Common use of Tenant’s Option to Extend Clause in Contracts

Tenant’s Option to Extend. On the conditions (which conditions Landlord may in its sole discretion waive by notice to Tenant at any time) that (a) both as of the time of the exercise of Tenant’s rights in this Article 11.0 and as of the commencement of the Extension Term there is no Event of Default; (b) that the person originally named as Tenant in Section 1.1 is occupying the entirety of the Premises then demised by this Lease, Permitted Transfers excepted; and (c) Landlord does not elect to use the Premises for occupancy by Harvard Real Estate – Allston, Inc. or for occupancy or use by an affiliate of Harvard University (collectively, the “Harvard Use”); then Tenant shall have the option to extend this Lease for the Extension Term. Tenant may exercise this option by giving notice (“Extension Notice”) to Landlord not more than eighteen months and not less than one year before the Lease Expiration Date. The termination, expiration, cancellation, assignment (except with respect to a Permitted Transfer), or surrender of this Lease as to the entire Premises shall terminate any rights of Tenant pursuant to this Section. If Landlord elects to use the Premises for the Harvard Use, then Landlord shall so notify Tenant by written notice (“Landlord’s Use Notice”) and Tenant’s option shall be deemed void. If Landlord does not deliver Landlord’s Use Notice on or before the date eleven months before the Lease Expiration Date, Tenant shall by written request require that Landlord confirm its intention to use the Premises (or not to use the Premises) and Landlord shall, within 30 days thereafter, deliver written confirmation of its intention to use (or not use) the Premises for its own use. Such right to reserve the Premises for Harvard Use upon expiration of the Lease shall be personal to Harvard Real Estate – Allston, Inc. and any affiliate and shall not be assignable to any other unaffiliated owner of the Building or the Land.

Tenant’s Option to Extend. On the conditions (which conditions Landlord may Provided this Lease is then in its sole discretion waive by notice to full force and effect and that Tenant at any time) that (a) both as of the time of the exercise of Tenant’s rights is not then in this Article 11.0 and as of the commencement of the Extension Term there is no Event of Default; (b) that the person originally named as Tenant in Section 1.1 is occupying the entirety of the Premises then demised by Default under this Lease, Permitted Transfers excepted; and (c) Landlord does not elect to use the Premises for occupancy by Harvard Real Estate – Allston, Inc. or for occupancy or use by an affiliate of Harvard University (collectively, the “Harvard Use”); then Tenant shall have the option to extend the Term of this Lease ("Option to Extend") for the an additional five (5) year period ("Extension TermPeriod"). Tenant may exercise this said option only by giving serving written notice (“Extension Notice”) to upon Landlord not more than eighteen months and not less than one year before nine (9) months prior to the Lease Expiration Dateexpiration of the Further Extended Term. The termination, expiration, cancellation, assignment (except with respect to a Permitted Transfer), or surrender All terms and conditions of this Lease as shall apply to the entire leasing of the Premises during the Extension Period, except that the amount of Rent for the Premises at the commencement of the Extension Period shall terminate any rights be revised to be the Market Rent (as hereinafter defined). Within thirty (30) days following receipt of Tenant's notice, Landlord shall provide Tenant pursuant with its assessment of what the Market Rent is for the Premises for such renewal period. In determining the Market Rent Landlord shall take into consideration customary rent and lease concessions provided to other creditworthy tenants leasing similar sized premises in the Evanston Office Market at the time of Tenant's exercise of this Sectionoption. Within fifteen (15) days after receipt of Landlord's determination of Market Rent, Tenant shall either accept or reject the Market Rent in writing. If Tenant rejects Landlord's determination of the Market Rent, then Landlord and Tenant shall attempt to mutually agree upon Market Rent within thirty (30) days of the date of receipt by Landlord of Tenant's rejection of Landlord's determination of the Market Rate. If Landlord elects and Tenant are unable to use the Premises for the Harvard Useagree upon Market Rent during such thirty (30) day period, then Landlord this Option to Extend shall so notify Tenant by written notice (“Landlord’s Use Notice”) and Tenant’s option shall be deemed void. If Landlord does not deliver Landlord’s Use Notice on or before the date eleven months before the Lease Expiration Date, Tenant shall by written request require that Landlord confirm its intention to use the Premises (or not to use the Premises) and Landlord shall, within 30 days thereafter, deliver written confirmation of its intention to use (or not use) the Premises for its own use. Such right to reserve the Premises for Harvard Use upon expiration of the Lease shall be personal to Harvard Real Estate – Allston, Inc. and any affiliate and shall not be assignable to any other unaffiliated owner of the Building or the Landimmediately terminate.

Tenant’s Option to Extend. On the conditions (which conditions Landlord may A) Provided that this lease is then in its sole discretion waive by full force and effect and Tenant is not in default hereunder after notice to Tenant at and expiration of any time) that (a) both as of the time of the exercise of Tenant’s rights in this Article 11.0 and as of the commencement of the Extension Term there is no Event of Default; (b) that the person originally named as Tenant in Section 1.1 is occupying the entirety of the Premises then demised by this Leaseapplicable grace period, Permitted Transfers excepted; and (c) Landlord does not elect to use the Premises for occupancy by Harvard Real Estate – Allston, Inc. or for occupancy or use by an affiliate of Harvard University (collectively, the “Harvard Use”); then Tenant shall have the option to extend this Lease the Term for two (2) additional periods of five (5) years each (each, an "Extension Term" and collectively the "Extension Terms"). Tenant may not exercise its option for the second Extension Term unless it has also exercised its option for the first Extension Term. Tenant may exercise this option by giving notice The first Extension Term shall commence on the day after the initial Expiration Date (“Extension Notice”i.e., on May 1, 2006) to Landlord not more than eighteen months and not less than one year before shall expire on the Lease fifth (5th) anniversary of the initial Expiration Date. The terminationDate (i.e., expirationon April 30, cancellation, assignment (except with respect to a Permitted Transfer2011), and the second Extension Term shall commence on the day after the extended Expiration Date (i.e., on May 1, 2011) and shall expire on the fifth (5th) anniversary of the extended Expiration Date (i.e., on April 30, 2016), unless in each case such Extension Term shall sooner end pursuant to any of the terms, covenants or surrender conditions of this Lease as to the entire Premises shall terminate any rights of Tenant lease or pursuant to any of the terms, covenants or conditions of this Sectionlease or pursuant to law. If Tenant shall give Landlord elects to use the Premises for the Harvard Use, then Landlord shall so notify Tenant by written notice (“Landlord’s Use Notice”) and of Tenant’s 's exercise of the first option shall be deemed void. If Landlord does not deliver Landlord’s Use Notice on or before the date eleven months that is one (1) year prior to the initial Expiration Date (i.e., on or before April 30, 2005) and of the second option on or before the Lease date that is one (1) year prior to the extended Expiration DateDate (i.e., on or before April 30, 2010) (the time of exercise being of the essence), and upon Tenant timely giving such notice, the Term shall be extended without execution or delivery of any other or further documents, with the same force and effect as if the applicable Extension Term had originally been included in the Term; the word "Term," whenever used herein, shall include the applicable Extension Term; and the Expiration Date shall thereupon be deemed to be the last day of the applicable Extension Term. All of the terms, covenants and conditions of this lease shall continue in full force and effect during the Extension Term(s), including items of additional rent and escalation, which shall remain payable on the terms (including the base years) herein set forth, except that: (i) the Fixed Rent shall be as determined in accordance with Section (B) of this Article 67, (ii) there shall be no rent concession, work or work allowance to be furnished by Landlord, and (iii) (x) in the case of the first Extension Term, Tenant shall by written request require that Landlord confirm its intention to use the Premises (or not to use the Premises) and Landlord shall, within 30 days thereafter, deliver written confirmation of its intention to use (or not use) the Premises for its own use. Such have no further right to reserve extend the Premises Term except for Harvard Use upon expiration the second Extension Term, and (y) in the case of the Lease second Extension Term, Tenant shall be personal have no further right to Harvard Real Estate – Allston, Inc. and any affiliate and shall not be assignable to any other unaffiliated owner of extend the Building or the LandTerm.

Tenant’s Option to Extend. On the conditions (which conditions Landlord may in its sole discretion waive by notice to Tenant at any timeA) that (a) both as of the time of the exercise of Tenant’s rights in this Article 11.0 and as of the commencement of the Extension Term there is no Event of Default; (b) that the person originally named as Tenant in Section 1.1 is occupying the entirety of the Premises then demised by this Lease, Permitted Transfers excepted; and (c) Landlord does not elect to use the Premises for occupancy by Harvard Real Estate – Allston, Inc. or for occupancy or use by an affiliate of Harvard University (collectively, the “Harvard Use”); then Tenant shall have the one-time right, at its option, to extend the Term for a single five (5) year period (the “Extension Term”). The Extension Term shall commence on the day after the Expiration Date and shall expire on the fifth anniversary of the Expiration Date unless the Extension Term shall sooner end pursuant to any of the terms, covenants or conditions of this Lease or pursuant to law. Provided this Lease shall then be in full force and effect and Tenant shall not be in default hereunder and the expiration of any applicable notice and grace period and Landlord shall not have previously delivered more than two (2) written notices of any monetary default hereunder within the preceding forty-eight (48) months, Tenant may exercise its option to extend the Term by giving Landlord written notice of such election no later than one (1) year prior to the Expiration Date, the TIME OF EXERCISE BEING OF THE ESSENCE, and upon the giving of such notice, this Lease for and the Term shall be extended without execution or delivery of any other or further documents, with the same force and effect as if the Extension Term had originally been included in the Term and the Expiration Date shall thereupon be deemed to be the last day of the Extension Term. Tenant may Notwithstanding Tenant’s exercise of its option under this option by giving notice Subsection (“Extension Notice”) to Landlord not more than eighteen months and not less than one year before the Lease Expiration Date. The termination, expiration, cancellation, assignment (except with respect to a Permitted TransferA), at Landlord’s option the Extension Term shall not commence if Tenant shall be in monetary default hereunder as of the Expiration Date and Landlord has delivered a written notice of default, in which event the Term shall expire on the Expiration Date and the provisions of this Section shall be deemed null and void and of no further force or surrender effect. All of the terms, covenants and conditions of this Lease shall continue in full force and effect during the Extension Term, except that (i) the Base Rent shall be as determined in accordance with Subsection (B) of this Section 4.14, and (ii) Tenant shall have no further right to extend the entire Premises shall terminate any rights Term of Tenant this Lease pursuant to this Section. If Landlord elects to use the Premises for the Harvard Use, then Landlord shall so notify Tenant by written notice (“Landlord’s Use Notice”) and Tenant’s option shall be deemed void. If Landlord does not deliver Landlord’s Use Notice on or before the date eleven months before the Lease Expiration Date, Tenant shall by written request require that Landlord confirm its intention to use the Premises (or not to use the Premises) and Landlord shall, within 30 days thereafter, deliver written confirmation of its intention to use (or not use) the Premises for its own use. Such right to reserve the Premises for Harvard Use upon expiration of the Lease shall be personal to Harvard Real Estate – Allston, Inc. and any affiliate and shall not be assignable to any other unaffiliated owner of the Building or the LandSection 4.14.

Tenant’s Option to Extend. On the conditions (which conditions Landlord may in its sole discretion waive by notice to Tenant Provided that, at any time) that (a) both as of the time of such exercise, this Lease is still in full force and effect without default by Tenant beyond applicable grace periods and Tenant occupies at least seventy-five percent (75%) of the Premises Rentable Area for its own business purposes, Tenant shall have the right and option (the "Extension Option") to extend the Term of this Lease for one (1) extended term of five (5) years (the "Extended Term") (or such shorter period as Landlord and Tenant shall mutually agree). The Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Term and shall end on the day immediately preceding the fifth anniversary of the first day of such Extended Term. Tenant shall exercise its Extension Option for the Extended Term by giving written notice to Landlord of Tenant’s rights its desire to do so not later than twelve (12) months prior to the expiration date of the Initial Term. The giving of such notice by Tenant shall automatically extend the Term of this Lease for the applicable Extended Term, and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord this Lease shall automatically terminate at the end of the Initial Term and Tenant shall have no further option to extend the Term of this Lease. The Extended Term shall be on all the terms and conditions of this Lease, except (i) during any Extended Term, the extension provisions of this Section shall not be effective, and (ii) the Base Rent for the Extended Term shall be the prevailing base rental rate projected to the time of commencement of the Extended Term for comparable space in this Article 11.0 the Building or comparable space in the market, but in any event not less than the Base Rent in effect immediately prior to the Extended Term. Landlord and Tenant shall attempt to agree upon the applicable Base Rent but, if agreement is not reached by that date which is eleven (11) months prior to the commencement date of the Extended Term, either Landlord or Tenant may elect to follow the Appraisal Process for determination of such Base Rent. The Appraisal Process shall be a determination of the market rate by three (3) appraisers, one selected by the Landlord, one by the Tenant and the third by the two appraisers so selected, each of whom shall have had at least ten (10) years experience in appraising commercial real estate in the Route 495/Route 9 Area. Each appraiser shall independently determine the projected market rate of the Premises as of the commencement date of the Extension Term Extended Term, taking into account all of the terms and conditions of this Lease. The market rate of the Premises shall be deemed to be the appraisal, if any, which is the average of the other two, or, if there is no Event of Default; (b) that such appraisal, the person originally named as Tenant in Section 1.1 is occupying the entirety average of the Premises then demised two appraisals arithmetically closest in amount. The cost of the third appraiser shall be borne equally by this Leasethe Landlord and Tenant, Permitted Transfers excepted; and (c) Landlord does not elect the cost of each of the other two appraisers shall be borne by the party selecting them. Upon determination of the Base Rent for the Extended Term pursuant to use the Premises for occupancy by Harvard Real Estate – Allston, Inc. or for occupancy or use by an affiliate of Harvard University (collectivelyforegoing, the “Harvard Use”); then Tenant shall have the option parties agree to extend this Lease for the Extension Term. Tenant may exercise this option by giving notice (“Extension Notice”) execute an amendment to Landlord not more than eighteen months and not less than one year before the Lease Expiration Date. The termination, expiration, cancellation, assignment (except with respect to a Permitted Transfer), or surrender of this Lease as to acknowledging the entire Premises shall terminate any rights of Tenant pursuant to this Section. If Landlord elects to use the Premises for the Harvard Use, then Landlord shall so notify Tenant by written notice (“Landlord’s Use Notice”) and Tenant’s option shall be deemed void. If Landlord does not deliver Landlord’s Use Notice on or before the date eleven months before the Lease Expiration Date, Tenant shall by written request require that Landlord confirm its intention to use the Premises (or not to use the Premises) and Landlord shall, within 30 days thereafter, deliver written confirmation of its intention to use (or not use) the Premises for its own use. Such right to reserve the Premises for Harvard Use upon expiration of the Lease shall be personal to Harvard Real Estate – Allston, Inc. and any affiliate and shall not be assignable to any other unaffiliated owner of the Building or the Landsame.