer); and 5. Tenant executes and returns the Renewal Amendment (hereinafter defined) within thirty (30) days after its submission to Tenant. B. The initial Base Rent rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market Renewal Rate (hereinafter defined) per rentable square foot for the Premises. C. Tenant shall be subject to, and shall be exercised pay Additional Base Rent (i.e. Basic Costs) for the Premises during the Renewal Term in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April Article 4 of the year immediately preceding the scheduled commencement Lease. D. Within sixty (60) days after receipt of such Renewal Term (the "Tenant's Initial Renewal Notice"). (b) If , Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Notice is not timely given with respect to any Term. Tenant, within thirty (30) days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, then Tenant's rights shall either (i) give Landlord final binding written notice ("Binding Notice") of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, or (ii) if Tenant must meet disagrees with Landlord's determination, provide Landlord with written notice of rejection (the criteria for being an "Approved Rejection Notice"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such thirty (30) day period, Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) 's Renewal Option shall be null and void and of no further force or and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market Renewal Rent rate for the Premises during the Renewal Term. Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. If Landlord and Tenant fail to agree upon the Prevailing Market Renewal Rate within thirty (30) days after the date of the Rejection Notice, either party, by written notice (the "Arbitration Notice") to the other within ten (10) days after the expiration of such thirty (30) day period, shall have the right to have the Prevailing Market Renewal Rate determined by binding arbitration in accordance with the procedures set forth below. If Landlord and Tenant cannot agree upon the Prevailing Market Renewal Rate and neither party elects to invoke its right of arbitration, Tenant's Renewal Option shall be deemed to be null and void and of no further force and effect. If the right of arbitration is invoked, Landlord and Tenant, at law their sole cost and expense, shall each employ an appraiser within fifteen (15) days after the date the Arbitration Notice is given. Each such appraiser shall be a member of the Master Appraisers Institute or equity.similar reputable organization, with ten (10) years of experience appraising office buildings comparable to the location and type of that of the Buildings. If either party fails to appoint an appraiser then the appointed appraiser shall be the sole appraiser and his or her determination shall be binding. Each appraiser shall render an appraisal of the Prevailing Market Renewal Rate for the Premises within fifteen (15) calendar days. The two appraisers, within ten

Renewal Option. Landlord Any and all renewal options presently set forth in the Lease, including, without limitation, the option described in Paragraph 9 of the Second Amendment, are hereby grants to Tenant deleted in their entireties. In lieu thereof, Lessee shall have, at its option (the right, exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant “Renewal Option"”), the right to renew and extend the Lease for one term of this Lease for _____ additional terms of seven three (73) years each (each a "the “Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term”). If exercised, and if the conditions applicable thereto have been satisfied, the first The Renewal Term shall commence immediately upon the expiration of the initial term hereofExtended Term by Lessee’s giving written notice thereof to Lessor no earlier than nine (9) months, and each succeeding Renewal Term shall commence immediately upon no later than six (6) months, prior to the expiration of the preceding termExtended Term. The rights Once Lessee shall exercise any Renewal Option, Lessee may not thereafter revoke such exercise, except as expressly set forth below. Lessee shall not have the right to exercise the Renewal Option at a time that an event of renewal herein granted Default (or an event which with notice and/or lapse of time could become an Event of Default) under the Lease has occured and is continuing. Lessee’s failure to Tenant exercise timely the Renewal Option for any reason whatsoever shall conclusively be subject todeemed a waiver thereof. Lessor shall adjust the minimum fixed rent for the Renewal Term at an annual rate equal to ninety-five percent (95%) of the Fair Market Value Rate (as hereinafter defined) as of the commencement of the Renewal Term (“Lessor’s Proposed Rate”). As used in the Lease, “Fair Market Value Rate“ shall mean the fair market value rental rate per square foot of rentable area per year in effect at the commencement of the Renewal Term for comparable tenants taking comparable space in comparable conditions under comparable terms in comparable buildings in the same rental market (hereinafter called “Comparable Buildings”); provided, however, that in no event shall the minimum fixed rent for the Renewal Term be less than ninety percent (90%) of the minimum fixed rent for the last twelve (12) months of the Extended Term. It is also agreed and understood that the Fair Market Value Rate shall be exercised in accordance with, the following terms and conditions: include: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). rent; and (b) If rental operating expenses, property tax, and utility and expense adjustments that are being included as part of the terms and conditions of industrial tenant leases for comparable tenants in Comparable Buildings as of the time of detemination of the Fair Market Value Rate. Lessor shall advise Lessee within twenty (20) days after Lessee exercises the Renewal Notice is not timely given with respect to any Option of the Fair Market Value Rate and Lessor’s Proposed Rate which shall be in effect as of the commencement date of the Renewal Term. Lessee shall then have fifteen (15) days to notify Lessor, then Tenant's rights in writing, of renewal pursuant its acceptance or rejection of the Fair Market Value Rate and Lessors Proposed Rate for the Renewal Term and if rejecting the Fair Market Value Rate, of its election either to this Section 2.4.2 shall lapse proceed using third-party appraisers, as hereinafter described, or not to proceed using third-party appraisers. In the event Lessee fails to so notify Lessor within such fifteen (15) day period or if Lessee rejects the Fair Market Value Rate and be of no further force or effect with respect does not elect to all remaining Renewal Terms. (c) Landlord proceed using third-party appraisers, Lessee shall be entitled deemed to terminate all unexercised Tenant Renewal Options by providing Notice have rejected the Fair Market Value Rate and Lessor’s Proposed Rate and to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled have rejected its right to commence. (d) Landlord and Tenant shall use commercially reasonable efforts third-party appraisers to negotiate and jointly determine the Fair Market Rental Value Rate. Notwithstanding the prohibition on Lessee’s right to be effective during any Renewal Term by no later than March 31st revoke its exercise of the year immediately preceding such Renewal Term. In Option, in the event Landlord and Tenant are unable Lessee rejects (or is deemed to agree on have rejected) the Fair Market Rental for a Renewal Term prior Value Rate proposed by Lessor and rejects (or is deemed to Tenant's exercise of have rejected) its Tenant Renewal Optionright to use third-party appraisers, the Fair Market Rental Lessee shall be determined in accordance with deemed to have revoked the appraisal procedures set forth in Article 19 by no later than August 1st of Renewal Option and the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), Option shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be deemed null and void and of no further force or effect. If Lessee notifies Lessor of its election to appoint third-party appraisers to determine the Fair Market Value Rate within the time period set forth above, at law Lessee may no longer revoke the Renewal Option. Lessor and Lessee shall each appoint, by notice to the other within ten (10) business days after Lessee’s election to use third-party appraisers, a qualified disinterested MAI appraiser doing business in the area. If the appraisers so appointed are unable to agree upon the Fair Market Value Rate within thirty (30) days after the appointment of the second appraiser, they shall, within ten (10) business days thereafter, appoint a third disinterested MAI appraiser and the majority shall decide upon the Fair Market Value Rate for the Renewal Term, such decision to be rendered within forty-five (45) days after the appointment of the third appraiser. If a majority ate unable to agree within the allotted time, the two determinations of Fair Market Value Rate nearest to one another in amount shall be added together, divided by two (2), and the resulting quotient shall be the the Fair Market Value Rate. If either party fails to appoint its appraiser within the time period provided, the determination of the Fair Market Value Rate shall be made by the other appraiser alone and if the two appraisers are unable to agree upon a third appraiser within the time period and the parties are unable to mutually agree within ten (10) days thereafter upon a third appraiser, either party may request the President or equityequivalent officer of the Dallas Texas Chapter of the American Institute of Real Estate Appraisers or if none, an equivalent body, to appoint the same. Lessor and Lessee shall each pay the cost of the appraiser appointed by each such party, and Lessor and Lessee shall share equally in the expense of the third appraiser, if any. The determination of the appraisers shall be final and binding and shall be enforceable by court order. Lessee shall take the Premises “as is” for the Renewal Term and Lessor shall have no obligation to make any improvements or alterations to the Premises. Except as set forth in this Paragraph 7, the leasing of the Premises for the Renewal Term shall be upon the same terms and conditions as the leasing of the Premises for the Extended Term and shall be upon and subject to all of the provisions of the Lease. Any Renewal Option granted to Lessee under this Paragraph 7 shall be personal to Lessee and shall not be transferred, encumbered, or assigned by Lessee or in any manner transferred to, or exercised by, any subtenant of Lessee.

Renewal Option. A. Subject to all of the terms and conditions of this Exhibit D, including, without limitation, Paragraph D below, Landlord hereby grants to Tenant the right, exercisable at Tenant's option, subject to Section 20.5(ctwo (2) (a "Tenant Renewal Option"), consecutive options to renew the term Term of this Lease for _____ additional terms of seven five (75) years each (each a the "Renewal Term") by giving Landlord written notice of Tenant's election to renew at least at least nine (9) months prior to the Fair Market Rental as expiration date of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, primary Term or the first Renewal Term shall commence immediately upon Term, as appropriate. B. If Tenant has properly elected to renew the expiration Term, then on or before the commencement date of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any upcoming Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts execute an amendment to negotiate and jointly determine this Lease extending the Fair Market Rental to be effective Term on the same terms provided in this Lease, except that the Base Rent payable for each month during any the Renewal Term by no later than March 31st of and the year immediately preceding such Renewal Term. In the event Landlord improvement allowance and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental any other concessions shall be determined in accordance with the appraisal procedures prevailing Market Rate as determined below. Within fifteen (15) days after Landlord's receipt of Tenant's renewal notice, Landlord will notify Tenant of Landlord's determination of the prevailing market rental rate (calculated utilizing, as comparables, arm's length renewal tenant transactions for space in comparable buildings for space of equivalent quality, size, utility, and location) and any concessions (including allowances for tenant finish improvements, free rent and other concessions) payable during the renewal term (the "Market Rate"). Thereafter, Tenant shall have thirty (30) days in which to notify Landlord whether Tenant agrees or disagrees with Landlord's determination of the Market Rate. Upon delivery of such notice, if Tenant agrees with Landlord's determination, this Lease shall be extended upon the same terms and conditions of this Lease except the Base Rent payable for each renewal term and any concessions shall be the prevailing Market Rate as determined by Landlord, and Landlord and Tenant shall enter into an amendment of this Lease extending the Term at the prevailing Market Rate as determined by Landlord. If Tenant fails to timely notify Landlord of its agreement or disagreement with Landlord's determination of the prevailing Market Rate, Tenant shall be deemed to have agreed with Landlord's determination and this Lease shall be extended upon the same terms and conditions of this Lease except the Base Rent payable for each renewal term and any concessions shall be the prevailing Market Rate as determined by Landlord, and Landlord and Tenant shall enter into an amendment to evidence such extension. If Tenant timely notifies Landlord that it disputes Landlord's determination of the prevailing Market Rate, Landlord and Tenant agree to negotiate in good faith for a period of sixty (60) days after Landlord's receipt of Tenant's notice disputing Landlord's determination of the prevailing Market Rate. If Landlord and Tenant have not reached an agreement with respect to the prevailing Market Rate within such sixty (60) day period, Tenant shall be entitled to have the prevailing Market Rate determined by real estate brokers as set forth below. If Tenant desires to invoke its right to have the prevailing Market Rate determined by real estate brokers, Tenant must notify Landlord within ten (10) business days after the expiration of the sixty (60) day period referenced above (such notice, the "Notification") and the prevailing Market Rate shall be determined in Article 19 accordance with the following paragraph. If Tenant does not timely invoke its right to have the prevailing Market Rate determined by real estate brokers as provided above, then this option to renew shall expire and this Lease shall terminate at the expiration of the primary Term (or the then current Renewal Term, as appropriate) of this Lease. C. If Tenant timely invokes its rights under this Paragraph by providing Landlord the Notification, the following shall apply: (i) Landlord and Tenant shall each appoint a real estate broker (who shall not be required to be a disinterested broker) with at least five (5) years experience who is familiar with rental values for similar properties in the vicinity of the Project. Each party will make the appointment no later than August 1st (10) days after Landlord's receipt of the year immediately preceding Notification. The agreement of the applicable two brokers as to the prevailing Market Rate for the Renewal Term will be binding upon Landlord and Tenant. If the two (2) brokers cannot agree upon the prevailing Market Rate within thirty (30) days following their appointment, they shall within ten (10) days thereafter agree upon a real estate broker (the "Independent Broker"), who must be a disinterested, reputable, qualified real estate broker with at least ten (10) years experience and who is familiar with rental values for similar properties in the vicinity of the Project. Immediately thereafter, each of the brokers will submit his best estimate of the prevailing Market Rate for the Renewal Term (together with a written report supporting such estimate) to the Independent Broker and such broker will choose between the two estimates. The estimate of prevailing Market Rate chosen by the Independent Broker as the closest to the prevailing Market Rate will be binding upon Landlord and Tenant. Notification in writing of this estimate shall be made to Landlord and Tenant within fifteen (15) days following the selection of the Independent Broker. (ii) If either Tenant or Landlord fails to appoint a broker or fails to notify the other party of such appointment within ten (10) days after receipt of notice that the prescribed time for appointing the brokers has passed, then the other party's broker will determine the prevailing Market Rate for the Renewal Term which must be reasonable within the context of the market. (iii) If an Independent Broker must be chosen under the procedure set out above, he will be chosen on the basis of objectivity and competence, not on the basis of his relationship with the brokers or the parties to this Lease, and the brokers will be so advised, although the brokers will be instructed to attempt in good faith to agree upon the broker. (iv) Either Landlord or Tenant may notify the broker selected by the other party to demand the submission of an estimate of the prevailing Market Rate or a choice of the Independent Broker as required under the procedure described above; and if the submission of such an estimate or choice is required but the other party's broker fails to comply with the demand within ten (10) days after receipt of such notice, then the prevailing Market Rate or choice of the Independent Broker, as the case may be, selected by the other broker (i.e., the notifying party's broker) will be binding upon the Landlord and Tenant. (v) Landlord and Tenant shall bear the expense, if any, of the broker appointed by it, and the expense of the Independent Broker will be shared equally by Landlord and Tenant. (vi) At such time as the prevailing Market Rate is determined, Landlord and Tenant shall enter into an amendment to this Lease evidencing the extension of the Lease Term at the prevailing Market Rate determined in accordance with the foregoing procedure. If for any reason the prevailing Market Rate has not been determined prior to the commencement of the Renewal Term, then during such Renewal Term until the prevailing Market Rate is determined in accordance with the procedure described above, Tenant shall pay Base Rent at the holdover rate as set out in Section 17 of this Lease. Later, when the prevailing Market Rate for the Renewal Term is determined, an adjustment will be made between Landlord and Tenant for any overpayment or underpayment of the Base Rent payable during the Renewal Term. Any underpayment of Base Rent for the period prior to such determination will be paid with the installment of Base Rent next due after such determination, and any overpayment of Base Rent shall be applied as an offset by Landlord against Tenant's next maturing installments of Base Rent. D. This renewal option is subject to the conditions that: (i) on the date that Tenant gives Landlord its Notification, no uncured Tenant Event of Default exists; (ii) no more than two monetary Events of Default, or more than four non- monetary performance Events of Default regarding which Landlord has sent Tenant notice, have occurred during the Term; and (iii) with regard to the second renewal, Tenant may not exercise its option to renew for a second Renewal Term unless it has exercised its option for the first Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Subject to the provisions set forth below, Landlord hereby grants to Tenant the right, exercisable at Tenant's option, subject two (2) options to Section 20.5(c) (a "Tenant Renewal Option"), to renew extend the term of this Lease (each a “Renewal Option”) for _____ additional terms a period of seven five (75) years each (each a "“Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term”). If a Renewal Option is properly exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon at the expiration of the initial term hereoforiginal Lease Term or first Renewal Term, as applicable, and each succeeding shall expire five (5) years thereafter. Tenant shall exercise a Renewal Term shall commence immediately upon Option by delivering written notice of such election to Landlord not less than fifteen (15) months or more than eighteen (18) months prior to the then-existing expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Lease Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such or first Renewal Term (the "a “Renewal Notice"”). (b) . If the Renewal Notice is not Tenant fails to timely given with respect to exercise any Renewal TermOption (time being of the essence), then all of Tenant's ’s subsequent rights of to renew shall expire and shall not thereafter be exercisable. If Tenant timely exercises its Renewal Option such renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during upon the calendar month of March of the year immediately preceding a year same terms and conditions as provided in which a Renewal Term is scheduled to commence. (d) Landlord this Lease except that rental and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental tenant inducements shall be determined in accordance with Exhibit J hereto (“Market Terms”). The Market Terms shall be determined within sixty (60) days of Landlord’s receipt of a Renewal Notice and in accordance with Exhibit J attached hereto. If, however, Tenant is not satisfied with the appraisal procedures set forth in Article 19 by no later than August 1st final determination of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement Terms then Tenant may revoke its exercise of the applicable Renewal Option by providing written notice to Landlord within twenty (20) days of the final determination of the Market Terms or twelve (12) months prior to the expiration of the Lease Term, be attached to whichever is earlier. If Tenant delivers its notice of revocation, the Lease Renewal Option (and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant any subsequent Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and the Lease shall expire as if Tenant had never exercised its Renewal Option. Notwithstanding anything to the contrary, Tenant shall not be entitled to exercise its Renewal Option at any time when Tenant is in default under this Lease beyond any applicable notice or cure period. Tenant’s Renewal Option is personal to Tenant and may not be exercised by any sublessee or any assignee of no force or effect, at law or equitythis Lease.

Renewal Option. Landlord hereby grants to Tenant the right, exercisable at Tenant's option, subject to Section 20.5(c(but no assignee or subtenant) one (a "Tenant Renewal Option"), 1) option to renew the term of this Lease for _____ additional terms of seven a period extending sixty-four (764) years each months following the Commencement Date. The renewal option shall be exercised by Tenant notifying Landlord thereof in writing not less than two hundred forty (each a "Renewal Term"240) at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon days prior to the expiration of the initial term hereofthen current lease term, and each succeeding Renewal Term shall commence immediately upon as the expiration of the preceding termcase may be. The rights of Such renewal herein granted to Tenant shall be subject to, to all of the terms and conditions of this Lease except that (i) the rentals payable during each renewal term shall be exercised as set forth below and (ii) no further renewal option shall exist daring the renewal term. It shall be a condition to Tenant's exercising the renewal option herein granted that Tenant not be then in accordance withdefault under this Lease beyond any applicable notice and cure period. The Basic Rental for each renewal term shall be based on the then prevailing rental rates for properties of equivalent quality, size, utility and location in the following terms and conditions: (a) Tenant shall exercise its right Dallas/Forth Worth market with respect to each Renewal Term by giving Landlord Notice thereof during the month of April length of the year lease term and the creditworthiness of the Tenant taken into account; provided, however, that in no event shall the Basic Rental in any renewal period be less than the Basic Rental for the last month immediately preceding the scheduled commencement said renewal period. .Upon notification from Tenant of such Renewal Term its intent to exercise each renewal option, Landlord shall, within fifteen (the "Renewal Notice"). (b15) If the Renewal Notice is not timely given with respect to any Renewal Termdays thereafter, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised notify Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March in writing of the year immediately preceding a year Basic Rental for the applicable renewal term; Tenant shall, within fifteen (15) days following receipt of same, notify Landlord in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st writing of the year immediately preceding such Renewal Termacceptance or rejection of the proposed Basic Rental. In the event Landlord and of rejection by Tenant are unable to agree on the Fair Market Basic Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental applicable renewal term shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.follows:

Renewal Option. Landlord hereby grants The Tenant may elect to Tenant the right, exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant Renewal Option"), to extend and renew the term of this Lease for _____ one additional terms period as hereinafter provided by giving written notice thereof to the Landlord, which said notice shall be given not less than 548 days prior to the then scheduled expiration date of seven the term. Upon and in the event of the giving of such notice in a timely manner, the initial term of this Lease shall (7unless said term shall sooner have expired or terminated pursuant to any of the conditions of limitation or other provisions of this Lease or pursuant to law) be deemed extended and renewed for one additional period of five years each (each a "herein called the “First Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised”), and if the conditions applicable thereto have been satisfiednamely, the first Renewal Term shall commence period commencing immediately upon on the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon ending at 11.59 p.m. on the expiration last day of the preceding term. The rights sixth month following the twenty-second (22nd) anniversary of renewal herein granted the term commencement date (subject to Tenant earlier termination pursuant to any of the conditions of limitation or provisions of this Lease or pursuant to law) and any reference in this Lease to the term hereof shall be subject to, and shall be exercised in accordance with, deemed to include the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any First Renewal Term, then Tenant's rights such extension and renewal to be subject to and upon all of renewal pursuant to the terms and conditions of this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Lease (including, without limitation, Article Twenty-four hereof) except that during the First Renewal Terms. (c) Landlord Term the fixed rent payable hereunder shall be entitled to terminate all unexercised Tenant the First Renewal Options by providing Notice to Tenant thereof at any time during Term Fixed Rent. In applying the calendar month provisions of March Article Twenty-four hereof on and after the first day of the year Renewal Term, subparagraphs (h) and (i) of Section 24.3 of Article Twenty-four shall be deemed to read, respectively, “‘Base Real Estate Taxes’ shall mean the RE. Tax Share of the Real Estate Taxes for the Tax Year ending immediately preceding a prior to the year in which a the First Renewal Term is scheduled commences and ‘Base COM’ shall mean the O.E. Share of the Cost of Operation and Maintenance for the Computation Year ending immediately prior to commence. (d) Landlord and Tenant the year in which the First Renewal Term commences”. The “First Renewal Term Fixed Rent” shall use commercially reasonable efforts to negotiate and jointly determine be 90% of the annual Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be Value (determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st provisions of this Article) for the year immediately preceding the applicable First Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Term (a "Tenant the “Renewal Option"”) with respect to the entire Premises only, for one additional period of 5 years commencing on the day following the Termination Date of the initial Term and ending on the 5th anniversary of the Termination Date (the “Renewal Term”), to renew the term if: 1. Landlord receives notice of this Lease for _____ additional terms of seven (7) years each (each a "Renewal Term") at the Fair Market Rental as exercise of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Option (“Initial Renewal Term shall commence immediately upon Notice”) not less than 9 full calendar months prior to the expiration of the initial term hereof, Term and each succeeding Renewal Term shall commence immediately upon not more than 12 full calendar months prior to the expiration of the preceding terminitial Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 3. No part of the Premises is sublet at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 4. The rights of renewal herein granted Lease has not been assigned (other than pursuant to a Permitted Transfer) prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice; and 5. Tenant executes and returns the Renewal Amendment (hereinafter defined) within 15 days after its submission to Tenant. B. The initial Base Rent rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject to, pay Additional Rent (i.e. Expenses and shall be exercised Taxes) for the Premises during the Renewal Term in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April Article IV of the year immediately preceding the scheduled commencement Lease. D. Within 30 days after receipt of such Renewal Term (the "Tenant’s Initial Renewal Notice"). (b) If , Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Notice is not timely given with respect to any Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, then shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant's rights ’s exercise of renewal pursuant its option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to this Section 2.4.2 provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall lapse be null and be void and of no further force or effect and effect. If Tenant provides Landlord with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Binding Notice, Landlord and Tenant shall use commercially reasonable efforts enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to negotiate and jointly determine agree upon the Fair Prevailing Market Rental to be effective Base Rent rate for the Premises during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the event Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rent rate for the Premises within 30 days after the date on the Fair Market Rental for which Tenant provides Landlord with a Rejection Notice, Tenant’s Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) Option shall be null and void and of no force or and effect. E. If Tenant is entitled to and properly exercises its Renewal Option, Landlord shall prepare an amendment (the “Renewal Amendment”) to reflect changes in the Base Rent, Term, Termination Date and other appropriate terms. The Renewal Amendment shall be: 1. sent to Tenant within a reasonable time after receipt of the Binding Notice; and 2. executed by Tenant and returned to Landlord in accordance with Paragraph A.5. above. An otherwise valid exercise of the Renewal Option shall, at law Landlord’s option, be fully effective whether or equitynot the Renewal Amendment is executed. F. For purpose hereof, “Prevailing Market” shall mean the arms length fair market annual rental rate per rentable square foot under renewal leases and amendments entered into on or about the date on which the Prevailing Market is being determined hereunder for space comparable to the Premises in the Building and office buildings comparable to the Building in San Francisco, California. The determination of Prevailing Market shall take into account any material economic differences between the terms of this Lease and any comparison lease, such as rent abatements, construction costs and other concessions and the manner, if any, in which the Landlord under any such lease is reimbursed for operating expenses and taxes. The determination of Prevailing Market shall also take into consideration any reasonably anticipated changes in the Prevailing Market rate from the time such Prevailing Market rate is being determined and the time such Prevailing Market rate will become effective under this Lease.

Renewal Option. Landlord (a) Tenant is hereby grants granted three (3) successive options to Tenant the right, exercisable at Tenant's optionrenew this Lease for a Renewal Term or five (5) years each, subject to Section 20.5(c) (a "Tenant Renewal Option"), to renew the term of this Paragraph 24. In the event that Tenant desires to renew this Lease, it shall give notice in writing to Landlord of its intention to renew the Lease for _____ additional at least fifteen (15) months prior to the Expiration Date and at least fifteen (15) months prior to the expiration of each of the first two (2) Renewal Terms, as the case may be. All of the terms and conditions of seven (7) years this Lease shall remain in effect during each (each a "Renewal Term, except that (i) the Initial Year for purposes of determining Tenant's Proportionate Share of any increase in Expenses shall be adjusted to the year preceding the first year of the applicable Renewal Term, and (ii) the annual Fixed Rent payable during each Renewal Term shall be ninety-five percent (95%) of the annual fair market rental value of the Demised Premises during the applicable Renewal Term based on comparable space in the vicinity of the Demised Premises in comparable condition to that which the Demised Premises will be in after completion of the Tenant Improvements (the "Fair Market Value") at the Fair Market Rental as of the date which is thirteen (13) months prior to the commencement date of such Renewal Term. The Fair Market Value of the Demised Premises for purposes of subparagraph (a) of this Paragraph 24 shall take into account the adjustment of the Initial Year as provided above and shall otherwise be determined pursuant to the provisions of Paragraph 24(b). In no event shall the annual Fixed Rent during any Renewal Term be less than the annual Fixed Rent payable during the year preceding the first year of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) On or before the later to occur of (i) the fifteenth (15th) day after Landlord's receipt of notice of Tenant's intention to renew this Lease or (ii) the first day of the fifteenth (15th) month preceding the then Expiration Date, Landlord Shall notify Tenant of Landlord's determination of the Fair Market Value. Within fifteen (15) days after Tenant's receipt of Landlord's determination, Tenant shall notify Landlord whether Tenant accepts or rejects said determination. If Tenant objects to Landlord's determination, the parties shall confer and negotiate over the next sixty (60) days in an attempt to reconcile its differences over the Fair Market Value. If the Renewal Notice is not timely given with respect parties are unable to any Renewal Termresolve the dispute within sixty (60) days after Landlord's receipt of Tenant's objection, then Tenant's rights Tenant shall have the right, at its discretion, to either rescind its notice of intention to renew this Lease or to implement the appraisal process hereinafter described. If Tenant elects to rescind its renewal notice, or if Tenant fails to give Landlord notice of its election to implement the appraisal process by the first day of the twelfth (12th) month precedinq the then Expiration Date, then in either case Tenant shall be deemed to have waived its right to renew pursuant to the terms of this Section 2.4.2 shall lapse and be of no further force or effect with respect Paragraph. If Tenant elects to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during implement the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) appraisal process, then Landlord and Tenant shall use commercially reasonable efforts each agree to negotiate and jointly determine be bound by the Fair Market Rental to be effective during any Renewal Term Value determined by no later than March 31st of the year immediately preceding such Renewal Termsaid process. In the event Landlord Tenant has elected to implement the appraisal process, then each party, at their own expense, shall designate an MAI or SREA appraiser in the Xxxxxx County area who shall then determine and Tenant promptly report to both parties in writing the Fair Market Value of the Demised Premises. If, after receiving the appraisers' reports, the parties are unable to agree on the Fair Market Rental for Value, both parties shall jointly appoint a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, separate MAI or SREA appraiser who shall determine the Fair Market Rental Value by selecting either Landlord's appraiser's Fair Market Value determination or Tenant's appraiser's Fair Market Value determination according to whichever of the two valuations is closer to the actual Fair Market Value in the opinion of such third appraiser. If Landlord's appraiser and Tenant's appraiser can not agree on the selection of the third appraiser, such selection shall be determined in accordance with made by the appraisal procedures Xxxxxx County Assignment Judge. The costs of such third appraiser shall be shared equally by Landlord and Tenant. (c) It shall be a condition of the exercise or the option set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rentalthis Paragraph 24, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, that at the time Tenant exercises such of the exercise of said option, Tenant must meet the criteria for being an "Approved Tenant" as defined shall not be in the Consent and Assignment, and any exercise in violation of default under this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equityLease beyond applicable grace periods.

Renewal Option. Landlord hereby grants to The Tenant shall have the right, exercisable at Tenant's option, subject to Section 20.5(c) (privilege of renewing the Lease for a "Tenant Renewal Option"), to renew the further term of this Lease Five (5) Years on the same terms and conditions as contained herein save and except for _____ additional terms Basic Annual Rental Rate which shall be negotiated at then current market rates (but not to exceed $6.50 per sq. ft. per annum) and save and except for a further automatic right of seven (7) years each (each a "Renewal Term") at the Fair Market Rental as renewal. Notice of the commencement Tenant exercising this right of each such Renewal Term. If exercised, and if renewal must be given to the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon Landlord in writing at least Six (6) Months prior to the expiration of the initial extended term hereofherein. Except as amended herein, all other terms of the Lease shall remain in full force and each succeeding Renewal Term effect. Canadian Tomken Inc. Per: /Signature/ Date: Nov 22 / 99 ------------------ -------------- Doug Bibby-President Delphax Systems Per: /Signature/ Xxxx: Dec 24 / 99 ------------------ -------------- We have authority to bind our respective parties. 2ND AMENDMENT TO LEASE AGREEMENT DATED 29TH JUNE 1989 BETWEEN CANADIAN TOMKEN INC. AND DELPHAX SYSTEMS Both parties have discussed and agreed to amend the lease agreement as follows: Clause I -TERM The termination date is extended to August 31, 2000. Clause III - ADDITIONAL RENT Rental rates per square foot for calculation of basic annual rent are agreed to: From September 1, 1995 to August 31, 1997: $4.00 From September 1, 1997 to August 31, 2000: $4.50 RENEWAL OPTION The tenant shall commence immediately upon have the option of renewing the term for a further period of five years following the expiration of the preceding extended term, on the same terms and conditions as contained in the lease agreement except for rental amount. The rights rental amount in the period will be negotiated based on the market conditions and not to exceed $5.00 per square feet. The tenant shall give written notice to exercise such option to renew to the landlord to that effect no less than six (6) months prior to the expiration of renewal herein granted to Tenant shall the lease term at which time the rental amount would be subject to, and shall be exercised in accordance with, the following agreed mutually. All other terms and conditions: (a) Tenant conditions remain unchanged. CANADIAN TOMKEN INC. DELPHAX SYSTEMS Per /Signature/ Per /Signature/ ------------------ ---------------- Dated Feb 23/95 Dated February 23/95 ----------------- -------------- AMENDMENT TO LEASE AGREEMENT DATED 29TH JUNE 1989 BETWEEN CANADIAN TOMKEN INC. AND DELPHAX SYSTEMS Both parties have discussed and agreed to amend the lease agreement. Clause I -GRANT The area described as 25,000 square feet is changed to 24,038 square feet. Clause II -TERM The termination date is extended to August 31, 1995. Clause III - RENT AND ADDITTONAL RENT Rental rates per square foot for calculation of basic annual rent are changed to: From September 1, 1992 to May 31, 1993: $6.00 From June 1, 1993 to August 31, 1994: $5.00 From September 1, 1994 to August 31, 1995 $4.00 RENEWAL OPTION The tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during have the month option of April renewing the term for a further period of two years following the expiration of the year immediately preceding extended term, on the scheduled commencement same terms and conditions as contained in the lease agreement except for rental amount. The tenant shall give written notice to exercise such option to renew to the landlord to that effect no less than six (6) months prior to the expiration of such Renewal Term (the "Renewal Notice"). (b) If lease term at which time the Renewal Notice rental amount would be agreed mutually. . All other terms and conditions remain unchanged. CANADIAN TOMKEN INC. DELPHAX SYSTEMS Per /Signature/ Per /Signature/ -------------- ---------------- Dated June 13/93 Dated June 1/93 -------------- --------------- THIS LEASE, dated the 29th day of June, 1989, is not timely given with respect to any Renewal Term, then Tenant's rights of renewal made pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.THE SHORT FORMS OF LEASES ACT OF ONTARIO

Renewal Option. Landlord hereby grants Lessee may renew this Lease as provided in the following clause (i) and subject to Tenant the rightfollowing clause (ii): - 105 - 107 (i) Exercise of Renewal Option. Provided that this Lease has not been previously terminated and that no Default or Event of Default shall have occurred and be continuing at the time of the giving of irrevocable notice hereinafter referred to in this clause (i) or at the time of the commencement of the Renewal Term, exercisable Lessee, at Tenant's its option, subject may renew this Lease for one Renewal Term consisting of a period equal to Section 20.5(cfive years. The right to renew this Lease for such Renewal Term pursuant to this clause (i) shall be exercised upon irrevocable notice from Lessee received by Lessor of Lessee's election to so renew this Lease not less than twelve (a 12) months and not more than twenty-four (24) months prior to the last day of the Basic Term. The Renewal Rent for the Renewal Term shall be the "Tenant fair market rental value" of the Aircraft for such Renewal OptionTerm (the "renewal fair market rental value") as determined in accordance with the Appraisal Procedure. For purposes of this paragraph (i), the Appraisal Procedure shall be initiated by Lessee no earlier than nine (9) months prior to renew the end of the Basic Term. If Lessee shall fail to exercise its option to extend the term of this Lease for _____ additional terms of seven (7) years each (each a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth provisions of this paragraph, all of Lessee's rights to extend the Term for such Renewal Term shall expire. Lessee shall pay all reasonable costs and expenses, including, without limitation, reasonable legal fees and expenses, incurred by Lessor, Owner Participant and the Indenture Trustee in Article 19 by no later than August 1st connection with the exercise of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants 10.1. Subject to the terms of this Section 10, Tenant shall have the right, exercisable at Tenant's option, subject to Section 20.5(c) option (a "Tenant the “Renewal Option"), ”) to renew extend the term of this the Lease for _____ the entire demised premises for one (1) additional terms period of seven five (75) years each (each a "the “Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised”), and if the conditions applicable thereto have been satisfied, the first which Renewal Term shall commence on the day immediately upon succeeding the Extended Term Expiration Date and end on the day that is five (5) years after the Extended Term Expiration Date, provided that (a) the Lease has not been previously terminated as of the date that Tenant gives Landlord notice (the “Renewal Notice”) of Tenant’s election to exercise the Renewal Option, (b) no default beyond the expiration of any applicable notice and cure period has occurred and is continuing on the initial term hereofdate that Tenant gives Landlord the Renewal Notice, and each succeeding (c) the Minimum Occupancy Requirement is satisfied on the date that Tenant gives the Renewal Notice to Landlord. 10.2. The Renewal Option shall be exercisable only by Tenant’s delivering the Renewal Notice to Landlord not later than the date which is twelve (12) months prior the Extended Term Expiration Date (as to which date time shall be of the essence) and no earlier than the date which is fifteen (15) months prior to the Extended Term Expiration Date. Landlord shall have the right to declare Tenant’s exercise of the Renewal Option ineffective if (a) Tenant is in default beyond the expiration of any applicable notice and cure period as of the Extended Term Expiration Date, or (b) the Minimum Occupancy Requirement is not satisfied as of the Extended Term Expiration Date, in either case by giving notice thereof to Tenant during the period commencing on the Extended Term Expiration Date and ending on the date that is thirty (30) days after the Extended Term Expiration Date (it being understood that (x) if Landlord so declares Tenant’s exercise of the Renewal Option ineffective, then the Term shall terminate on the sixtieth (60th) day after the date that Landlord gives Tenant notice of such declaration (in which case Tenant shall pay the fixed annual rent due hereunder in respect of the Renewal Term to the extent accruing during the period commencing on the first day of the Renewal Term and ending on the date that the Term so terminates), and (y) nothing contained in this Section 10.2 limits Landlord’s other rights or remedies after the occurrence of a default under the Lease). 10.3. If Tenant exercises the Renewal Option, then the leasing of the demised premises during the Renewal Term shall commence immediately be upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject toterms set forth herein, and shall be exercised in accordance with, the following terms and conditionsexcept that: (a) Tenant shall exercise its right with respect to each the fixed annual rent for the demised premises during the Renewal Term by giving Landlord Notice thereof during shall be the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice").Rental Value thereof; (b) If On the Renewal Notice is not timely given with respect to any commencement of the Renewal Term, then Tenant's rights the Base Tax shall be revised to the Tax Year in which shall occur the commencement of renewal pursuant the Renewal Term and the Base Year shall be revised to this Section 2.4.2 the calendar year in which shall lapse and be occur the commencement of no further force or effect with respect to all remaining the Renewal TermsTerm. (c) Landlord shall be entitled have no obligation to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at perform any time during the calendar month of March work in connection with Tenant’s exercise of the year immediately preceding a year Renewal Option (it being agreed that such provision shall be contemplated in which a Renewal Term is scheduled to commence.the determination of the Fair Market Rent); (d) Landlord and shall have no obligation to grant to Tenant any work allowance in connection with Tenant’s exercise of the Renewal Option (it being agreed that such provision shall use commercially reasonable efforts to negotiate and jointly determine be contemplated in the determination of the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term.Rent); and (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation provisions of this Section 2.4.2(f) 10 shall not be null and void and of no force or effect, at law or equityapplicable to permit Tenant to further extend the Term.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Lease Term (a the "Tenant Renewal Option"), to renew the term ) for one additional period of this Lease for _____ additional terms of seven three (73) years each (each a the "Renewal Term") at ), commencing on the Fair Market Rental as day following the Expiration Date of the commencement initial Lease Term, provided that each of each such the following occurs: (i) Landlord receives notice of exercise of the Renewal Term. If exercised, Option ("Initial Renewal Notice") not less than nine (9) full calendar months and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon not more than twelve (12) full calendar months prior to the expiration of the initial term hereof, and each succeeding Lease Term; and (ii) Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Renewal Notice; and (iii) Not more than twenty-five (25%) of the Premises is sublet (other than pursuant to a Permitted Transfer) at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Renewal Notice; and (iv) The Lease has not been assigned by Tenant (other than pursuant to a Permitted Transfer) prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Renewal Notice. B. The initial Base Rent rate per rentable square foot for the Premises during the Renewal Term shall commence immediately upon equal the expiration Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall pay Additional Rent for the Premises during the Renewal Term in accordance with Exhibit C to the Lease; provided that the cap on Controllable Basic Costs may be adjusted or deleted in connection with the determination of the preceding term. The rights Prevailing Market rate. D. Within thirty (30) days after receipt of renewal herein granted to Tenant's Initial Renewal Notice, Landlord shall advise Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding applicable Base Rent rate for the scheduled commencement Premises for the Renewal Term. Tenant, within fifteen (15) Business Days after the date on which Landlord advises Tenant of such the applicable Base Rent rate for the Renewal Term Term, shall either (i) give Landlord final binding written notice ("Binding Renewal Notice") of Tenant's exercise of its option, or (ii) if Tenant disagrees with Landlord's determination, provide Landlord with written notice of rejection (the "Renewal Rejection Notice"). . If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such fifteen (b15) If the Renewal Notice is not timely given with respect to any Renewal TermBusiness Day period, then Tenant's rights of renewal pursuant to this Section 2.4.2 Renewal Option shall lapse be null and be void and of no further force or effect effect. If Tenant provides Landlord with respect to all remaining a Binding Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Notice, Landlord and Tenant shall use commercially reasonable efforts enter into the Renewal Amendment (hereinafter defined) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to negotiate and jointly determine agree upon the Fair Prevailing Market Rental to be effective rate for the Premises during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In Upon agreement Tenant shall provide Landlord with Binding Renewal Notice and Landlord and Tenant shall enter into the event Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within thirty (30) days after the date on the Fair Market Rental for which Tenant provides Landlord with a Renewal Term prior to Rejection Notice, Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) Option shall be null and void and of no force or effect. E. If Tenant is entitled to and properly exercises its Renewal Option, at law Landlord and Tenant shall execute an amendment (the "Renewal Amendment") to reflect changes in the Base Rent, Lease Term, Expiration Date and other appropriate terms; provided that an otherwise valid exercise of the Renewal Option shall be fully effective whether or equitynot the Renewal Amendment is executed. F. For purpose hereof, "Prevailing Market" rate shall mean the arm's length fair market annual rental rate per square foot under renewal leases and amendments entered into on or about the date on which the Prevailing Market rate is being determined hereunder for space comparable to the Premises in the Building and in buildings comparable to the Building with similar improvements (i.e., laboratories, percentage of office space) located within the RTP/I40 submarket of the Raleigh-Durham region. The determination of Prevailing Market rate shall also take into consideration any reasonably anticipated changes in the Prevailing Market rate from the time such Prevailing Market rate is being determined and the time such Prevailing Market rate will become effective under this Lease.

Renewal Option. Landlord hereby grants (a) Subject to the terms and conditions of this Paragraph 21, Tenant shall have the right, exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant Renewal Option"), right to renew the Term for all of the Premises for one (1) renewal term (the “Renewal Term) of five (5) years, by notice (a “Renewal Notice”) delivered to Landlord not more than eighteen (18) months and not less than twelve (12) months prior to the expiration of the Term, time being of the essence; provided, however, no Event of Default shall remain outstanding either on the date such Renewal Notice is given or on the Renewal Term Commencement Date (as hereinafter defined. Upon the giving of such Renewal Notice, the Term of this Lease shall be extended for _____ additional terms of seven (7) years each (each a "the Renewal Term") at Term with the Fair Market Rental same force and effect as of the commencement of each if such Renewal Term had originally been included in the Term. If exercised, and if the conditions applicable thereto have been satisfied, the first The Renewal Term shall commence on the day following the last day of the initial Term (the “Renewal Term Commencement Date”) and shall terminate on the day immediately preceding the fifth (5th) anniversary of the Renewal Term Commencement Date or such earlier date as this Lease may terminate pursuant to the terms and conditions of this Lease. Time is of the essence with respect to the giving of the Renewal Notice. The Renewal Term shall be upon all of the agreements, terms, covenants and conditions of this Lease, except that (w) the Base Rent shall be the Fair Market Value (as hereinafter defined), (x) after the exercise of the option with respect to the Renewal Term, Tenant shall have no further right to renew the Term, (y) the Base Year for Real Estate Taxes shall be the fiscal year commencing on the July 1st prior to the Renewal Term Commencement Date, and (d) the Base Year for Operating Expenses shall be the calendar year ending on the December 31st immediately preceding the Renewal Term Commencement Date. Upon the commencement of the Renewal Term, (A) the Renewal Term shall be added to and become part of the Term, (B) any reference in this Lease to the “Term”, the “term of this Lease” or any similar expression shall be deemed to include the Renewal Term, and (C) the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon become the expiration Expiration Date. Any termination, cancellation or surrender of the preceding term. The rights entire interest of Tenant under this Lease at any time during the Term shall terminate the foregoing right of renewal herein granted to of Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice")hereunder. (b) If The annual Base Rent payable during the Renewal Notice is not timely given with respect Term shall be equal to any the annual Fair Market Value (as hereinafter defined) of the Premises as of the Renewal Term Commencement Date (the “Calculation Date”). “Fair Market Value” shall mean the fair market annual rental value of the Premises as of the Calculation Date for a term equal to the Renewal Term, based on comparable space in the Building and in similar first-class office buildings in Boston, Massachusetts, including all of Landlord’s services provided for in this Lease, and with (a) the Premises considered as vacant, and in “as is” condition existing on the Renewal Term Commencement Date, and (b) the Base Years for Real Estate Taxes and Operating Expenses being adjusted as aforesaid. In determining Fair Market Value, all relevant factors, including the following factors, among others, shall be taken into account and given effect: size of the respective space, escalation charges then Tenant's rights payable under this Lease, location of renewal pursuant to this Section 2.4.2 shall lapse the Building, the costs incurred by Landlord, services provided by Landlord, free rent periods and be of no further force or effect with respect to all remaining Renewal Terms. (c) other concessions, improvement and fit-up, allowances, and other terms and conditions then being provided for comparable lease transactions in comparable office buildings in the Downtown Boston Financial District. Landlord shall be entitled advise Tenant (the “Rent Notice”) of Landlord’s determination of Fair Market Value prior to terminate all unexercised the Renewal Term Commencement Date. If Tenant Renewal Options by providing Notice disputes Landlord’s determination of Fair Market Value, then Tenant shall give notice (a “Dispute Notice”) to Tenant thereof at any time during the calendar month Landlord of March such dispute within ten (10) Business Days after delivery of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord Rent Notice, and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event if Landlord and Tenant are unable to agree on resolve said dispute within thirty (30) days after delivery of the Dispute Notice, then either Landlord or Tenant may elect to have such dispute resolved by arbitration as provided in Paragraph 21(c) below. Time is of the essence of the giving of said Dispute Notice. If the Base Rent payable during the Renewal Term is not determined prior to the Renewal Term Commencement Date, then Tenant shall pay Base Rent in an amount equal to the Fair Market Rental Value for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be Premises as determined in accordance with by Landlord (the appraisal procedures set forth in Article 19 by no later than August 1st “Interim Rent”). Upon final determination of the year immediately preceding Base Rent for the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, Tenant shall commence paying such Base Rent as so determined, and within ten (10) days after such determination Tenant shall pay any deficiency in prior payments of Base Rent or, if the Base Rent as so determined shall be attached less than the Interim Rent, Tenant shall be entitled to a credit against the next succeeding installments of Base Rent in an amount equal to the Lease difference between each installment of Interim Rent and shall supersede the Base Rent as so determined which should have been paid for such Schedules as were effective prior theretoinstallment until the total amount of the over payment has been recouped. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Term (a the "Tenant Renewal Option"), to renew ) for one additional period of 5 years commencing on the term day following the Termination Date of this Lease for _____ additional terms the initial Term and ending on the 5th anniversary of seven the Termination Date (7) years each (each a the "Renewal Term") at the Fair Market Rental as ), if: 1. Landlord receives notice of exercise of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Option ("Initial Renewal Term shall commence immediately upon Notice') not less than 12 full calendar months prior to the expiration of the initial term hereof, Term and each succeeding Renewal Term shall commence immediately upon not more than 15 full calendar months prior to the expiration of the preceding terminitial Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice (as hereinafter defined); and 3. No part of the Premises is sublet (other than pursuant to a Permitted Transfer) at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 4. The rights of renewal herein granted Lease has not been assigned prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice; and 5. Tenant executes and returns the Renewal Amendment (hereinafter defined) within 15 days after its submission to Tenant. B. The initial Base Rent rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject to, pay Additional Rent (i.e. Expenses and shall be exercised Taxes) for the Premises during the Renewal Term in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April Article IV of the year immediately preceding the scheduled commencement Lease. D. Within 30 days after receipt of such Renewal Term (the "Tenant's Initial Renewal Notice"). (b) If , Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Notice is not timely given with respect to any Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, then Tenant's rights shall either (i) give Landlord final binding written notice ("Binding Notice") of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, or (ii) if Tenant must meet disagrees with Landlord's determination, provide Landlord with written notice of rejection (the criteria for being an "Approved Rejection Notice"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) 's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market Base Rent rate for the Premises during the Renewal Term. Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rent rate for the Premises within 30 days after the date on which Tenant provides Landlord with a Rejection Notice, Tenant may elect to either rescind its intention to renew, or effect, at law or equity.subject the process to binding arbitration. Tenant's election to cause the disagreement to be resolved by arbitration shall be deemed to be its Binding Notice. If Tenant fails to require arbitration by notice (the "Arbitration Notice") within 3 days of the expiration of the

Renewal Option. Landlord hereby grants A. Subject to the terms of this Article, Tenant shall have the right, exercisable at Tenant's option, subject to Section 20.5(c) option (a "Tenant “Renewal Option"), ”) to renew extend the term Term of this the Lease for _____ one additional five (5) year period (the “Renewal Period”). If Tenant desires to exercise the Renewal Option, Tenant shall deliver written notice (“Renewal Notice”) to Landlord at least twelve (12) months prior to the then current expiration of the Term. The Renewal Option shall be on the same terms of seven (7) years each (each a "and conditions as contained in this Lease, except Rent for the Renewal Term") at Period shall be the Fair Market Rental Value (as defined below). Notwithstanding any of the commencement of each such Renewal Term. If exercisedforegoing, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term any attempt by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal OptionOption by any method, or at any time, or in any circumstance, except as specifically set forth above, shall, at the time Tenant exercises such optionsole option and discretion of Landlord, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect. Furthermore, if an Event of Default is continuing on (i) the date Tenant delivers to Landlord the Renewal Notice or (ii) the date the Renewal Period would commence, Landlord shall have the option, on written notice to Tenant, to declare Tenant’s election to extend the Term to be void and of no effect. At such time as Rent is determined for the Renewal Period, Tenant agrees to execute any reasonable documents to evidence the Term, as extended, and Rent to be paid during the Renewal Period. At such time as Tenant notifies Landlord of its desire to renew the Lease, Landlord shall, within thirty (30) days of receipt of Tenant’s Renewal Notice, notify Tenant of Landlord’s determination of the Fair Market Rental Value (“Landlord Renewal Rental Notice”). Tenant shall, within thirty (30) days of its receipt of the Landlord Renewal Rental Notice, advise Landlord in writing of its election to (i) affirm its exercise of its Renewal Option based upon Landlord’s determination of the Fair Market Rental Value, (ii) elect arbitration pursuant to the arbitration procedure set forth below to determine the Fair Market Rental Value (“Arbitration”) or (iii) withdraw its Renewal Notice if Tenant has not elected Arbitration. If Tenant elects to renew this Lease, Tenant shall accept such renewal of the Premises in then as-is condition. B. For purposes of this Article, “Fair Market Rental Value” shall mean an annual amount per rentable square foot that a creditworthy tenant would have to pay at law or equitycomparable building located in a comparable location the Chicago Business District office market (the “Market”) giving appropriate consideration to annual rental rate per rentable square foot, rental escalations (including type, base year and stops), length of lease term, size and location of the premises being leased, allowances, concessions, rent abatement and other generally applicable terms and conditions prevailing for comparable renewal space in comparable buildings located in the Market and whether such allowances and other concessions are given to Tenant under this Renewal Option. If the parties do not agree on the Fair Market Rental Value and Tenant has elected Arbitration, the same shall be determined as follows.

Renewal Option. Landlord hereby grants A. Tenant shall have the option to Tenant the right, exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant Renewal Option"), to extend and renew the term of this Lease with respect to the then existing Demised Premises thereunder, in their then “as is” condition, for _____ one (1) additional terms period of seven five (75) years each years, commencing on the first day of the twelfth Lease Year and ending on the last day of the sixteenth Lease Year (each a "the “Renewal Term"”), upon the same terms and conditions as contained in this Lease (unless changed or modified by mutual agreement) at except that (i) the Fair Market Rental fixed annual rental rate (subject to operating expense and real estate tax escalation additional rents pursuant to paragraphs C and D of Article 2 hereof, respectively) for the Renewal Term shall be a sum equal to one hundred percent (100%) of the fair and reasonable annual market rental rate for the Demised Premises as of the commencement first day of each such the Renewal Term, taking into account the rentals at which leases are being concluded for comparable space in the Building and in comparable buildings in the same rental area as the Building; (ii) for the Renewal Term: under paragraph C of Article 2, the term “Base Year” shall mean the Expenses for the Building project for the calendar year during which the commencement date of the Renewal Term occurs(except if such commencement date occurs on or after October 1, in which case the “Base Year shall mean the calendar year immediately following the calendar year in which the commencement date of the Renewal Term occurs); and the first “comparative year” under said paragraph C of Article 2 shall be the calendar year immediately following such Base Year; (iii) for the Renewal Term: under paragraph D of Article 2, the term “base tax year” shall mean the real estate taxes assessed against the Building project for the New York City real estate tax year during which the commencement date of the Renewal Term occurs(except if such commencement date occurs on or after April 1, in which case the “base tax year” shall mean the New York City real estate tax year immediately following the New York City real estate tax year in which the commencement date of the Renewal Term occurs); and the first “comparative year” under said paragraph C of Article 2 shall be the July 1 — June 30 New York City real estate tax year immediately following such base tax year; and (iv) this Lease, as extended for the Renewal Term, shall contain no renewal option. If exercisedThe exercise of such option shall only be effective upon, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance strict compliance with, the following terms and conditions: (i) Written notice of the exercise of such option shall be given by Tenant to Landlord not later than twelve (12) months prior to the Expiration Date of the initial term of this Lease (the “Initial Term”). Time shall be of the essence in connection with any exercise of such option by Tenant hereunder. (a) The fair and reasonable annual market rental rate for the Demised Premises effective as of the commencement of the Renewal Term shall take into account, also, the five (5) year term of the renewal, and it shall be determined, as aforesaid, during the last twelve (12) months of the Initial Term. Landlord and Tenant shall exercise its right with respect seek to each Renewal Term agree as to the amount of such fair and reasonable annual market rental rate for the Demised Premises. If they shall not agree as to such rate by giving Landlord Notice thereof during the month of April start of the year immediately preceding last eleven (11) months of the scheduled commencement of Initial Term, then and in such Renewal Term (the "Renewal Notice")event said fair and reasonable annual market rental rate shall be determined by appraisal as hereinafter in this Article provided. (b) If at the commencement date of the Extended Term, the amount of the fixed annual rental rate payable during said term in accordance with the foregoing paragraphs of this Article shall not have been determined, then, pending such determination, Tenant shall pay fixed annual rent at a rate equal to 105% of (x) the fixed annual rental rate payable hereunder as of the last month of the Initial Term, plus (y) the sum of the operating expense and real estate tax escalation additional rent payable under paragraphs B and C of Article 2 hereof, respectively, for the last twelve (12) months of the Initial Term (the “Temporary Rate”). After the determination by appraisal of the fair and reasonable annual market rental rate for the Demised Premises, if the fixed annual rental rate payable pursuant to this Article is greater than the Temporary Rate, Tenant shall promptly pay to Landlord the difference between the rent theretofore paid at the Temporary Rate and the greater rental rate determined after the appraisal; and the greater fixed annual rental rate so determined after the appraisal shall be payable during the Renewal Notice Term; however, if the fixed annual rental rate payable pursuant to this Article is not timely given with respect less than the Temporary Rate, Landlord shall promptly pay to any Tenant the difference between the rent theretofore paid at the Temporary Rate and the lesser rental rate determined after the appraisal; and the lesser fixed annual rental rate so determined after the appraisal shall be payable during the Extended Term. (iii) Upon determination of the fixed annual rent for the Renewal Term, Landlord and Tenant shall execute, acknowledge and deliver to each other an agreement specifying the amount of the fixed annual rental rate for the Renewal Term (but any failure to execute such an agreement shall not affect Tenant’s obligation to pay and Landlord’s right to receive such fixed annual rent). (iv) Tenant shall not be in default beyond any grace period under any of the terms, covenants and conditions of this Lease (a) at the time Tenant gives written notice to Landlord of its election to extend the term of this Lease; or (b) at the commencement date of the Extended Term. (v) If Landlord and Tenant shall be unable to agree as to the fair and reasonable annual market rental rate by the date hereinabove set forth, then Tenant's rights and in such event said fair and reasonable annual market rental rent for the Demised Premises shall be determined as follows: (a) Either party shall give a notice to the other, stating the name and address of renewal pursuant an impartial person to this Section 2.4.2 act as appraiser hereunder, and within thirty (30) days after the receipt of such notice, the other party shall lapse give notice to the sender of the first-mentioned notice, likewise, stating the name and address of an impartial person to act as appraiser hereunder. (b) The appraisers so specified in such notices shall be licensed real estate brokers doing business in Manhattan, each having not less than fifteen (15) years active experience as real estate brokers specializing in the leasing of no further force or effect with respect to all remaining Renewal Termsoffice space in said Borough. (c) Landlord In making their determinations, the appraisers shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during consider and follow the calendar month of March of the year immediately preceding a year directions set forth in which a Renewal Term is scheduled to commencethis Article. (d) Landlord and Tenant shall use commercially reasonable efforts Before proceeding to negotiate and jointly determine the Fair Market Rental fair and reasonable annual market rental rate for the demised premises (the “rate”), as a fore described, the appraisers so appointed shall subscribe and swear to be effective during any Renewal Term by no later than March 31st an oath fairly and impartially to determine such rate. If, within thirty (30) days following the appointment of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are latter of said appraisers, said two appraisers shall be unable to agree upon the said rate, the said appraisers shall appoint, by an instrument in writing, as third appraiser, an impartial person, similarly qualified, who upon taking a similar oath, shall proceed with the two appraisers first appointed to determine the said rate. The written decision of any two of the appraisers so appointed, fixing such rate, shall be binding and conclusive on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Termparties. (e) The components If, within forty-five (45) days following the appointment of Fair Market Rentalthe third appraiser, including Minimum Rent any two of the appraisers have not by written decision fixed such rate, then the third appraiser shall find as correct the rate that was determined by either the appraiser specified by Landlord or the appraiser specified by Tenant and Revenue Percentages render a written decision fixing such rate as the fair and Break Pointsreasonable annual market rental rate for the Demised Premises, determined as set forth in subparagraph (d), which written decision shall be set forth in revised Schedules 3.1.1 binding and 3.1.2, which Schedules shall, upon commencement of conclusive on the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior theretoparties. (f) In order If, after notice of the appointment of an appraiser, the other party shall fail, within the above specified period of thirty (30) days, to appoint an appraiser, such appointment of a similarly qualified appraiser may be made, upon application without notice by the person who shall have been appointed an appraiser, by the then President of the Real Estate Board of New York, Inc., or such successor body hereafter constituted exercising similar functions (or if there be no Real Estate Board or its successor, or if its President will not so act, then such appointment shall be made by a Justice of the Supreme Court, New York County, then presiding in Special Term, Part II thereof, or the equivalent of said Part II). If the two appraisers aforesaid shall be unable to agree, within thirty (30) days following the appointment of the latter of said appraisers, upon such rate and shall fail to appoint in writing a third appraiser within fifteen (15) days thereafter, the necessary appraiser shall be appointed by said President (or by said Justice). If any appraiser appointed as aforesaid by either of the parties, by said President, by said Justice, or by the two appraisers so appointed, shall die, be disqualified or incapacitated or shall fail or refuse to act, before such rate shall have been determined, the necessary appraiser shall be promptly appointed by the person or persons who appointed the appraiser who shall have died, become disqualified or incapacitated, or who shall have failed or refused to act, as aforesaid. (g) Landlord and Tenant shall each pay the fees of the person acting as appraiser hereunder for Tenant to exercise the Tenant Renewal OptionLandlord and Tenant, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignmentrespectively, and Landlord and Tenant shall each pay one-half (1/2) of the fees of any exercise in violation third appraiser appointed pursuant to the above provisions. B. The provisions of this Section 2.4.2(f) shall Article are intended to be null personal to the named Tenant hereunder (i.e., Shutter stock, Inc.), and void to any Affiliate of such named Tenant or a Successor Entity, and may only be exercised by said named Tenant, Affiliate or Successor Entity, as the case may be, if and so long as it is the tenant under this Lease and is in occupancy of no force or effect, at law or equitythe entire Demised Premises.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Lease Term for one additional period of three (a "Tenant Renewal Option"), to renew the term of this Lease for _____ additional terms of seven (73) years each commencing on the day following the Termination Date of the initial Lease Term and ending on the last day of the thirty-sixth (each a 36th) month anniversary of the Termination Date (the "Renewal Term"), if: 1. Landlord receives notice of exercise ("Initial Renewal Notice") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon not less than nine (9) full calendar months prior to the expiration of the initial term hereof, Lease Term and each succeeding Renewal Term shall commence immediately upon not more than twelve (12) full calendar months prior to the expiration of the preceding terminitial Lease Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Renewal Notice; and 3. No part of the Premises is sublet at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Renewal Notice; and 4. The rights of renewal herein granted Lease has not been assigned prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Renewal Notice; and 5. Tenant executes and returns the Renewal Amendment (hereinafter defined) within fifteen (15) days after its submission to Tenant. B. The initial Base Rental rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject to, and shall be exercised pay Additional Base Rental (i.e. Basic Costs) for the Premises during the Renewal Term in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April Exhibit B-2 of the year immediately preceding Lease. D. Within thirty (30) days after receipt of Tenant's Initial Renewal Notice, Landlord shall advise Tenant of the scheduled commencement applicable Base Rental rate for the Premises for the Renewal Term. Tenant, within fifteen (15) days after the date on which Landlord advises Tenant of such the applicable Base Rental rate for the Renewal Term Term, shall either (i) give Landlord final binding written notice ("Binding Notice") of Tenant's exercise of its option, or (ii) if Tenant disagrees with Landlord's determination, provide Landlord with written notice of rejection (the "Renewal Rejection Notice"). . If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such fifteen (b15) If the Renewal Notice is not timely given with respect to any Renewal Termday period, then Tenant's rights of renewal pursuant to this Section 2.4.2 Renewal Option shall lapse be null and be void and of no further force or effect and effect. If Tenant provides Landlord with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Binding Notice, Landlord and Tenant shall use commercially reasonable efforts enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to negotiate and jointly determine agree upon the Fair Prevailing Market Base Rental to be effective rate for the Premises during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the event Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rental rate for the Premises within thirty (30) days after the date on the Fair Market Rental for which Tenant provides Landlord with a Renewal Term prior to Rejection Notice, Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) Option shall be null and void and of no force or and effect. E. If Tenant is entitled to and properly exercises its Renewal Option, at law or equityLandlord shall prepare an amendment (the "Renewal Amendment") to reflect changes in the Base Rental, Lease Term, Termination Date and other appropriate terms. The Renewal Amendment shall be: 1. sent to Tenant within a reasonable time after receipt of the Renewal Notice; and 2. executed by Tenant and returned to Landlord in accordance with paragraph A.5. above.

Renewal Option. Landlord hereby grants to Tenant shall have the right, exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant Renewal Option"), right to renew and extend the term of this Lease for _____ additional the Renewal Term (herein so called) upon and subject to the following terms and conditions: Tenant may extend this Lease for one (1) Renewal Term of seven five (75) years each by Tenant's giving Landlord a Renewal Notice no more than twelve (each a "Renewal Term"12) at months and no less than nine (9) months prior to the Fair Market Rental as expiration of the commencement of each such Renewal Terminitial term. If exercised, and if the conditions applicable thereto have been satisfied, the first Such Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon exercise of such renewal option the expiration date of the preceding term. The rights of renewal herein granted to Tenant term shall be subject to, and shall be exercised in accordance with, automatically become the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April last day of the year immediately preceding Renewal Term. If Tenant does not renew the scheduled commencement of such Renewal Term (Lease in a timely manner for the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights with respect to such Renewal Term shall expire and be of no further force and effect. The exercise by Tenant of the renewal pursuant option set forth herein must be made, if at all, by delivery of the Renewal Notice to this Section 2.4.2 Landlord on or before the dates set forth above. Once Tenant shall lapse exercise such renewal option, Tenant may not thereafter revoke such exercise. At Landlord's election, Tenant's renewal option shall terminate and be of no further force or effect with respect if (i) an Event of Default exists under the Lease at the time Tenant attempts to all remaining Renewal Terms. exercise its renewal option, (cii) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof defaults under any provision of the Lease after exercising its renewal option and such default continues beyond any applicable cure period provided in the Lease, (iii) at any time during the calendar month of March Term of the year immediately preceding Lease, as extended, Tenant assigns the Lease to a year in which a third party, or (iv) at the time Tenant attempts to exercise its renewal option, Tenant has subleased or has demonstrated an intention to sublease more than fifty percent (50%) or more of the Premises to an unrelated third party. Tenant shall take the Premises "as is" for the Renewal Term is scheduled and, other than as may then be a component of the "Fair Market Rental Rate", Landlord shall have no obligation to commence. make any improvements or alterations to same; provided, however, Landlord shall comply with its repair and maintenance obligations as set forth in this Lease. Annual Base Rent for the Renewal Term shall be the "Fair Market Rental Rate" multiplied by the number of square feet of net rentable area in the Building, but in no event less than the Base Rent for the last Lease Year of the initial term. Within thirty (d30) days after the date of Tenant's Renewal Notice, Landlord and Tenant shall use commercially reasonable efforts endeavor in good faith to negotiate and jointly determine agree upon the Fair Market Rental Rate applicable to be effective during any Renewal Term by no later than March 31st the Building for each year of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree upon the Fair Market Rental Rate within the aforesaid thirty (30) day period, Landlord and Tenant shall each select a broker to determine the Fair Market Rental Rate within thirty-five (35) days after the date of the Renewal Notice. Each broker shall make an independent determination of the Fair Market Rental Rate of the Building for each year of the Renewal Term. If the two brokers so appointed agree on the Fair Market Rental Rate for a each year of the Renewal Term prior to Tenant's exercise within forty (40) days after the date of its Tenant the Renewal OptionNotice, the Fair Market Rental Rate shall be the amount determined in accordance with by them. If the appraisal procedures set forth in Article 19 by no later than August 1st two brokers so appointed do not agree on the Fair Market Rental Rate within forty (40) days after the date of the Renewal Notice, the two brokers shall jointly appoint a third broker on or before the forty-fifth (45th) day after the date of the Renewal Notice. The third broker shall make a valuation within fifty (50) days after the date of the Renewal Notice and the Fair Market Rental Rate for each year of the Renewal Term shall be an amount equal to the quotient obtained by dividing the sum of the Fair Market Rental Rates determined by the two brokers who were closest to each other in amount, by two. Each broker appointed shall be an individual of recognized competence who has a minimum of ten (10) consecutive years' experience in the leasing of office space in the suburban Northern Virginia area immediately preceding such engagement. All valuations of the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth Rental Rate shall be in subparagraph (d)writing, shall be set forth expressed in revised Schedules 3.1.1 terms of an annual rent per square foot of rentable area, and 3.1.2shall take into consideration that the Premises are to be taken in "as is" condition for any renewal period. Each broker shall determine the Fair Market Rental Rate on the basis of all relevant factors affecting Fair Market Rental Rates such as concessions then being offered in the marketplace. The party appointing each broker shall be obligated, which Schedules shall, upon commencement promptly after receipt of the applicable Renewal Termvaluation report prepared by the broker appointed by such party, be attached to deliver a copy of such valuation report to the other party in the manner provided elsewhere in this Lease and for the giving of notices. If a third broker is appointed, the third broker shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Optionbe directed, at the time of his appointment, to deliver copies of his valuation report, promptly after its completion, to Landlord and Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent manner provided elsewhere in this Lease for the giving of notices. The expenses of each of the first two brokers appointed shall be borne by the party appointing such broker. The expenses of the third broker appointed shall be paid one-half by Landlord and Assignmentone-half by Tenant. Tenant shall not be entitled to any rental abatement concessions, additional renewal options or other similar concessions during any Renewal Term, except to the extent they constitute part of the determination of the Fair Market Rental Rate. Except as set forth herein, the leasing of the Premises for the Renewal Term shall be upon the same terms and any exercise in violation conditions as are applicable for the initial term and shall be upon and subject to all of the provisions of this Lease, including, without limitation, the obligation of Tenant to pay any costs or amounts payable by Tenant to Landlord under the Lease. Tenant's rights under this Section 2.4.2(f) 16.32 shall be null personal to Tenant and void shall not inure to the benefit of any assignee or occupant of the Premises other than an assignee which is a successor corporation into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant's assets and property, or to any subsidiary, affiliate or parent company of no force Tenant, or effect, at law or equityany subsidiary of the parent company of Tenant.

Renewal Option. Landlord Section 58 of the Lease is hereby grants to deleted and in its place the following provisions shall apply: (a) Provided Tenant the right, exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant Renewal Option"), to renew the term is not in default of this Lease beyond any applicable grace or notice period, Tenant is granted two (2) options (each, a “Renewal Option”) to extend the Term for _____ an additional terms period of seven up to five (75) years each (each each, a "“Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term”). If exercised, and if the conditions applicable thereto have been satisfiedexercised by Tenant, the first Renewal Term shall commence immediately upon following the expiration of the initial term hereofTerm, and each succeeding subsequent Renewal Term Term, if exercised by Tenant, shall commence immediately upon following the expiration of the preceding termRenewal Term. The rights Each Renewal Option must be exercised, if at all, by notice from Tenant to Landlord given on or before the date that is six (6) months prior to the expiration of renewal herein granted the initial Term or the Renewal Term then in effect, as applicable. All references in this Lease to Tenant the Term shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect deemed to include each Renewal Term by giving Landlord Notice thereof during Term, if the month of April of the year immediately preceding the scheduled commencement of such applicable Renewal Term (the "Renewal Notice")Option is timely and properly exercised. (b) If the Renewal Notice is not timely given with respect All terms, provisions and conditions contained in this Lease shall continue to any apply during each Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and except that the Fixed Annual Rent (as hereinafter defined) for each Renewal Term will be of no further force or effect with respect to all remaining Renewal Terms. ninety-five percent (c95%) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year then Fair Market Rental Value of the Demised Premises. For the purpose of this Lease, “Fair Market Rental Value” shall mean the annual fair market rental value of the Demised Premises based upon the totality of the circumstances, including, without limitation, the then prevailing rental rates, tenant improvement allowances and other concessions for new leases (i.e., not renewals of existing leases) with comparable lease terms in which a Renewal Term is scheduled buildings of substantially the same quality as the Building within the vicinity of the Building, as adjusted to commence. (d) reflect relevant differences such as size of space, term, location, operating expense and real estate tax payments, and incentives for initial occupancy, and “Fair Market Rental Value” shall include the value of any alterations made by Tenant. Fair Market Rental Value will be determined by the mutual agreement of Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to or, if an agreement is not be effective during any Renewal Term reached by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for within thirty (30) days after Tenant exercises a Renewal Term prior Option or the last date that Tenant was permitted to Tenant's exercise of its Tenant the Renewal Option, if later, either party may, by notice to the Fair Market Rental shall be determined in accordance with other, invoke the appraisal procedures arbitration procedure set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), this Section 16. Such arbitration procedure shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.follows:

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Lease Term for one additional period of five (a "Tenant Renewal Option"), to renew the term of this Lease for _____ additional terms of seven (75) years each commencing on the day following the Termination Date of the initial Lease Term and ending on the last day of the 60th month anniversary of the Termination Date (each a the "Renewal Term"), if: 1. Landlord receives notice of exercise ("Renewal Notice") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon not less then twelve (12) full calendar months prior to the expiration of the initial term hereof, Lease Term and each succeeding Renewal Term shall commence immediately upon not more than fifteen (15) full calendar months prior to the expiration of the preceding terminitial Lease Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Renewal Notice or at the time Tenant delivers its Binding Renewal Notice; and 3. No part of the Premises is sublet at the time that Tenant delivers its Renewal Notice or at the time Tenant delivers its Binding Renewal Notice; and 4. The rights Lease has not been assigned prior to the date that Tenant delivers its Renewal Notice or prior to the date Tenant delivers its Binding Renewal Notice; and 5. Tenant desires to lease less than the entire Premises, the portion Tenant leases must be at least 25,000 rentable square feet, the exact location of renewal herein granted such portion shall be determined by Landlord, and Tenant shall, at its sole cost and expense, pay for all costs of demising the reduced Premises including, without limitation, the cost of constructing a corridor and balancing the HVAC system. 6. Tenant executes and returns the Renewal Amendment (hereinafter defined) within thirty (30) days after its submission to Tenant. B. The initial Base Rental rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject to, and shall be exercised pay Additional Base Rental (i.e. Basic Costs) for the Premises during the Renewal Term in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April Article IV of the year immediately preceding Lease. D. Within thirty (30) days after receipt of Tenant's Renewal Notice, Landlord shall advise Tenant of the scheduled commencement applicable Base Rental rate for the Premises for the Renewal Term. Tenant, within fifteen (15) days after the date on which Landlord advises Tenant of such the applicable Base Rental rate for the Renewal Term Term, shall either (i) give Landlord final binding written notice ("Binding Notice") of Tenant's exercise of its option, or (ii) if Tenant disagrees with Landlord's determination, provide Landlord with written notice of rejection (the "Renewal Rejection Notice"). . If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such fifteen (b15) If the Renewal Notice is not timely given with respect to any Renewal Termday period, then Tenant's rights of renewal pursuant to this Section 2.4.2 Renewal Option shall lapse be null and be void and of no further force or effect and effect. If Tenant provides Landlord with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Binding Notice, Landlord and Tenant shall use commercially reasonable efforts enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to negotiate and jointly determine agree upon the Fair Prevailing Market Base Rental to be effective rate for the Premises during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the event Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rental rate for the Premises within thirty (30) days after the date on the Fair Market Rental for which Tenant provides Landlord with a Renewal Term prior to Rejection Notice, Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) Option shall be null and void and of no force and effect. E. If Tenant is entitled to and properly exercises its Renewal Option, Landlord shall prepare an amendment (the "Renewal Amendment") to reflect changes in the Base Rental, Lease Term, Termination Date and other appropriate terms. The Renewal Amendment shall be: 1. sent to Tenant within a reasonable time after receipt of the Renewal Notice; and 2. executed by Tenant and returned to Landlord in accordance with paragraph A.5. above. F. For purposes hereof, "Prevailing Market" shall mean the arms length fair market annual rental rate per rentable square foot under renewal leases and amendments entered into on or effectabout the date on which the Prevailing Market is being determined hereunder for space comparable to the Premises in the Building and office buildings comparable to the Building in Indianapolis, at law or equityIndiana. The determination of Prevailing Market shall take into account any material economic differences between the terms of this Lease and any comparison lease, such as rent abatements, construction costs and other concessions and the manner, if any, in which the landlord under any such lease is reimbursed for operating expenses and taxes. The determination of Prevailing Market shall also take into consideration any reasonably anticipated changes in the Prevailing Market rate from the time such Prevailing Market rate is being determined and the time such Prevailing Market rate will become effective under this Lease.

Renewal Option. Landlord hereby grants to A. Provided that Tenant shall not be in default under this Lease, beyond the rightgiving of any required notice and expiration of the applicable cure period contained herein, exercisable either at Tenant's optionthe time of the exercise thereof or at any time on or before the effective date thereof, subject to Section 20.5(cand Tenant remains in possession of the entire Demised Premises, Tenant shall have two (2) options (each, a "Tenant “Renewal Option"), ”) to renew extend the term of this Lease for _____ additional terms a period of seven five (75) years each (each each, a "“Renewal Term"”). The Renewal Option(s) at shall apply to the Fair Market Rental entire Demised Premises only. Tenant may exercise its option for the Renewal Term only by notice to Landlord of such exercise given not less than twelve (12) months before the then Expiration Date. Tenant shall forever waive its right to exercise the Renewal Option if it shall, for any reason whatsoever, fail to give such notice to Landlord within the time and in the manner provided for the giving of such notice, whether such failure is inadvertent or intentional, TIME BEING OF THE ESSENCE as to the exercise of such option and the giving of such notice. If Tenant shall elect to exercise such Renewal Option(s), the term of this Lease shall be automatically extended for the Renewal Term(s) without the execution of an extension or renewal lease. Within ten (10) days after request by Landlord, Tenant shall execute, acknowledge and deliver to Landlord an instrument confirming that such Renewal Option has been effectively exercised, confirming the extended Expiration Date and confirming the Fixed Annual Rent for the Renewal Term(s). The terms and conditions applicable during the Renewal Term(s) shall be the same terms and conditions of this Lease as are in effect immediately preceding the commencement of each such the Renewal Term. If exercised, and if except that: (i) the conditions applicable thereto Fixed Annual Rent payable during the Renewal Term(s) shall be determined pursuant to Section B below; (ii) Tenant shall have been satisfied, no right or option to extend the first Renewal Term shall commence immediately upon term of this Lease for any period of time beyond the expiration of the Renewal Term(s); and (iii) the provisions of Section A shall not apply during the second (2nd) Renewal Term (it being agreed and understood that during the first (1st) Renewal Term Tenant shall have one (1) remaining Renewal Option). Any termination, expiration, cancellation or surrender of this Lease on or prior to the Expiration Date shall terminate the Renewal Option. The Renewal Option may not be severed from this Lease nor separately sold, assigned nor otherwise transferred. B. The Fixed Annual Rent for the respective Renewal Terms shall be equal to one hundred percent (100%) of the fair market rental value of the Demised Premises for the respective Renewal Term, taking into consideration all relevant factors, including, but not limited to, the value of such rental abatements, tenant improvement allowances, brokerage commissions and any other tenant inducements customarily being granted by landlords at such times to new tenants entering into leases at comparable first class office buildings in Midtown Manhattan and determined in accordance with Section C below. In no event shall the Fixed Annual Rent payable for any year during (x) the first (1st) Renewal Term be less than the Fixed Annual Rent for the initial term hereofof this Lease, and each succeeding (y) the second (2nd) Renewal Term shall commence immediately upon be less than the expiration Fixed Annual Rent for the first (1st) Renewal Term. C. The fair market rental value of the preceding term. The rights of renewal herein granted to Tenant Demised Premises for the Renewal Term(s) shall be subject todetermined by appraisal in accordance with the provisions of this Article. Within sixty (60) days after Tenant exercises the applicable Renewal Option, Landlord shall request an appraisal, by notice to Tenant, and shall be exercised in accordance withdesignate an independent MAI appraiser selected by Landlord. Within twenty (20) days after the giving of such notice, Tenant shall notify Landlord of an independent MAI appraiser selected by Tenant. Within ten (10) days after selection of Tenant’s appraiser, the following terms two appraisers shall meet and conditions: (a) Tenant shall exercise its right with respect attempt to each Renewal Term by giving Landlord Notice thereof during agree as to the month of April of fair market rental value for the year immediately preceding Demised Premises for the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such applicable Renewal Term. In the event Landlord and Tenant that such appraisers are unable to agree on as to such annual fair market rental value then: (i) if the Fair Market Rental for difference between the two determinations is less than five percent (5%) of the lower determination, then the average of the two determinations shall be deemed to constitute such annual fair market rental value; or (ii) if the difference between the two determinations is equal to or greater than five percent (5%) of the lower determination, then the two appraisers shall jointly select a Renewal Term prior third independent MAI appraiser, which appraiser shall select which of the determinations of the first two appraisers shall constitute such annual fair market rental value. Such third appraiser shall not have the right to vary or modify the determinations of the appraisers selected by Landlord and Tenant's exercise of . In the event that Tenant fails to select its Tenant Renewal Optionappraiser within such ten (10) day period, the Fair Market Rental determination of Landlord’s appraiser shall constitute such fair market rental value. In the event that the two appraisers are unable to select a third appraiser, the third appraiser shall be determined selected by President of the Real Estate Board of New York, Inc. at the request of either Landlord or Tenant. Any appraiser under this Article must have at least ten (10) years’ experience in appraising commercial real estate in the City of New York similar to the property in which the Demised Premises is located. The appraisers shall not have the right to amend, modify or vary any of the terms of this Lease and the determination of the appraisers in accordance with the appraisal procedures set forth in this Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Termshall be final, binding and conclusive upon Landlord and Tenant. (e) The components D. Any delay or failure of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth Landlord in subparagraph (d), computing or billing for any rent adjustments permitted under this Article shall be set forth not constitute a waiver or in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement any way impair the continuing obligation of the applicable Renewal Term, be attached Tenant to pay such rent adjustment hereunder. Notwithstanding any termination of this Lease prior to the Lease Expiration Date, Tenant’s obligation to pay rent as adjusted under this Article shall continue and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant cover all periods up to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent Expiration Date and Assignment, and shall survive any exercise in violation expiration or termination of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equityLease.

Renewal Option. Landlord hereby grants Tenant shall, provided the Lease is in full force and effect and an Event of Default does not exist at the time of exercise, have one (1) successive option to renew this Lease for a term of five (5) years, for the portion of the Premises being leased by Tenant as of the rightdate the renewal term is to commence, exercisable at Tenant's on the same terms and conditions set forth in the Lease, except as modified by the terms, covenants and conditions as set forth below: 40.1 If Tenant elects to exercise said option, subject then Tenant shall provide Landlord with written notice no earlier than the date which is twelve (12) months days prior to Section 20.5(cthe expiration of the then current term of the Lease but no later than the date which is nine (9) (a "months prior to the expiration of the then current term of this Lease. If Tenant Renewal Option")fails to provide such notice, Tenant shall have no further or additional right to extend or renew the term of this Lease for _____ additional terms of seven (7) years each (each a "Renewal Term") the Lease. 40.2 The Annual Rent and Monthly Installment in effect at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial then current term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant Lease shall be subject to, adjusted to reflect the current fair market rental for comparable space in the Building and shall be exercised in accordance with, other similar buildings in the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April same rental market as of the year immediately preceding date the scheduled commencement renewal term is to commence, taking into account the specific provisions of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Lease which will remain constant. Landlord shall be entitled to terminate all unexercised advise Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord new Annual Rent and Tenant shall use commercially reasonable efforts to negotiate and jointly determine Monthly Installment for the Fair Market Rental to be effective during any Renewal Term by Premises no later than March 31st 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 year immediately preceding such Renewal Termfirst date on which Tenant may exercise its option under this Paragraph. In the event If Tenant and Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term mutually acceptable rental rate not later than sixty (60) days prior to Tenant's exercise the expiration of its the then current term, then Landlord and Tenant Renewal Optionshall each appoint a qualified MAI appraiser doing business in the area, in turn those two independent MAI appraisers shall appoint a third MAI appraiser and the Fair Market Rental majority shall decide upon the fair market rental for the Premises as of the expiration of the then current term. Landlord and Tenant shall equally share in the expense of this appraisal except that in the event the Annual Rent and Monthly Installment is found to be within fifteen percent (15%) of the original rate quoted by Landlord, then Tenant shall bear the full cost of all the appraisal process. 40.3 This option is not transferable except to an Affiliate; the parties hereto acknowledge and agree that they intend that the aforesaid option to renew this Lease shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined “personal” to Tenant as set forth above and that in subparagraph (d)no event will any assignee or sublessee, shall be set forth in revised Schedules 3.1.1 and 3.1.2except an Affiliate, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant have any rights to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equityaforesaid option to renew.

Renewal Option. Landlord hereby grants to Tenant Provided Lessee is not then in default of the rightterms and conditions of the Lease, exercisable at Tenant's optionand provided no condition has arisen that, subject to Section 20.5(c) (a "Tenant Renewal Option")with the passage of time or the giving of notice, or both, would create an event of default under the Lease, Lessee shall have the option to renew this Lease upon the same terms and conditions (except for the Base Rent which shall be as set forth in Section 3 herein) for two additional terms of five (5) years by giving written notice of its election to Lessor to do the same not later than 180 days (the “First Renewal Final Exercise Date”) nor sooner than 365 days prior to the expiration of the Initial Term in the case of the first renewal term, or not later than 180 days (the “Second Renewal Final Exercise Date”) nor sooner than 365 days prior to the expiration of the first renewal term of this Lease for _____ additional terms of seven (7) years each (each a "Renewal Term") at in the Fair Market Rental as case of the commencement exercise of each the second renewal term (individually herein a “Notice Period” and collectively herein the “Notice Periods”). For simplicity the First Renewal Final Exercise Date and the Second Renewal Final Exercise Date are herein collectively sometimes called the “Final Exercise Date”). Time is of the essence in the delivery of such Renewal Termnotice to renew. If exercised, The Annual and Monthly Base Rent for a renewal option if so exercised shall be determined as follows: (i) not later than the conditions first day of a Notice Period Lessor and Lessee shall commence and endeavor in good faith to determine the fair market rental rate for the Premises for the applicable thereto have been satisfiedrenewal term; (ii) in the event the Lessor and Lessee are capable of agreeing on the fair market rental rate for the Premises for the applicable renewal term prior to the Final Exercise Date, the first Renewal Term amount agreed upon by Lessor and Lessee shall commence immediately upon become the expiration of the initial term hereof, Annual Base Rent and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, Monthly Base Rent and shall be exercised in accordance with, substituted for the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures amount set forth in Article 19 by no later than August 1st Section 3 above; and (iii) in the event the Lessor and Lessee are not capable of agreeing to the year immediately preceding fair market rental rate for the Premises for the applicable Renewal Term. (e) The components of Fair Market Rentalrenewal term prior to the Final Exercise Date, including Minimum Rent and Revenue Percentages and Break Points, determined as the amount set forth in subparagraph (d), Section 3 above shall be the Annual Base Rent and Monthly Base Rent. The renewal options set forth in this Section 6 are in complete substitution of any other renewal options that may be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined elsewhere in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equityLease.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Lease Term (a the "Tenant Renewal Option"), to renew the term ) for one additional period of this Lease for _____ additional terms of seven five (75) years each commencing on the day following the Termination Date of the initial Lease Term and ending on the fifth (each a 5th) anniversary of the Termination Date (the "Renewal Term"), if: 1. Landlord receives notice of exercise ("Initial Renewal Notice") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon not less than nine (9) full calendar months prior to the expiration of the initial term hereof, Lease Term and each succeeding Renewal Term shall commence immediately upon not more than fifteen (15) full calendar months prior to the expiration of the preceding terminitial Lease Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 3. No part of the Premises is sublet, other than to a Permitted Transferee (as defined in Section XIII.E of the Lease), at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 4. The rights Lease has not been assigned, other than to a Permitted Transferee (as defined in Section XIII.E of renewal herein granted the Lease), prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice. B. The initial Base Rental rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject to, pay Additional Base Rental (i.e. Basic Costs) for the Premises during the Renewal Term in accordance with Article IV of the Lease and the Base Year(s) shall be exercised in accordance withadjusted, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April if at all, as part of the year immediately preceding determination of the scheduled commencement Prevailing Market rate. D. Within thirty (30) days after receipt of such Renewal Term (the "Tenant's Initial Renewal Notice"). (b) If , Landlord shall advise Tenant of the applicable Base Rental rate for the Premises for the Renewal Notice is not timely given with respect to any Term. Tenant, within thirty (30) days after the date on which Landlord advises Tenant of the applicable Base Rental rate for the Renewal Term, then Tenant's rights shall either (i) give Landlord final binding written notice ("Binding Notice") of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, or (ii) if Tenant must meet disagrees with Landlord's determination, provide Landlord with written notice of rejection (the criteria for being an "Approved Rejection Notice"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such fifteen (15) day period, Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) 's Renewal Option shall be null and void and of no further force or and effect. If Tenant provides Landlord with a Binding Notice, at law or equityLandlord and Tenant shall enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant fail to agree upon the Prevailing Market rate within thirty (30) days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the "Arbitration Notice") within five (5) days after the expiration of such thirty (30) day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section E below. If Landlord and Tenant fail to agree upon the Prevailing Market rate within the thirty (30) day period described and Tenant fails to exercise its right to arbitrate, Tenant's Renewal Option shall be deemed to be null and void and of no further force and effect.

Renewal Option. Landlord hereby grants Provided Lessee shall have duly given the -------------- notice required by Section 22.2, and the corresponding notice under the Other Leases and shall upon the renewal of the Units hereunder concurrently renew the units under the Other Leases and Lessee has not exercised its option to Tenant purchase the rightUnits pursuant to Section 22.3, exercisable Lessee shall have the right and, upon the giving of a notice under this Section 22.4 as below provided, the obligation to lease pursuant to this Lease all (but not less than all) of the Units at Tenantthe expiration of the Basic Term or any applicable Renewal Term. Lessee may exercise this renewal option by giving Lessor written notice not less than 90 days and not more than 360 days prior to the end of the Basic Term (or, in the circumstances described below the then Renewal Term) that Lessee elects to renew this Lease with respect to all, but not less than all, of the Units then leased hereunder at a rental payment equal to the then fair market rental value (a "Fair Market Renewal") or a fixed rental (a "Fixed Rate Renewal"). At Lessee's option, subject to Section 20.5(c) (such renewal may, in the case of a "Tenant Renewal Option")Fair Market Renewal, to renew the be for a renewal term of this Lease one or more years or, in the case of a Fixed Rate Renewal, be for _____ additional terms an initial renewal term of seven three years (7but not to extend beyond the Outside Renewal Date) years and in connection with any renewal term following the initial renewal term, a term of one year or more expiring not later than the Outside Renewal Date, in each case as Lessee shall specify in such notice, which notice shall be irrevocable. The Basic Rent for each Unit during any Renewal Term (each a the "Renewal TermRent") at shall (a) in the case of any Fixed Rate Renewal, be 50% of the average of the monthly Basic Rent installments payable hereunder for such Unit during the Basic Term, payable monthly in arrears, and (b) in the case of any Fair Market Renewal, be the Fair Market Rental as of Value determined at the commencement of each such the applicable Renewal Term, payable monthly in arrears. If exercised, and if the conditions applicable thereto have been satisfied, the first Each Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Basic Term shall commence immediately upon the expiration of or the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 as the case may be. Lessee shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall not be entitled to terminate all unexercised Tenant enter any Fixed Rate Renewal Options by providing Notice to Tenant thereof at following the expiry of any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal TermRenewal. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants a. Exhibit “F” to the Lease and Section 12 of the First Amendment are deleted in their entirety. b. Provided that the Lease is then in full force and effect and there is no uncured event of default under the Lease, Tenant shall have the right, exercisable at Tenant's option, subject to Section 20.5(coption (Option) (a "Tenant Renewal Option"), to renew the term Lease as follows: (1) Tenant may, by notifying Landlord of this its election in writing not less than nine (9) months nor more than twelve (12) months prior to the end of the Term, renew the Lease for _____ an additional terms of seven term (7) years each (each a "Renewal Term") at beginning on the Fair Market Rental date next following the expiration date of the Term and continuing for thirty-six (36) months thereafter. The renewal of the Lease will be upon the same terms, covenants, and conditions applicable during the Term, as provided in the Lease, except that (a) the Base Rent payable during the Renewal Term shall be an amount equal to the existing market rental rate (as defined below) as of the commencement of each such date on which the Renewal Term commences, (b) the defined term “Term” shall be deemed to include the Renewal Term, (c) no free rent, allowances, option, parking concessions, construction obligations or special rent concession, if any, which was applicable to the original Term apply during the Renewal Term and (d) no further renewal option shall apply to the Renewal Term. If exercisedIn addition, and if Base Rent shall continue to be adjusted as provided in the conditions applicable thereto have been satisfiedLease. As used herein, the first phrase market rental rate shall mean the rate of base rental being charged for comparable space in Class A office buildings in the North Dallas/Galleria submarket for a term comparable to the Renewal Term shall commence immediately upon (but not less than the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right Base Rent payable with respect to each Renewal Term by giving Landlord Notice thereof during the month of April final year of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"Term). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e2) The components failure of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at Option herein granted within the time Tenant exercises period set forth herein shall constitute a waiver and termination of such optionOption. In addition, Tenant must meet any termination of the criteria for being an "Approved Lease during the Term or any assignment, subletting, or other transfer by Tenant" as defined , whether or not with the approval of Landlord, shall terminate the Option contained in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equitySection.

Renewal Option. (a) Provided this Lease is in full force and effect and no Event of Default exists immediately prior to (i) the date Tenant delivers to Landlord hereby grants to the First Election Notice (as hereinafter defined) and (ii) the expiration of the initial term of this Lease, Tenant shall have the right, exercisable at Tenant's option, subject to Section 20.5(c) option (a the "Tenant First Renewal Option"), ) to renew the term of this Lease (the "First Renewal Option") for _____ all of the Demised Premises for an additional terms of seven five (75) years each year term (each a the "First Renewal Term") at commencing on the Fair Market Rental as of date (the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first "First Renewal Term shall commence immediately upon Commencement Date") following the expiration Expiration Date of the initial term hereof, of this Lease and each succeeding ending on the date immediately prior to the fifth (5th) anniversary of the First Renewal Term Commencement Date (which date shall hereupon be and become the Expiration Date of this Lease). The First Renewal Option shall be exercised by written notice (the "First Election Notice") to Landlord delivered no later than six (6) months prior to the Expiration Date of the initial term of this Lease. The annual Fixed Rent for the First Renewal Term shall commence immediately upon be equal to the expiration fair market rental value of the preceding term. The rights Demised Premises as determined pursuant to the provisions of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (aSection 46.3(b) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice")hereof. (b) If Provided that Tenant has exercised the First Renewal Option and provided further that this Lease is in full force and effect and no Event of Default exists immediately prior to (i) the date Tenant delivers to Landlord the Second Election Notice is not timely given with respect to any (as hereinafter defined) and (ii) the expiration of the First Renewal Term, then Tenant's rights Tenant shall have the option to renew the term of renewal this Lease (the "Second Renewal Option") for all of the Demised Premises for an additional five (5) year term (the "Second Renewal Term") commencing on the date (the "Second Renewal Term Commencement Date") immediately following the Expiration Date of the First Renewal Term and ending on the date immediately preceding the fifth (5th) anniversary of the Second Renewal Term Commencement Date (which date shall thereupon be and become the Expiration Date of this Lease). The Second Renewal Option shall be exercised by written notice (the "Second Election Notice") to Landlord delivered no later than six (6) months prior to the expiration of the First Renewal Term. The annual Fixed Rent for the Second Renewal Term shall be determined pursuant to this the provisions of Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms46.3(c) hereof. (c) Provided that Tenant has exercised the First and Second Renewal Options and provided further that this Lease is in full force and effect and no Event of Default exists immediately prior to (i) the date Tenant delivers to Landlord the Third Election Notice (as hereinafter defined) and (ii) the expiration of the Second Renewal Term, Tenant shall have the option to renew the term of this Lease (the "Third Renewal Option") for all of the Demised Premises for an additional five (5) year term (the "Third Renewal Term") commencing on the date (the "Third Renewal Term Commencement Date") immediately following the Expiration Date of the Second Renewal Term and ending on the date immediately preceding the fifth (5th) anniversary of the Third Renewal Term Commencement Date (which date shall thereupon be and become the Expiration Date of this Lease). The Third Renewal Option shall be entitled exercised by written notice (the "Third Election Notice") to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by delivered no later than March 31st six (6) months prior to the expiration of the year immediately preceding such Second Renewal Term. In The annual Fixed Rent for the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.Third

Renewal Option. Landlord hereby grants to Tenant the right, --------------- exercisable at Tenant's option, subject to Section 20.5(c) (a "Tenant Renewal Option"), to renew the term of this Lease for _____ RENEWAL OPTION additional terms of seven (7) years each (each a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal TermsTerms . (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break PointsBreakpoints, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants to Section 25.1 Provided (i) Tenant is not in default under this lease on the date Tenant gives its renewal notice and on the then Expiration Date and (ii) the initially named Tenant is in actual occupancy of the entire Premises (i.e. the Premises have not been sublet and the lease has not been assigned), Tenant shall have the right, exercisable privilege and option (the "Renewal Option") to extend the initial lease term for one period of five (5) years (the "Renewal Term"). Tenant, if it elects to exercise such Renewal Option, shall do so by giving Landlord written notice (the "Renewal Notice") at Tenant's optionleast one year prior to, but no earlier than eighteen (18) months prior to, the expiration of the then existing lease term, time being of the essence. If the Renewal Option is exercised in accordance with the foregoing, then the Renewal Term shall commence on the day immediately succeeding the originally-scheduled Expiration Date (the "Renewal Term Commencement Date"), and, subject to Section 20.5(cany earlier cancellation or termination of this lease, shall end on the day immediately preceding the fifth (5th) anniversary of the Renewal Term Commencement Date (a the "Tenant Renewal OptionTerm Expiration Date"). Section 25.2 If Tenant exercises the Renewal Option in accordance with the terms of Section 25.1 above, the Renewal Term shall be upon the same terms, covenants and conditions as those contained in this lease, except that (i) the Fixed Rent shall be deemed to mean the Renewal Term Fixed Rent as determined pursuant to Section 25.3 below; (ii) any provisions with respect to abatement of rent shall not be applicable during the Renewal Term; and (iii) the provisions of this Article 25 relative to Tenant's right to renew the term of this Lease for _____ additional terms of seven (7) years each (each a "lease shall not be applicable during the Renewal Term". For the avoidance of doubt, during the Renewal Term, (I) at the Fixed Rent, as such term is used in this lease, shall be deemed to mean the Renewal Term Fixed Rent in all instances, and (2) the Expiration Date, as such term is used in this lease, shall be deemed to mean the Renewal Term Expiration Date in all instances. Section 25.3 The annual Fixed Rent for the Premises for the Renewal Term shall be an amount equal to the greater of (a) the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in accordance with, the following terms and conditions: Rent (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). (b) If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equity.hereinafter

Renewal Option. Landlord hereby grants Tenant shall have, at its option (each such option being referred to Tenant the right, exercisable at Tenant's option, subject to Section 20.5(c) (herein as a "Tenant Renewal Option"), the right to renew the term of and extend this Lease for _____ additional two consecutive terms of seven five (75) years each (each such renewal term being referred to herein as a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term). If exercised, and if the conditions applicable thereto have been satisfied, the The first Renewal Term shall commence immediately upon the expiration of the initial term hereof, Term and each succeeding the second Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted first Renewal Term by Tenant's giving written notice thereof to Tenant shall be subject toLandlord no earlier than twelve (12) months, and shall be exercised in accordance withno later than nine (9) months, prior to the following terms and conditions: (a) expiration of the then existing initial Term or Renewal Term, as the case may be. Once Tenant shall exercise its any Renewal Option, Tenant may not thereafter revoke such exercise, except as expressly set forth below. Tenant shall not have the right to exercise any Renewal Option at a time that an Event of Default (or an event which with respect notice and/or lapse of time could become an Event of Default) under this Lease has occurred. Tenant's failure to each exercise timely a Renewal Option for any reason whatsoever shall conclusively be deemed a waiver of such Renewal Option and any future Renewal Option. At Landlord's option, Landlord may adjust the Annual Rent for any Renewal Term by giving Landlord Notice thereof during to an annual rate equal to the month of April Fair Market Value Rate (as hereinafter defined) as of the year immediately preceding the scheduled commencement of such Renewal Term. As used in this Lease, "Fair Market Value Rate" shall mean the fair market value rental rate per square foot of rentable area per year in effect at the commencement of the applicable Renewal Term for comparable tenants taking comparable space in comparable conditions under comparable terms in comparable buildings in the same rental market (the hereinafter called "Renewal NoticeComparable Buildings"). ; provided, however, that in no event shall the Annual Rent for the first Renewal Tenn be less than the Annual Rent for the last twelve (12) months of the initial Term and in no event shall the Annual Rent for the second Renewal Term be less than the Annual Rent for the last twelve (12) months of the immediately preceding Renewal Term. It is also agreed and understood that the Fair Market Value Rate shall include: (a) rent; and (b) If the Renewal Notice is not timely given with respect to any Renewal Termrental operating expenses, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse property tax, and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March utility and expense adjustments that are being included as part of the year immediately preceding a year terms and conditions of industrial tenant leases for comparable tenants in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine Comparable Buildings as of the time of determination of the Fair Market Rental to be effective during Value Rate. Landlord shall advise Tenant within fifteen (15) days after Tenant exercises any Renewal Term by no later than March 31st Option of the year immediately preceding Fair Market Value Rate which shall be in effect as of the commencement date of the respective Renewal Term. Tenant shall then have fifteen (15) days to notify Landlord of its acceptance or rejection of the Fair Market Value Rate for such Renewal Term. In the event Tenant fails to so notify Landlord within such fifteen (15) day period, Tenant shall be deemed to have accepted the Fair Market Value Rate proposed by Landlord. Notwithstanding the prohibition on Tenant's right to revoke its exercise of the Renewal Option, in the event Tenant and Tenant Landlord are unable to agree on the Fair Market Rental Value Rate for a any Renewal Term prior within sixty (60) days after Tenant exercises its Renewal Option for such Renewal Term, Tenant shall be deemed to Tenant's exercise of its Tenant have revoked the Renewal Option and such Renewal Option, the Fair Market Rental shall be determined in accordance together with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable any future Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d)Option, shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be deemed null and void and of no further force or effect. Tenant shall take the Premises "as is" for any Renewal Term and Landlord shall have no obligation to make any improvements or alterations to the Premises. Except as set forth in this Article, at law the leasing of the Premises for any Renewal Term shall be upon the same terms and conditions as the leasing of the Premises for the initial Term and shall be upon and subject to all of the provisions of this Lease. Any Renewal Option granted to Tenant under this Article shall be personal to Tenant and shall not be transferred, encumbered, or equityassigned by Tenant or in any manner transferred to, or exercised by, any subtenant of Tenant.

Renewal Option. Landlord hereby grants Subject to Tenant the rightterms and provisions of this Section, exercisable Tenant, at Tenant's its option, subject to Section 20.5(cmay extend the Term for the Premises (as extended hereunder) for one additional period of either for (a "Tenant Renewal Option"), to renew the term of this Lease for _____ additional terms of seven (7a) years each (each a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon 36 months after the expiration of the initial term hereof, and each succeeding Renewal Term shall commence immediately upon Term; or (b) 60 months after the expiration of the preceding termTerm (as extended hereunder) (the “Expansion Premises Renewal Term”). The rights To exercise the Expansion Premises Renewal Term, Tenant must deliver Notice of renewal herein granted the exercise thereof (a “Expansion Premises Renewal Notice”) to Tenant shall be subject toLandlord no earlier than 12 months and no later than nine months prior to the Extension Expiration Date. During the Expansion Premises Renewal Term, and shall be exercised in accordance with, all of the following terms and conditions: provisions of the Lease will apply, except that (a) Tenant shall exercise its right with respect to each after the commencement of the Expansion Premises Renewal Term by giving Landlord Notice thereof during there will be no further right to renew the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the "Renewal Notice"). Lease, and (b) If the Base Rent during the Expansion Premises Renewal Term for the Premises will be payable at the rate per square foot of Rentable Area in the Premises equal to the Fair Market Rent (as defined and as determined in accordance with the terms of the Lease set forth in Addendum No. 1); provided, however, that in determining Fair Market Rent, the parties shall also take into consideration the length on the renewal. Tenant will have no right to extend the Term, and Tenant’s Expansion Premises Renewal Notice will be ineffective, if a default under the Lease beyond any applicable notice or cure period exists at the time the Expansion Premises Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any the time during the calendar month of March of the year immediately preceding a year in which a Expansion Premises Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st . Any termination of the year immediately preceding such Renewal TermLease terminates all rights under this Section. In the event Landlord and Any assignment or subletting by Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components Lease or of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement all or a portion of the applicable Premises terminates Tenant’s rights with respect to the Expansion Premises Renewal Term, be attached unless Landlord consents to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, contrary in writing at the time Tenant exercises of such option, Tenant must meet subletting or assignment. Tenant’s rights regarding the criteria for being an "Approved Expansion Premises Renewal Term may not be transferred separate and apart from Tenant" as defined ’s interest in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) shall be null and void and of no force or effect, at law or equityLease and/or the Premises.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant extend the right, exercisable at Tenant's option, subject to Section 20.5(c) Lease Term (a the "Tenant Renewal Option"), to renew the term ) for one additional period of this Lease for _____ additional terms of seven five (75) years each commencing on the day following the Termination Date of the initial Lease Term and ending on the fifth (each a 5th) anniversary of the Termination Date (the "Renewal Term"), if: 1. Landlord receives notice of exercise ("Initial Renewal Notice") at the Fair Market Rental as of the commencement of each such Renewal Term. If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon not less than nine (9) full calendar months prior to the expiration of the initial term hereof, Lease Term and each succeeding Renewal Term shall commence immediately upon not more than fifteen (15) full calendar months prior to the expiration of the preceding terminitial Lease Term; and 2. Tenant is not in default under the Lease beyond any applicable cure periods at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 3. No part of the Premises is sublet, other than to a Permitted Transferee (as defined in Section XIII.E of the Lease), at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice; and 4. The rights Lease has not been assigned, other than to a Permitted Transferee (as defined in Section XIII.E of renewal herein granted the Lease), prior to the date that Tenant 50 delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice. B. The initial Base Rental rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. C. Tenant shall be subject to, pay Additional Base Rental (i.e. Basic Costs) for the Premises during the Renewal Term in accordance with Article IV of the Lease and the Base Year(s) shall be exercised in accordance withadjusted, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April if at all, as part of the year immediately preceding determination of the scheduled commencement Prevailing Market rate. D. Within thirty (30) days after receipt of such Renewal Term (the "Tenant's Initial Renewal Notice"). (b) If , Landlord shall advise Tenant of the applicable Base Rental rate for the Premises for the Renewal Notice is not timely given with respect to any Term. Tenant, within thirty (30) days after the date on which Landlord advises Tenant of the applicable Base Rental rate for the Renewal Term, then Tenant's rights shall either (i) give Landlord final binding written notice ("Binding Notice") of renewal pursuant to this Section 2.4.2 shall lapse and be of no further force or effect with respect to all remaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, be attached to the Lease and shall supersede such Schedules as were effective prior thereto. (f) In order for Tenant to exercise the Tenant Renewal Option, at the time Tenant exercises such option, or (ii) if Tenant must meet disagrees with Landlord's determination, provide Landlord with written notice of rejection (the criteria for being an "Approved Rejection Notice"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such fifteen (15) day period, Tenant" as defined in the Consent and Assignment, and any exercise in violation of this Section 2.4.2(f) 's Renewal Option shall be null and void and of no further force or and effect. If Tenant provides Landlord with a Binding Notice, at law or equityLandlord and Tenant shall enter into the Renewal Amendment upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. Upon agreement Tenant shall provide Landlord with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant fail to agree upon the Prevailing Market rate within thirty (30) days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the "Arbitration Notice") within five (5) days after the expiration of such thirty (30) day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section E below. If Landlord and Tenant fail to agree upon the Prevailing Market rate within the thirty (30) day period described and Tenant fails to exercise its right to arbitrate, Tenant's Renewal Option shall be deemed to be null and void and of no further force and effect.