Common use of Renewal Rent and Other Terms Clause in Contracts

Renewal Rent and Other Terms. (a) The Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that (i) the Fixed Rent shall be as determined pursuant to the further provisions of this Section 47.02; (ii) Tenant shall accept the Premises in its "as is" condition at the commencement of the Renewal Term, and Landlord shall not be required to perform Landlord's Work or any other work, pay the Work Allowance or any other amount or render any services to make the Premises ready for Tenant's use and occupancy or provide any abatement of Fixed Rent or Additional Charges, in each case with respect to the Renewal Term; (iii) Tenant shall have no option to renew this Lease beyond the expiration of the Renewal Term; and (iv) the Base Tax Amount shall be the Taxes for the Tax Year ending immediately before the commencement of the Renewal Term. (b) The annual Fixed Rent for the Premises for the Renewal Term shall be 95% of the Fair Market Rent (“Rental Value”) and (ii) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of the Renewal Term. "Fair Market Rent" means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for the Premises during the Renewal Term, taking into account all relevant factors, which relevant factors include, without limitation, (a) the “as is” condition, (b) the Renewal Term is for five (5) years (c) any similar leasing of premises such as the Premises would entail a brokerage commission to a leasing broker (d) the limitation of the Permitted Uses, (e) the location of the Premises and (f) the various terms of this Lease, including the Tax Escalation.

Renewal Rent and Other Terms. (a) The Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that (i) the Fixed Rent shall be as determined pursuant to the further provisions of this Section 47.029.02; (ii) Tenant shall accept the Premises in its "“as is" ” condition at the commencement of the Renewal Term, and Landlord shall not be required to perform Landlord's ’s Work or any other work, pay the Work Allowance or any other amount or render any services to make the Premises ready for Tenant's ’s use and occupancy or provide any abatement of Fixed Rent or Additional Charges, in each case with respect to the Renewal Term; (iii) Tenant shall have no option to renew this Lease beyond the expiration of the Renewal Term; and (iv) the Base Tax Amount shall be the Taxes for Town General Taxes for the 2014 Tax Year and School Taxes for the 2014-15 Tax Year ending immediately before the commencement of the Renewal Term. (b) The annual Fixed Rent for the Premises for the Renewal Term shall be 95% the greater of (i) the Fair Market Rent or (ii) an amount (the “Rental ValueAnnual Rent”) equal to the aggregate of (A) the Fixed Rent payable by Tenant for the 12 month period ending on the last day of the initial Term, and (iiB) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of the Renewal TermTerm (the greater of Fair Market Rent and Annual Rent is called the “Rental Value”). "“Fair Market Rent" ” means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for the Premises during the Renewal Term, taking into account all relevant factors, which relevant factors include, without limitation, (a) the “as is” condition, (b) the Renewal Term is for five (5) years (c) any similar leasing of premises such as the Premises would entail a brokerage commission to a leasing broker (d) the limitation of the Permitted Uses, (e) the location of the Premises and (f) the various terms of this Lease, including the Tax Escalation.

Renewal Rent and Other Terms. (a) The Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that (i) the Fixed Rent shall be as determined pursuant to the further provisions of this Section 47.029.02; (ii) Tenant shall accept the Renewal Premises in its "“as is" ” condition at the commencement of the Renewal Term, and Landlord shall not be required to perform Landlord's Work any work or improvements to the Renewal Premises, to pay any other work, pay the Work Allowance tenant improvement allowance or any other amount or to render any services to make the Renewal Premises ready for Tenant's ’s continued use and occupancy or to provide any abatement of Fixed Rent or Additional ChargesRent, in each case with respect to the Renewal Term; (iii) unless Tenant shall have elected the Five Year Option, Tenant shall have no option to renew this Lease beyond the expiration of the Renewal Term; (iv) the rentable square foot area of the Renewal Premises shall be calculated using then current market loss factors for buildings in Manhattan comparable to the Building, and (ivv) the Base Tax Amount shall be the amount of Taxes for paid during the last Tax Year ending immediately before the commencement of the Renewal initial Term and (v) the Base Operating Amount shall be the amount of Operating Expenses paid during the last Operating Year of the initial Term. (b) The annual Fixed Rent for the Premises for the Renewal Term in question shall be 95% one hundred percent (100%) of the Fair Market Rent as of the date that is three (3) months prior to the expiration of the initial Term. (c) If Tenant timely exercises the Renewal Option, Landlord shall notify Tenant (the “Rent Notice”) at least one hundred eighty (180) days before the last day of the initial Term of Landlord’s reasonable determination of the Fair Market Rent (“Rental ValueLandlord’s Determination”) and (ii) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of for the Renewal Term. "Fair Market Rent" means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for the Premises during the Renewal TermTerm in question. Tenant shall notify Landlord (“Tenant’s Notice”), taking into account all relevant factorswithin thirty (30) days after Tenant’s receipt of the Rent Notice, which relevant factors includewhether Tenant accepts or disputes Landlord’s Determination, without limitationand if Tenant disputes Landlord’s Determination, Tenant’s Notice shall set forth Tenant’s determination of the Fair Market Rent. If Tenant fails to give Tenant’s Notice within such thirty (a30) day period, Tenant shall be deemed to have accepted Landlord’s Determination. (d) If Tenant timely disputes Landlord’s Determination and Landlord and Tenant fail to agree as to the Fair Market Rent within twenty-five (25) days after the giving of Tenant’s Notice, then the Fair Market Rent shall be determined as follows. The party requesting arbitration shall do so by giving notice to that effect to the other party, specifying in said notice the nature of the dispute, and that said dispute shall be determined in the City of New York. Landlord and Tenant shall each select a reputable qualified, licensed real estate broker having an office in New York County with at least fifteen (15) years’ experience in evaluating midtown Manhattan commercial property and who is familiar with the rentals then being charged in the Building and in comparable buildings and areas (respectively, “Landlord’s Broker” and “Tenant’s Broker”) who shall confer promptly after their selection by Landlord and Tenant and shall attempt to agree upon the Fair Market Rent. If Landlord’s Broker and Tenant’s Broker cannot reach agreement within sixty (60) days after their selection, then within thirty (30) days after the lapse of such sixty (60) day period , they shall designate a third reputable, licensed real estate broker having an office in New York County with at least ten (10) years’ experience in evaluating midtown Manhattan commercial property and who is familiar with the rentals then being charged in the Building and in comparable buildings and areas (the “Independent Broker”). Upon the failure of Landlord’s Broker and Tenant’s Broker to timely agree upon the designation of the Independent Broker, then the Independent Broker shall be appointed by the President of the Real Estate Board of New York. The Independent Broker shall not be an individual who had represented Landlord or Tenant as is” condition, (b) a broker nor been employed by either Landlord or Tenant within the Renewal Term is for five (5) years (c) any similar leasing of premises such as the Premises would entail a brokerage commission year period prior to a leasing broker (d) the limitation appointment of the Permitted UsesIndependent Broker, nor shall the Independent Broker be an individual who had represented Landlord or Tenant in the determination of Fair Market Rent in the five (e5) year period prior to appointment of Independent Broker. Concurrently with such appointment, Landlord’s Broker and Tenant’s Broker shall each submit a letter to the location Independent Broker, with a copy to Landlord and Tenant, setting forth such broker’s estimate of the Premises Fair Market Rent (respectively, “Landlord’s Broker’s Letter” and (f) the various terms of this Lease, including the Tax Escalation“Tenant’s Broker’s Letter”).

Renewal Rent and Other Terms. (a) The Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that (i) the Fixed Base Rent shall be as determined pursuant to the further provisions of this Section 47.0233.03; (ii) Tenant shall accept the Premises in its "“as is" ” condition at the commencement of the Renewal Term, and Landlord shall not be required to perform Landlord's Work or any other work, to pay the Work Allowance any work allowance, contribution or any other amount or to render any services to make the Premises ready for Tenant's ’s use and occupancy or to provide any abatement of Fixed Base Rent or Additional ChargesRent, in each case with respect to the Renewal Term; (iii) the Base PILOT Amount for the Renewal Term shall be the PILOT for the PILOT Year ending immediately before the commencement date of the Renewal Term, (iv) the Base Operating Amount for the Renewal Term shall be the Operating Expenses for the Lease Year ending immediately before the commencement of the Renewal Term, and (v) Tenant shall have no option to renew this Lease beyond the expiration of the Renewal Term; and (iv) the Base Tax Amount shall be the Taxes for the Tax Year ending immediately before the commencement of the Renewal Term. (b) The annual Fixed Base Rent for the Premises for the Renewal Term shall be 95% of the Fair Market Rent (“Rental Value”) and (ii) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of for the Renewal Term. "Fair Market Rent" means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for the Premises during the Renewal Term, taking into account all relevant factors, which relevant factors include, without limitation, (a) the “as is” condition, (b) the Renewal Term is for five (5) years (c) any similar leasing of premises such as the Premises would entail a brokerage commission to a leasing broker (d) the limitation of the Permitted Uses, (e) the location of the Premises and (f) the various terms of this Lease, including the Tax Escalation.

Renewal Rent and Other Terms. (a) The Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that (i) the Fixed Rent shall be as determined pursuant to the further provisions of this Section 47.029.02; (ii) Tenant shall accept the Premises in its "as is" condition at the commencement of the Renewal Term, and Landlord shall not be required to perform Landlord's Initial Work or any other work, pay the Work Allowance Landlord's Contribution or any other amount or render any services to make the Premises ready for Tenant's use and occupancy or provide any abatement of Fixed Rent or Additional Charges, in each case with respect to the Renewal Term; (iii) Tenant shall have no option to renew this Lease beyond the expiration of the Renewal Term; and (iv) the Base Tax Amount shall be the Taxes for the Tax Year ending immediately before the commencement of the Renewal Term. (b) The annual Fixed Rent for the Premises for the Renewal Term shall be 95% the greater of (i) the Fair Market Rent or (“Rental Value”ii) an amount (the "Annual Rent") equal to the aggregate of (A) the Fixed Rent payable by Tenant for the 12 month period ending on the last day of the initial Term and (iiB) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of the Renewal TermTerm (the greater of Fair Market Rent and Annual Rent is called the "Rental Value"). "Fair Market Rent" means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for the Premises during the Renewal Term, taking into account all relevant factors, which relevant factors includeincluding, without limitation, market rents then being charged for comparable space in other similar office buildings in the same area and all of the following which shall be assumed: (aX) the “as is” condition, Landlord and prospective tenant are typically motivated; (bY) the Renewal Term Landlord and prospective tenant are well informed and well advised and each is for five acting in what it considers its own best interest; and (5Z) years (c) any similar leasing of premises such as in the event the Premises would entail have been destroyed or damaged by fire or other casualty, they have been fully restored. The following shall have been presumed to have been done: (A) a brokerage commission to a leasing broker (d) the limitation of the Permitted Uses, (e) the location reasonable time under then-existing market conditions has been allowed for exposure of the Premises and on the open market; (fB) the various terms prospective tenant has been given the benefit of this Lease, including customary rent concessions or free rent periods than pertaining in the Tax Escalation.community for comparable space of a similar size; (C) the Premises have been newly renovated to the prospective tenant's specifications and are acceptable to the prospective tenant "as is;"

Renewal Rent and Other Terms. (a) The Each Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that (i) the Fixed Rent shall be as determined pursuant to the further provisions of this Section 47.0210.02; (ii) Tenant shall accept the Premises in its "“as is" ” condition at the commencement of the each Renewal Term, and Landlord shall not be required to perform Landlord's ’s Initial Work or any other work, pay the Work Allowance Landlord’s Contribution or any other amount or render any services to make the Premises ready for Tenant's ’s use and occupancy or provide any abatement of Fixed Rent or Additional Charges, in each case with respect to the each Renewal Term; (iii) Tenant shall have no option to renew this Lease beyond the expiration of the Second Renewal Term; and (iv) the Base Tax Amount shall be the Taxes for the Tax Year ending immediately before the commencement of the applicable Renewal Term and the Base Operating Year shall be the Operating Year ending immediately before the commencement of the applicable Renewal Term; and (v) if the Renewal Premises shall consist of less than the entire Premises (as of the date of each of the First Renewal Notice and the Second Renewal Notice), then Tenant’s Share shall be four and four tenths percent (4.4%) times the number of floors comprising the Renewal Premises. (b) The annual Fixed Rent for the Premises for the each Renewal Term shall be 95% of the Fair Market Rent (“Rental Value”) and (ii) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of the Renewal Term. "Fair Market Rent" means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for a long term lease of the Premises during the Renewal TermPremises, taking into account all relevant factorsfactors (the “Fair Market Rent”). (c) If Tenant timely exercises a Renewal Option, Landlord shall notify Tenant (the “Rent Notice”) at least 90 days before the last day of the then expiring Term of Landlord’s determination of the Fair Market Rent (“Landlord’s Determination”). Within 20 days after Tenant’s receipt of the Rent Notice, Tenant shall notify Landlord (“Tenant’s Notice”), whether Tenant accepts or disputes Landlord’s Determination, and if Tenant disputes Landlord’s Determination, Tenant’s Notice shall set forth Tenant’s determination of the Fair Market Rent. If Tenant fails to give Tenant’s Notice within such 20 day period, Tenant shall be deemed to have accepted Landlord’s Determination. (d) If Tenant disputes Landlord’s Determination and if the final determination of Fair Market Rent shall not be made on or before the first day of a Renewal Term, then, pending such final determination, Tenant shall pay, as Fixed Rent for such Renewal Term, an amount equal to Landlord’s Determination. If, based upon the final determination of the Fair Market Rent, the Fixed Rent payments made by Tenant for such portion of such Renewal Term were (i) less than the Rental Value payable for such Renewal Term, Tenant shall pay to Landlord the amount of such deficiency within 10 days after demand therefor, or (ii) greater than the Rental Value payable for such Renewal Term, Landlord shall credit the amount of such excess against future installments of Fixed Rent and/or Additional Charges payable by Tenant. (e) If Tenant timely disputes Landlord’s Determination and Landlord and Tenant fail to agree as to the Fair Market Rent within the 20 day period (the “Dispute Period”) after the giving of Tenant’s Notice, then the Fair Market Rent shall be determined by appraisal as follows. (i) Within twenty (20) days following the Dispute Period, each of Landlord and Tenant, by notice to the other party, shall appoint an appraiser (the two appraisers so appointed being herein collectively called the “Initial Appraisers”). If either Landlord or Tenant shall fail to timely appoint an Initial Appraiser within such 20-day period, then the party which appointed an Initial Appraiser may notify the other party of such failure (which notice shall refer specifically to this Section 10.02(e)(i)) and if, in such event, the other party does not, within a period of seven (7) days after its receipt of such notice, appoint the second Initial Appraiser, then the appointed Initial Appraiser shall independently select and appoint the second Initial Appraiser, who shall be impartial, within ten (10) days after the expiration of such 7-day period. (ii) Within thirty (30) days after the appointment of both Initial Appraisers, (A) Landlord shall submit to each of the Initial Appraisers, in a sealed envelope, a written statement setting forth Landlord’s good-faith determination of the Fair Market Rent for the applicable Renewal Term (such sealed written determination of Landlord being herein called “Landlord’s Fair Market Determination”), and (B) Tenant shall submit to each of the Initial Appraisers, in a sealed envelope, a written statement setting forth Tenant’s good-faith determination of the Fair Market Rent for the applicable Renewal Term (such sealed written determination of Tenant being herein called “Tenant’s Fair Market Determination”) (Landlord’s Fair Market Determination and Tenant’s Fair Market Determination are herein collectively called the “Fair Market Determinations”). Neither of the Fair Market Determinations shall be opened except as and when hereinafter expressly provided. If either Landlord or Tenant shall fail to submit its Fair Market Determination in accordance with the provisions of this Section 10.02(e)(ii), then the party which made a Fair Market Determination may notify the other party of such failure (which notice shall refer specifically to this Section 10.02(e)(ii), and if, in such event, the other party does not, within a period of seven (7) days after its receipt of such notice, submit its Fair Market Determination, then the only Fair Market Determination which was made in accordance with this Section 10.02(e)(ii) shall promptly thereafter be opened by the Initial Appraisers, and the Fair Market Rent at issue shall be such Fair Market Determination, which relevant factors Fair Market Determination shall be conclusive and binding upon both Landlord and Tenant. (iii) If both Landlord and Tenant submit their respective Fair Market Determinations in accordance with the provisions of Section 10.02(e)(ii) above, then the Initial Appraisers shall arrange a meeting (herein called the “Initial Appraiser Meeting”) to be held at the Building office (or at such other place as is mutually agreeable to the Initial Appraisers and located in the Borough of Manhattan) during Business Hours within fifteen (15) days after the receipt by both Initial Appraisers of each of the Fair Market Determinations for the purpose of opening the Fair Market Determinations. Landlord and Tenant shall have not less than fifteen (15) days notice of the date, time and location of the Initial Appraiser Meeting and shall have the right to have its representatives present thereat. At the Initial Appraiser Meeting, (A) the Fair Market Determinations shall be opened by each of the initial Appraisers and copies thereof shall be distributed to Landlord and Tenant, and (B) thereafter, each of Landlord and Tenant may submit to the Initial Appraisers such written evidence in support of its Fair Market Determination as it deems appropriate. (iv) Within twenty (20) days after the Initial Appraiser Meeting, each of the Initial Appraisers shall independently select the Fair Market Determination (as between Landlord’s Fair Market Determination and Tenant’s Fair Market Determination which, in his opinion, more accurately reflects the Fair Market Rent at issue, and shall notify Landlord, Tenant and the other Initial Appraiser of such selection in writing. If the two Initial Appraisers concur an such selection, then the Fair Market Rent at issue shall be as set forth in the selected Fair Market Determination, which Fair Market Determination shall be conclusive and binding upon both Landlord and Tenant. (v) If the Initial Appraisers do not concur in such selection, then the two Initial Appraisers, within ten (10) days after the end of such 20-day period, shall jointly appoint a mutually agreeable third appraiser who shall be impartial (herein called the “Third Appraiser”). If the Initial Appraisers fail to agree upon and appoint the Third Appraiser within such 10-day period, then either Landlord or Tenant may request that the AAA appoint the Third Appraiser within twenty (20) days after such request, and both parties shall be bound by any appointment so made within such 20-day period. If the Third Appraiser shall not have been appointed within such 20-day period, then either Landlord or Tenant may apply to any court having jurisdiction to make such appointment. (vi) The Third Appraiser shall subscribe and swear to an oath to fairly and impartially select the Fair Market Determination which, in his opinion, more accurately reflects the Fair Market Rent at issue. The Third Appraiser shall conduct such hearings as he deems appropriate (or such hearings as either Landlord or Tenant shall request). Within twenty (20) days after the Third Appraiser has been appointed, the Third Appraiser shall select the Fair Market Determination (i.e., either Landlord’s Fair Market Determination or Tenant’s Fair Market Determination) which, in his opinion, more accurately reflects the Fair Market Rent at issue, and shall notify Landlord. Tenant and each of the Initial Appraisers of such selection in writing. The Fair Market Rent shall be as set forth in the Fair Market Determination selected by the Third Appraiser, which Fair Market Determination shall be conclusive and binding upon both Landlord and Tenant. (vii) In connection with any appraisal conducted pursuant to this Section 10.02(e), Landlord, if required pursuant to the terms of any mortgage affecting portion of Landlord’s interest in any portion of the Building, may serve a copy of such notice on the holder of each mortgage, and allow such mortgagee the right to participate in such appraisal. Such right of participation shall include, without limitation, (aA) the “as is” conditionright to be represented by counsel, (bB) submit evidence and (C) argument, but all submissions, designations, elections and other actions shall be made or taken by Landlord. (viii) The fees and expenses of any such appraisal shall be borne by the parties equally, but each party shall bear the expense of the Initial Appraiser appointed by it and its attorneys and experts as well as any expenses of presenting its own proof. (ix) Landlord and Tenant shall each have the right to submit such data and memoranda to each of the appraisers in support of their respective positions as they may deem necessary or appropriate. (x) Each appraiser shall be a real estate broker having at least ten (10) years’ experience in leasing or valuation of properties which are similar in character to the Building (xi) It is expressly understood, and each appraiser shall acknowledge and agree, that any determination of the Fair Market Rent for any Renewal Term is for five (5shall be based solely on the definition thereof as set forth in Section 10.02(b) years (c) such data and memoranda submitted pursuant to Section 10.02(e)(ix). The appraisers shall not have the power to add to, modify or change any similar leasing such definitions or any other provisions of premises such as this lease, and the Premises would entail a brokerage commission to a leasing broker (d) the limitation jurisdiction of the Permitted Uses, (e) the location of the Premises and (f) the various terms of this Lease, including the Tax Escalationappraisers is accordingly limited.

Renewal Rent and Other Terms. (a) The Each Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that (i) the Fixed Rent shall be as determined pursuant to the further provisions of this Section 47.029.02; (ii) Tenant shall accept the Renewal Premises in its "“as is" ” condition at the commencement of the applicable Renewal TermTerm subject, however, to Landlord’s ongoing maintenance and repair obligations expressly set forth in this Lease, and, except as provided in clause (xi) below, Landlord shall not be required to perform Landlord's Work or any other work, to pay the Work Allowance or any other amount or to render any services to make the Premises ready for Tenant's ’s use and occupancy or to provide any abatement of Fixed Rent or Additional Charges, in each case with respect to the applicable Renewal Term; (iii) Tenant shall have no option to renew this Lease beyond the expiration of the Ten Year Renewal Term or the Second Renewal Term, as applicable; and (iv) the Base PILOT Amount shall be the PILOT Amount for the Tax Year ending immediately before the commencement of the applicable Renewal Term (or, if the PILOT Cessation Date shall have occurred, the Base PILOT Amount shall be the Taxes for the Tax Year ending immediately before the commencement of the applicable Renewal Term); (v) the Base Impositions Amount shall be the Impositions for the Tax Year ending immediately before the commencement of the applicable Renewal Term; (vi) the Base Operating Amount shall be the Operating Expenses for the Operating Year ending immediately before the commencement of the applicable Renewal Term; (vii) all references in this Lease to the “Premises” shall be deemed to refer to the Renewal Premises; (viii) if the Renewal Premises consists of less than all of the then Premises, Tenant’s Share shall be proportionately reduced; (ix) if the Renewal Premises consists of less than all of the then Premises, then any space as to which this Lease is not being renewed shall be delivered to Landlord one day before the first day of the applicable Renewal Term vacant and free of any lien or encumbrance and otherwise in the condition required pursuant to this Lease (including, without limitation, Sections 4.03(c) and (d)) as if such date were the expiration date of this Lease, (x) all references in this Lease to the Expiration Date shall be deemed to mean the last day of the applicable Renewal Term and (xi) Tenant shall be entitled to any rent abatement and/or work allowance determined in accordance with Section 9.02(b) below; it being agreed that any such work allowance will be provided to Tenant for Tenant’s Alterations to the Renewal Premises in accordance with the provisions of Section 3.03 hereof, applied mutatis mutandis. (b) The annual Fixed Rent for the Renewal Premises for the each Renewal Term shall be 95% of the Fair Market Rent (“Rental Value”) and (ii) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of the for such Renewal Term. "“Fair Market Rent" ” means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for the Renewal Premises during the applicable Renewal Term, taking into account all relevant factors, which relevant factors include(including, without limitation, (a) any rent abatement or work allowance to which Tenant may be entitled as determined in accordance with the “as is” condition, further provisions of this clause (b) )). In conjunction with, and as a component of, the determination of Fair Market Rent, Landlord and Tenant may include the amount of any rent abatement or work allowance to which Tenant shall be entitled for the Renewal Term is Premises, if any, based on the amount of any rent abatement or work allowance that a willing lessee and a willing lessor would accept for five the Renewal Premises, taking into account all relevant factors (5) years (c) including, without limitation, the amount of the Fair Market Rent and the terms set forth in Section 9.02(a)). Each party shall indicate its determination of the amount of any similar rent abatement and/or work allowance to which Tenant should be entitled in connection with the leasing of premises such the Renewal Premises in Landlord’s Determination or Tenant’s Determination, as the Premises would entail a brokerage commission to a leasing broker (d) the limitation applicable. The Fair Market Rent shall be determined as of the Permitted Uses, (e) date which is 120 days prior to the location commencement of the Premises and (f) the various terms of this Lease, including the Tax Escalationapplicable Renewal Term.

Renewal Rent and Other Terms. (a) The Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that (i) the Fixed Rent shall be as determined pursuant to the further provisions of this Section 47.029.02; (ii) Tenant shall accept the Renewal Premises in its "as is" condition at the commencement of the Renewal Term, and Landlord shall not be required any provisions of this Lease with respect to perform Landlord's Work or any other workWork, pay the Work Allowance or any other amount or render any services to make the Premises ready for Tenant's use payment of a work allowance and occupancy or provide any abatement of Fixed Rent or and Additional Charges, in each case Charges (relating only to Tenant's initial construction period with respect to any space comprising the Premises, i.e., the period prior to the rent commencement date for any such space) shall not be applicable during the Renewal Term; (iii) Tenant shall have no option to renew this Lease beyond the expiration of the Renewal Term; and (iv) all references in this Lease to the Base Tax Amount "Premises" shall be deemed to refer to the Taxes for "Renewal Premises", and (v) Tenant's Tax Share and Tenant's Operating Share shall be recalculated to reflect the Tax Year ending immediately before the commencement rentable area of the Renewal TermPremises (such rentable area to be determined based on the measurements set forth in Exhibit H annexed hereto). (b) The annual Fixed Rent for the Renewal Premises for the Renewal Term shall be 95% of the Fair Market Rent (“Rental Value”) and (ii) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of therefor multiplied by the Renewal TermPercentage. "Fair Market Rent" means the fixed annual rent that, as of the date that is 18 months before the commencement of the Renewal Term, a willing lessee would pay and a willing lessor would accept for the Renewal Premises during the Renewal TermTerm in an arms-length transaction, taking into account all relevant factors, which relevant factors include, without limitation, at the time in question. "Renewal Percentage" means (ai) the “as is” condition, (b) if the Renewal Term is for five (5) years (c) any similar leasing of premises such as the Premises would entail a brokerage commission to a leasing broker (d) the limitation of the Permitted Uses5 years, (e) the location of the Premises 97.5% and (fii) if the various terms of this LeaseRenewal Term is for 10 years, including the Tax Escalation95%.

Renewal Rent and Other Terms. (a) The Each Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that that: (i) the Fixed Rent shall be as determined pursuant to the further provisions of this Section 47.029.02; (ii) the Fixed Rent Credit shall not apply; (iii) Tenant shall accept the Demised Premises in its "their “as is" ” condition at the commencement of the applicable Renewal Term, and Landlord shall not be required to perform Landlord's Work any work or pay any other work, pay the Work Allowance or any other amount or render any services to make the Demised Premises ready for Tenant's ’s use and occupancy or provide any abatement of Fixed Rent or Additional ChargesRent, in each case with respect to the any Renewal Term; (iiiiv) Tenant shall have no option to renew this Lease beyond the expiration of the third Renewal Term; and (iv) the Base Tax Amount Amount, the Base Utility Expense and the Base Insurance Expense shall be the Taxes for the Tax Year and the Utility Expenses and Insurance Expenses, as applicable, for the Lease Year, in each case ending immediately before the commencement of the applicable Renewal Term. (b) The annual Fixed Rent for the Demised Premises for the each Renewal Term shall be 95% of the Fair Market Rent (as hereinafter defined). “Rental Value”) and (ii) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of the Renewal Term. "Fair Market Rent" ” means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for the Demised Premises during the applicable Renewal Term, taking into account all relevant factors, which relevant factors include, without limitation, (a) the “as is” condition, (b) the Renewal Term is for five (5) years (c) any similar leasing of premises such as the Premises would entail a brokerage commission to a leasing broker (d) the limitation of the Permitted Uses, (e) the location of the Premises and (f) the various terms of this Lease, including the Tax Escalation.

Renewal Rent and Other Terms. (a) The Renewal Term shall be upon all of the terms and conditions set forth in this Lease, except that (i) the Fixed Rent shall be as determined pursuant to the further provisions of this Section 47.029.02; (ii) Tenant shall accept the Renewal Premises in its "“as is" ” condition at the commencement of the Renewal Term, and Landlord shall not be required to perform Landlord's Work or any other work, to pay the Work Allowance or any other amount or to render any services to make the Renewal Premises ready for Tenant's ’s use and occupancy or to provide any abatement of Fixed Rent or Additional ChargesRent, in each case with respect to the Renewal Term; (iii) Tenant shall have no option to renew this Lease beyond the expiration of the Renewal Term; and (iv) the Base Tax Amount shall be the Taxes for the Tax Year ending immediately before the commencement of the Renewal Term and the Base Operating Year shall be the Operating Year ending immediately before the commencement of the Renewal Term; (v) all references in this Lease to the “Premises” shall be deemed to refer to the Renewal Premises; (vi) if the Renewal Premises consists of less than all of the then Premises, Tenant’s Share shall be proportionately reduced; (vii) if the Renewal Premises consists of less than all of the then Premises, then any space as to which this Lease is not being renewed shall be delivered to Landlord one day before the first day of the applicable Renewal Term vacant and free of any lien or encumbrance and otherwise in the condition required pursuant to this Lease as if such date were the expiration date of this Lease and (viii) all references in this Lease to the Expiration Date shall be deemed to mean the last day of the applicable Renewal Term. (b) The annual Fixed Rent for the Renewal Premises for the Renewal Term shall be 95% of the Fair Market Rent (“Rental Value”) and (ii) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of the Renewal Term. "Fair Market Rent" . “Fair Market Rent” means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for the Renewal Premises during the Renewal Term, each party acting prudently and under no compulsion to lease, and taking into account all relevant factors, which relevant factors include, without limitation, (a) the “as is” condition, (b) the Renewal Term is for five (5) years (c) any similar leasing of premises such as the Premises would entail a brokerage commission to a leasing broker (d) the limitation of the Permitted Uses, (e) the location of the Premises and (f) the various terms of this Lease, including the Tax Escalation.

Renewal Rent and Other Terms. (a) The Renewal Term shall be upon all of the terms and conditions set forth in this the Lease, except that (i) the Fixed Rent fixed rent shall be as determined pursuant to the further provisions of this Section 47.0242.02; (ii) Tenant shall accept the Demised Premises in its "“as is" ” condition at the commencement of the Renewal Term, and Landlord shall not be required to perform Landlord's Work or any other work, to pay the Work Allowance or any other amount or to render any services to make the Demised Premises ready for Tenant's ’s use and occupancy or to provide any abatement of Fixed Rent fixed rent or Additional Chargesadditional rent, in each case with respect to the Renewal Term; (iii) Tenant shall have no option to renew this the Lease beyond the expiration of the Renewal Term; and (iv) the Real Estate Tax Base Tax Amount shall be the Real Estate Taxes for the Tax Year ending immediately before the commencement of the Renewal Term and the Base Year shall be the Operation Year ending immediately before the commencement of the Renewal Term. (b) The annual Fixed Rent fixed rent for the Demised Premises for the Renewal Term shall be 95% of the Fair Market Rent (“Rental Value”) and (ii) the Tax Payment payable with respect to the Tax Year ending immediately before the commencement of the Renewal Term. "Fair Market Rent" . “Fair Market Rent” means the fixed annual rent that a willing lessee would pay and a willing lessor would accept for the Demised Premises during the Renewal Term, each party acting prudently and under no compulsion to lease, and taking into account all relevant factors, which relevant factors include, without limitation, (a) the “as is” condition, (b) the Renewal Term is for five (5) years (c) any similar leasing of premises such as the Premises would entail a brokerage commission to a leasing broker (d) the limitation of the Permitted Uses, (e) the location of the Premises and (f) the various terms of this Lease, including the Tax Escalation.