Common use of Right to Renew Clause in Contracts

Right to Renew. The Tenant shall have the right to renew this Lease for one renewal term of 5 years (the "Renewal Term"), subject to the following terms and conditions: (a) the Tenant's right to renew shall be personal to the original Tenant and shall not extend to any assignee or subtenant so that the right to renew terminates upon any assignment of this Lease or upon any subletting of all or any part of the Premises unless consented to by the Landlord or otherwise permitted in accordance with subsection 11.1(f); (b) the Tenant shall not be entitled to any right of renewal if, at the time of the giving of the notice of exercise thereof, the Tenant is in default hereunder (which has not been cured within the requisite time period after notice) or if prior thereto the Tenant has been in monetary default hereunder on a consistent basis; (c) the right of renewal shall be exercisable by notice by the Tenant to the Landlord at least 9 months and not more than 12 months prior to the expiration of the Term; (d) the lease for the Renewal Term shall be on the same terms and conditions as are contained in this Lease, except that the Basic Rent during the Renewal Term will be as stipulated in subsection (e), and except that there shall be no further right to renew and except that no tenant inducements shall be payable; (e) the annual Basic Rent for each year during the Renewal Term shall be the then current fair market rent for the Premises as of the commencement date of the Renewal Term for unimproved premises of comparable size, use, age and structural condition in the vicinity of the Premises, taking into consideration the Basic Rent abatement set out in Section 18.2, except that the Landlord shall not be responsible for paying any inducements whatsoever to the Tenant and the Basic Rent shall not be adjusted to reflect this fact and shall be negotiated in good faith by the Landlord and the Tenant and, failing agreement 90 days prior to the expiry of the Term, shall be determined by arbitration in accordance with Article 16; and (f) if the Basic Rent during the Renewal Term has not been settled by the commencement of the Renewal Term, the Tenant shall pay, as Basic Rent, the Basic Rent payable during the last year of the Term and when a final determination has been made the parties shall promptly make the appropriate adjustments.

Right to Renew. The Landlord hereby grants to Tenant shall have the right a one-time option to renew this the Lease for one renewal term of 5 years (the "Renewal Term"), subject as to the following Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditionsconditions of this Paragraph 32 if: (a) Tenant is not in default under this Lease beyond any time to cure at the time such option is exercised; and (b) Tenant gives Landlord written notice of the exercise of the renewal of this Lease not later than nine (9) months prior to the end of the Term (the “Renewal Notice of Exercise”), time being of the essence. Tenant's ’s failure to deliver the Renewal Notice of Exercise to Landlord during the notice period specified in this subparagraph (b) shall be deemed a waiver of Tenant’s right to renew shall be personal exercise its option to renew. Landlord and Tenant agree that if, prior to the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Tenant Expiration Date of this Lease and shall not extend to any assignee or subtenant so that be available during the right renewal term.] If Tenant elects to renew terminates upon any assignment of this Lease or under this Paragraph 31, the following terms and conditions shall apply: (x) the renewal term in question shall commence upon any subletting of all or any part the expiration of the Term and continue thereafter for a period of thirty-six (36) months; (y) Base Rent for the Premises unless consented to by for the Landlord or otherwise permitted renewal term shall be Market Rent (as defined in accordance with subsection 11.1(fParagraph 33 below); (bz) the Tenant shall not be entitled to any right of renewal if, at the time all of the giving of the notice of exercise thereof, the Tenant is in default hereunder (which has not been cured within the requisite time period after notice) or if prior thereto the Tenant has been in monetary default hereunder on a consistent basis; (c) the right of renewal shall be exercisable by notice by the Tenant to the Landlord at least 9 months and not more than 12 months prior to the expiration of the Term; (d) the lease for the Renewal Term shall be on the same other terms and conditions as are contained in this Lease, except that the Basic Rent during the Renewal Term will as it may have been amended from time to time, shall be as stipulated set out in subsection (e)this Lease, and except it being understood that there shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute and except that deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and void and of no tenant inducements shall be payable; further force and effect upon the earliest to occur of (ei) the annual Basic Rent for each year during expiration or termination of this Lease, (ii) the Renewal Term shall be the then current fair market rent for the Premises as termination of the commencement date of the Renewal Term for unimproved premises of comparable size, use, age and structural condition in the vicinity Tenant’s right to possession of the Premises, taking into consideration or (iii) the Basic Rent abatement set out in Section 18.2failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, except that the Landlord and shall not be responsible for paying available to any inducements whatsoever assignee, subtenant, or successor to the Tenant and the Basic Rent shall not be adjusted to reflect this fact and shall be negotiated in good faith by the Landlord and the Tenant and, failing agreement 90 days prior to the expiry of the Term, shall be determined by arbitration in accordance with Article 16; and (f) if the Basic Rent during the Renewal Term has not been settled by the commencement of the Renewal Term, the Tenant shall pay, as Basic Rent, the Basic Rent payable during the last year of the Term and when a final determination has been made the parties shall promptly make the appropriate adjustmentsTenant’s interests hereunder.

Right to Renew. The Tenant shall have the right option to renew the Term of this Lease for one renewal term period of 5 five years (the "Renewal Term"), subject to the following terms and conditions: (a) the by notifying Landlord in writing of Tenant's right election to renew shall be personal to the original Tenant and shall not extend to any assignee or subtenant so that the right to renew terminates upon any assignment of this Lease or upon any subletting of all or any part of the Premises unless consented to by the Landlord or otherwise permitted in accordance with subsection 11.1(f); (b) the Tenant shall not be entitled to any right of renewal if, at the time of the giving of the notice of exercise thereof, the Tenant is in default hereunder (which has not been cured within the requisite time period after notice) or if prior thereto the Tenant has been in monetary default hereunder on a consistent basis; (c) the right of renewal shall be exercisable by notice by the Tenant to the Landlord its option at least 9 months and not more than 12 months prior to the expiration of the Term; (d) the lease for the Renewal Term shall be on the same terms and conditions as are contained in then current term of this Lease, except Tenant may exercise such option provided Tenant is not then in default in the performance of any of the terms or covenants of this Lease as of the time of such exercise and that the Basic Tenant has satisfied all of its conditions under this Lease. The base Rent during such five-year renewal period shall be 90% of the Renewal Term will be then Fair Market Rental Value, as stipulated in subsection (e)hereinafter defined, and except that there all other terms and provisions of this Lease, including payment of additional Rent, shall be no further right to renew and except that no tenant inducements shall be payable; apply during such renewal period. Fair Market Rental Value (e"FMRV") the annual Basic Rent for each year during the Renewal Term as used in this Lease shall be the rent calculated at the then current fair market prevailing rate for similar space in comparable Class A buildings and the then prevailing parking garage rent for similar totally enclosed parking garages located within the Premises as of Denver Tech Center/Greenwood Plaza Market Area in which the commencement date of the Renewal Term for unimproved premises of comparable size, use, age and structural condition in the vicinity of the Premises, taking into consideration the Basic Rent abatement set out in Section 18.2, except that the Landlord shall not be responsible for paying any inducements whatsoever to the Tenant and the Basic Rent shall not be adjusted to reflect this fact and Building is located. Said FMRV shall be negotiated declared by Landlord in good faith by the Landlord and the writing to Tenant and, failing agreement 90 days not less than 10 months prior to the expiry end of the Lease Term. Tenant shall have 30 days from the date of Landlord's declaration in which to dispute, in writing, Landlord's finding of FMRV or to revoke the required notice to renew. Failing such timely notice of dispute, Landlord's declared FMRV shall be determined deemed to be acceptable by arbitration both parties. If Tenant gives Landlord timely notice in accordance with Article 16; and (f) if dispute of Landlord's determination of the Basic FMRV, then Landlord and Tenant shall each designate a licensed commercial real estate broker who shall together designate a third licensed commercial real estate broker, all of whom shall be experienced in evaluating rental properties of the type and in the area of the Building. Within 20 days of Tenant's notice to Landlord, each broker shall deliver to Tenant and Landlord their written estimate of the appropriate FMRV. The new Base Rent during shall be equal to the Renewal Term has not been settled mean average of the three estimates of FMRV calculated by the commencement licensed commercial real estate brokers. Landlord and Tenant shall each pay for the cost of services of the Renewal Term, broker designated thereby and shall equally share the Tenant shall pay, as Basic Rent, the Basic Rent payable during the last year cost of the Term and when a final determination has been made services of the parties shall promptly make the appropriate adjustmentsthird broker.

Right to Renew. The Tenant shall have (a) Subject to the right terms and conditions of this Section 35, Lessor grants Lessee the options (each such option being referred to herein as a "Renewal Option") to renew this Lease for one renewal term of 5 years (the "Renewal Term"), subject but only with respect to the following terms and conditions: (a) the Tenant's right to renew shall be personal to the original Tenant and shall not extend to any assignee or subtenant so that the right to renew terminates upon any assignment of this Lease or upon any subletting of all or any part such portions of the Demised Premises unless consented which (y) have not been assigned to by the Landlord or otherwise permitted in accordance with subsection 11.1(f); a party other than a Lessee Affiliate, and (bz) the Tenant shall will not be entitled to any right of renewal if, at the time of the giving of the notice of exercise thereof, the Tenant is in default hereunder (which has not been cured within the requisite time period after notice) or if prior thereto the Tenant has been in monetary default hereunder on a consistent basis; (c) the right of renewal shall be exercisable by notice by the Tenant to the Landlord at least 9 months and not more than 12 months prior to the expiration of the Term; (d) the lease for the Renewal Term shall be on the same terms and conditions as are contained in this Lease, except that the Basic Rent during the Renewal Term will be as stipulated in subsection (e), and except that there shall be no further right to renew and except that no tenant inducements shall be payable; (e) the annual Basic Rent for each year during the Renewal Term shall be the then current fair market rent for the Premises subleased as of the commencement date of any renewal period to any party other than a Lessee Affiliate), for two (2) additional terms of five (5) years each. Such renewal shall be upon the terms, covenants, conditions and provisions contained in this lease (except that (i) Base Rent will be as set forth below, (ii) if any portion of the Office Space has been previously assigned or subleased to a party other than a Lessee Affiliate, appropriate adjustments will be made to reduce the square footage of the Office Space and Lessee's Proportionate Share, and (iii) no additional options to renew will be created by the exercise of such option to renew). Each Renewal Term Option shall be exercised by Lessee delivering written notice to Lessor at least twelve (12) months prior to the Expiration Date, as extended by any previously exercised Renewal Option. Lessee may, not earlier than fifteen (15) months prior to the Expiration Date, as extended by any previously exercised Renewal Option, request in writing that Lessor advise Lessee of Lessor's good faith estimate of the Market Rental Rate (as hereinafter defined) for unimproved premises the next succeeding option period. Lessor shall, within thirty (30) days after any such request, advise Lessee in writing of comparable sizeLessor's good faith determination of the Market Rental Rate for such option period and the basis therefor. If Lessee, usein good faith, age disagrees with Lessor's determination of the Market Rental Rate stated in Lessor's response, and, after good faith negotiations, Lessor and structural condition Lessee are unable to agree upon the Market Rental Rate within thirty (30) days after the submission of Lessor's determination, then Lessee may elect to have the Market Rental Rate determined in accordance with the terms of subsection (c) hereinbelow, in which event (i) Lessee shall be deemed to have irrevocably exercised the applicable Renewal Option, and (ii) such determination of the Market Rental Rate shall be binding on Lessor and Lessee and shall be the Base Rent for the applicable Renewal Period. If Lessee fails to notify Lessor that it, in good faith, disputes Lessor's determination of the Market Rental Rate within thirty (30) days after Lessor submits such determination to Lessee, Lessee shall be deemed to have waived any rights to dispute Lessor's determination and Lessor's determination shall be the Base Rent for the related option period should Lessee elect to exercise the applicable Renewal Option. (b) The Base Rent for the first option period shall be ninety percent (90%) of the Market Rental Rate and the Base Rent for the second option period shall be ninety-five percent (95%) of the Market Rental Rate. The Market Rental Rate is defined as the annual rental rate then being charged by landlords (including Lessor) in the vicinity Chicago area to tenants of a similar credit quality to Lessee for space of similar quality and size as the Demised Premises, taking into consideration account all relevant factors, including without limitation, age, extent and quality of tenant improvements, length of term, amenities of the Basic Rent abatement set out in Section 18.2Building and the Property, except location and/or floor height and definition of net rentable area, reasonable projections of annual Base Rent, annual Additional Payments to be made by a tenant (including that fact that the Landlord shall not Base Year under this Lease will be responsible for paying any inducements whatsoever to a year other then the Tenant and the Basic Rent shall not be adjusted to reflect this fact and shall be negotiated in good faith by the Landlord and the Tenant and, failing agreement 90 days prior to the expiry initial year of the Termapplicable option period), and allowances or concessions that have been granted such as abatements, lease assumptions, leasehold improvement and moving allowances. The Market Rental Rate shall be determined by arbitration taking into consideration comparable fact situations in the Building and other comparable buildings occurring during the twelve (12) month period prior to the date of Lessee's request that Lessor determine the Market Rental Rate, based on signed leases or renewals or accepted proposals during such period. (c) If Lessee elects to have the Market Rental Rate determined in accordance with Article 16the terms of this subsection (c), then Lessor and Lessee shall each simultaneously submit to the other, within fifteen (15) business days after such election, in a sealed envelope its good faith estimate of the Market Rental Rate. If the higher of such estimates is not more than one hundred five percent (105%) of the lower of such estimates, then the Market Rental Rate shall be the average of the two estimates. If the matter is not resolved by the exchange of estimates, then Lessee may, by notice to Lessor on or before fifteen (15) business days after the exchange, require that the disagreement shall be resolved by arbitration. If Lessee does not timely exercise such right, then the Base Rent for the applicable option period shall be the Base Rent set forth in Lessor's notice of the Market Rental Rate for the applicable option period. If Lessee timely exercises such right, Lessor and Lessee shall attempt to agree upon an arbitrator within ten (10) business days after such notice. In the event they fail, after good faith efforts, to agree upon an arbitrator within such ten (10) business day period, then within ten (10) business days thereafter Lessor and Lessee shall each appoint a qualified and impartial person as arbitrator (a qualified person being one who shall have had at least ten (10) years' experience in a profession which directly relates to the leasing of office space in downtown Chicago). In case either party shall fail to appoint an arbitrator within such ten (10) business day period, then the arbitrator appointed by the party not in default hereunder shall be the sole arbitrator. If the arbitrators so appointed shall fail to agree upon the matter submitted within twenty (20) days after submission of the matter to them, an umpire, who shall be a qualified (as described above) and impartial person, shall be appointed by the American Arbitration Association, or its successor, from its qualified panel of arbitrators. The arbitrator or arbitrators and umpire shall proceed to determine the Market Rental Rate with all reasonable dispatch and in any event within twenty (20) days after the appointment of the umpire. Such decision shall be rendered in writing. Such decision shall include selection from the estimates submitted by Lessor and Lessee of the one which is closer to the Market Rental Rate determined by the arbitrator or arbitrators and umpire, which shall be the Market Rental Rate for purposes of the applicable option period. The arbitration shall be conducted in accordance with the rules of the American Arbitration Association (or its successor) and applicable Illinois law. The decision of the single arbitrator, if the parties have agreed upon a single arbitrator or if a single arbitrator has acted by reason of the failure of a party to appoint a second arbitrator, or of two arbitrators, if two have been appointed, or of a majority of the arbitrators and the umpire, if an umpire shall have been appointed, shall be binding, final and conclusive on the parties. In the event there are two arbitrators and an umpire and a majority of the arbitrators and the umpire are unable or fail to agree, the decision of the umpire shall be binding, final and conclusive on the parties. The decision in the arbitration shall be enforceable by either party in any court of law. The fees of the arbitrator or arbitrators and the umpire and the expenses incident to the proceedings shall be paid by the party whose estimate is not selected by the arbitrator or arbitrators and umpire (if one shall have been appointed). The fees of respective counsel engaged by the parties, and the fees of witnesses called by the parties, shall be paid by the respective party engaging such counsel or calling or engaging such witnesses. Notice of the appointment of an arbitrator or arbitrators shall be given in all instances to any mortgagee who prior thereto shall have given Lessee a written notice specifying its name and address. Such mortgagee shall have the right to be represented, but not to participate, in the arbitration proceeding. If Lessee becomes obligated to pay Base Rent with respect to any space or any period prior to when the Market Rental Rate for such space or period has been determined in accordance with the foregoing, Lessee shall commence paying Base Rent utilizing the Market Rental Rate specified by Lessor in its notice of the Market Rental Rate for such space or period. Following determination of the Market Rental Rate in accordance with the foregoing, Lessor and Lessee shall, by a cash payment within thirty (30) days after the date of such determination, adjust between themselves the difference, if any, between the Base Rent paid by Lessee pursuant to the foregoing sentence and the Base Rent actually owed by Lessee pursuant to the terms of this Lease for the period prior to such determination. (d) Lessee's right to exercise a Renewal Option is subject to the following conditions: (i) Lessee has not subleased more than 33,500 square feet of the Demised Premises to a party other than a Lessee Affiliate or assigned this Lease to a party other than a Lessee Affiliate; (ii) Lessee and/or any Lessee Affiliate continue to lease and occupy at least 33,500 square feet of space in the Building pursuant to the terms of this Lease; (iii) Lessee is not in default under this Lease beyond any applicable cure period at the time the applicable Renewal Option may be exercised or on the original Expiration Date (as extended by any previously exercised Renewal Option); and (fiv) if this Lease or Lessee's possession of the Basic Rent during the Renewal Term Demised Premises has not been settled by terminated. (e) If Lessee fails to timely exercise either Renewal Option, Lessee shall be deemed to have waived all of its rights under such Renewal Option and, thereafter, such Renewal Option shall be null and void and of no further effect. (f) If Lessee exercises its rights under either Renewal Option and any portion of the Office Space either (y) has been assigned to a party other than a Lessee Affiliate, or (z) will be subleased as of the commencement date of any renewal period to any party other than a Lessee Affiliate, this Lease shall terminate with respect to (and Lessee shall vacate in accordance with the terms of this Lease) any such portion of the Office Space so assigned or sublet as of the commencement of the applicable renewal term. (g) If Lessee exercises either Renewal TermOption, Lessor and Lessee shall execute a written supplement to this Lease confirming the Tenant shall payterms, as Basic Rent, the Basic Rent payable provisions and conditions of this Lease applicable during the last year applicable renewal term, provided that the execution of a written supplement to this Lease shall not be a precondition to the effectiveness of Lessee's election to renew the Term and when a final determination has been made the parties shall promptly make the appropriate adjustmentsin accordance with this Section 35.

Right to Renew. The Landlord hereby grants to Tenant shall have the right one (1) option -------------- to renew this Lease for one renewal between a three (3) or five (5) year term (at the option of 5 years (Tenant) at the "Renewal Term")then prevailing market rate for comparable office space in the downtown Denver, subject to the following terms and conditions: (a) the Tenant's right Colorado market area. The option to renew shall be personal to the original exercisable by Tenant and shall only if Tenant is not extend to in default of any assignee or subtenant so that the right to renew terminates upon any assignment of material provision under this Lease or upon any subletting of all or any part of the Premises unless consented to by the Landlord or otherwise permitted in accordance with subsection 11.1(f); (b) the Tenant shall not be entitled to any right of renewal if, at the time of the giving of the notice of exercise thereof, the Tenant is in default hereunder (which has not been of any monetary provision of this Lease, unless the default is cured within the requisite allowed time period after notice) or if prior thereto period. Tenant must give written notice to Landlord of its intent to exercise the Tenant has been in monetary default hereunder on a consistent basis; (c) option and the right length of renewal shall be exercisable by notice by the Tenant to the Landlord term selected at least 9 months and not more than 12 nine (9) months prior to the expiration of the then current Term; . If Tenant fails to provide such notice in accordance with this paragraph, the option shall lapse and thereafter be null and void. As used herein the prevailing term market rate shall mean the rate which Landlord or other landlords have leased within the prior twelve (d12) months for comparable terms of comparable space in the lease for Building and other comparable Class A buildings in the Renewal Term shall be on central business district of Denver, Colorado. Upon exercising the same option, all terms and conditions during such extension period shall remain the same as are contained those set forth in this the Lease, except that the Basic Annual Base Rent during the Renewal Term will be as stipulated and Operating Expenses. Within thirty (30) days after Landlord's receipt of Tenant's exercise notice, Landlord shall provide Tenant with Landlord's reasonable opinion of prevailing market rate. Upon Landlord's written notice of prevailing market rate to Tenant, Tenant shall have fifteen (15) days to accept or reject such current market rate in subsection (e), and except that there shall be no further right to renew and except that no tenant inducements shall be payable; (e) the annual Basic Rent for each year during the Renewal Term shall be the then current fair market rent for the Premises as writing. If Tenant rejects Landlords opinion of the commencement date of the Renewal Term for unimproved premises of comparable sizeprevailing market rate, use, age and structural condition in the vicinity of the Premises, taking into consideration the Basic Rent abatement set out in Section 18.2, except that the Landlord shall not be responsible for paying any inducements whatsoever to the Tenant and the Basic Rent shall not be adjusted to reflect this fact and shall be negotiated in good faith by the Landlord and Tenant shall have forty-five (45) days thereafter to reach an agreement. If within said period Landlord and Tenant are unable to agree this option to renew shall lapse and thereafter be null and void. In the event Landlord and Tenant andagree on the prevailing market rate, failing agreement 90 days prior they shall execute an amendment to the expiry of Lease providing for the Term, shall be determined by arbitration in accordance with Article 16; and (f) if renewal and the Basic Rent during the Renewal Term has not been settled by the commencement of the Renewal Term, the Tenant shall pay, as Basic new Annual Base Rent, the Basic Rent payable during the last year of the Term and when a final determination has been made the parties shall promptly make the appropriate adjustments.

Right to Renew. The A. Tenant shall have the right option to renew the Term of this Lease lease for one renewal term two (2) successive periods of 5 five (5) years (the "Renewal Term"), subject to the following terms and conditions: (a) the each by notifying Landlord in writing of Tenant's right election to renew shall be personal to the original Tenant and shall not extend to any assignee or subtenant so that the right to renew terminates upon any assignment of this Lease or upon any subletting of all or any part of the Premises unless consented to by the Landlord or otherwise permitted in accordance with subsection 11.1(f); (b) the Tenant shall not be entitled to any right of renewal if, at the time of the giving of the notice of exercise thereof, the Tenant is in default hereunder (which has not been cured within the requisite time period after notice) or if prior thereto the Tenant has been in monetary default hereunder on a consistent basis; (c) the right of renewal shall be exercisable by notice by the Tenant to the Landlord its option at least 9 months and not more than 12 twelve (12) months prior to the expiration of the Term; (d) then current term or renewal term of this Lease. Tenant may exercise such option provided there is not then any uncured default by Tenant in the payment of any item of Rent hereunder and there is not then any other material uncured default hereunder by Tenant. The Rent during each renewal period shall be the then Fair Market Rental Value, as hereinafter defined, and the lease for the Renewal Term shall be upon all other terms and provisions of this Lease. B. As used in this Lease, the term Fair Market Rental Value ("FMRV") shall mean the rent calculated at the then prevailing rate on the same terms and conditions as are contained for the renewal term set forth in this LeaseLease for similar space in comparable Class A office buildings in the Denver Tech Center/Greenwood Plaza market areas. In making such determination, except that the Basic Rent during the Renewal Term will be as stipulated in subsection (e), and except that there no allowance shall be no further right made for any of the following: (1) Whether Landlord or Tenant paid the cost of providing the existing improvements to renew the Premises. (2) The quality of the furniture or trade fixtures which belong to Tenant and except which Tenant is entitled to remove at the end of the Term. (3) The expense and inconvenience to Tenant that no tenant inducements would be involved if Tenant were recruited to relocate to other space. (4) The expense that Landlord would be required to incur to find new tenants for the Premises. (5) The presence of Tenant in the Building. (6) The fact that Tenant has a renewal option. C. FMRV shall be payable; declared initially by Landlord in writing to Tenant not less than ten (e10) the annual Basic Rent for each year during the Renewal Term shall be the then current fair market rent for the Premises as of the commencement date of the Renewal Term for unimproved premises of comparable size, use, age and structural condition in the vicinity of the Premises, taking into consideration the Basic Rent abatement set out in Section 18.2, except that the Landlord shall not be responsible for paying any inducements whatsoever to the Tenant and the Basic Rent shall not be adjusted to reflect this fact and shall be negotiated in good faith by the Landlord and the Tenant and, failing agreement 90 days months prior to the expiry end of the Lease Term. Tenant shall have forty-five (45) days from the date of Landlord's declaration in which to dispute, in writing, Landlord's finding of FMRV and to provide to Landlord its written determination of FMRV. Failing such timely notice of dispute, Landlord's declared FMRV shall be deemed to be acceptable by both parties. If Tenant gives Landlord timely notice in dispute of Landlord's determination of FMRV, then Landlord and Tenant shall each designate a licensed commercial real estate broker who shall together designate a third licensed commercial real estate broker, all of whom shall be experienced in evaluating rental properties of the type and in the area of the Building. Within twenty (20) days of Tenant's notice to Landlord, the third broker shall deliver to Tenant and Landlord its written decision of the appropriate FMRV; provided that such broker's decision shall be to accept either the FMRV determined by arbitration in accordance with Article 16Landlord or the FMRV determined by Tenant and such broker may not select an average of such determinations or any other amount for the FMRV. Such determination shall be binding upon Landlord and Tenant; and provided that Tenant may, by written notice given to Landlord within ten (f10) if days after Tenant's receipt of written notice of such broker's determination of FMRV, revoke its notice to renew. All costs for the Basic Rent during services of the Renewal Term has not been settled brokers selected by Landlord and Tenant and all costs for the services of the third broker shall be paid by the commencement party whose determination of FMRV was not selected by the Renewal Term, the Tenant shall pay, third broker as Basic Rent, the Basic Rent payable during the last year of the Term and when a final determination has been made the parties shall promptly make the appropriate adjustmentsits FMRV.

Right to Renew. The A. Provided Tenant is not in default of any of the terms, conditions or covenants of this Lease, it is agreed by and between the parties that Tenant shall have two (2), five (5) year options to extend the right to renew this Lease for one renewal term of 5 years the Lease requiring a minimum of six (the "Renewal Term"), subject 6) months written notice to the following Landlord. The same terms and conditions: (a) the Tenant's right to renew shall be personal to which apply during the original Tenant and term shall not extend to any assignee or subtenant so that apply during the right to renew terminates upon any assignment of this Lease or upon any subletting of all or any part of the Premises unless consented to by the Landlord or otherwise permitted in accordance with subsection 11.1(f); (b) the Tenant shall not be entitled to any right of renewal if, at the time of the giving of the notice of exercise thereof, the Tenant is in default hereunder (which has not been cured within the requisite time period after notice) or if prior thereto the Tenant has been in monetary default hereunder on a consistent basis; (c) the right of renewal shall be exercisable by notice by the Tenant to the Landlord at least 9 months and not more than 12 months prior to the expiration of the Term; (d) the lease for the Renewal Term shall be on the same terms and conditions as are contained in this Leaseextension terms, except that the Basic Base Rent during for the Renewal Term will be as stipulated in subsection (e), and except that there extension terms shall be no further right to renew and except that no tenant inducements at the then prevailing "Market Rate" for similar space as such term is defined below. B. For purposes of this section, "Market Rate" shall be payable; defined as the then fair market net rental value of the Premises, as of the date of commencement of the renewal term, determined in accordance with the provisions set forth below. The fair market net rental value of the Premises shall mean the net rental that would be agreed to by Landlord and a new tenant, each of which is willing, but neither of whom is compelled, to enter into the Lease transaction. The fair market net rental value shall be determined on the basis of the assumptions that: (ei) the annual Basic Rent for each Operating Expense base year during the Renewal Term shall be updated to the then current first full lease year of the renewal term; and (ii) the fair market rent for the Premises as of net rental value shall be projected to the commencement date of the Renewal Term applicable renewal term. The fair market net rental value to be determined shall not take into account any existing tenant improvements or special uses or rights afforded to the Tenant under the Lease in connection with the Premises except for unimproved premises the additional value attributable to Additional Parking provided to this Tenant in excess of normal building parking ratios, but shall take into account the following factors: (i) rental for comparable sizespace in "Comparable Buildings" (taking into consideration but not limited to use, uselocation, and/or floor level with any applicable building, definition of net rentable area, quality, age and structural condition in location of the vicinity applicable buildings); (ii) the rentable area of the Premises, taking into consideration ; (iii) the Basic Rent abatement set out in Section 18.2, except that the Landlord shall not be responsible for paying any inducements whatsoever to the Tenant and the Basic Rent shall not be adjusted to reflect this fact and shall be negotiated in good faith by the Landlord and the Tenant and, failing agreement 90 days prior to the expiry length of the Termpertinent renewal term; (iv) the extent to which the tenant improvement allowance, shall be determined by arbitration rent, credit, moving allowance, space planning allowance, or similar inducements given to Tenant are lesser or greater than that which would have been given to a comparable new tenant in accordance with Article 16a Comparable Building; and (fv) if the Basic Rent during the Renewal Term has not been settled by the commencement quality and creditworthiness of the Renewal Term, the Tenant shall pay, as Basic Rent, the Basic Rent payable during the last year of the Term and when a final determination has been made the parties shall promptly make the appropriate adjustmentsTenant.