Common use of Determination of Option Rent Clause in Contracts

Determination of Option Rent. In the event Lessee timely and appropriately objects in writing to the Fair Market Rent initially determined by Lessor, Lessor and Lessee shall attempt to agree upon the Fair Market Rent, using their best good-faith efforts. If Lessor and Lessee fail to reach agreement within ten (10) business days following Lessee's objection to the Fair Market Rent (the "Outside Agreement Date"), then each party shall submit to the other party a separate written determination of the Fair Market Rent within ten business days after the Outside Agreement Date, and such determinations shall be submitted to arbitration in accordance with Sections (i) through (vii) below. Failure of Lessee or Lessor to submit a written determination of the Fair Market Rent within such ten (10) business day period shall conclusively be deemed to be the non-determining party's approval of the Fair Market Rent submitted within such ten (10) business day period by the other party. (i) Lessor and Lessee shall each appoint one arbitrator who shall by profession be an independent real estate appraiser who shall have no financial interest in Lessee or Lessor and who shall have been active over the five (5) year period ending on the date of such appointment in the appraisal for leasing purposes of rentals of space in buildings located in the vicinity of the Premises. The determination of the arbitrators shall be limited solely to the issue of whether Lessor's or Lessee's submitted Fair Market Rent is the closest to the actual Fair Market Rent as determined by the arbitrators, taking into account the requirements of Paragraph 51

Determination of Option Rent. In the event Lessee If Tenant timely and appropriately objects in writing pursuant to Section 3 above with respect to the Fair Market Rent Rental Rate for the Option Term initially determined by LessorLandlord in Landlord’s Option Rent Notice, Lessor then Landlord and Lessee Tenant shall attempt to agree upon the Fair Market RentRental Rate, using their best good-faith efforts. If Lessor Landlord and Lessee Tenant fail to reach agreement within ten (10) business days following Lessee's objection to by the Fair Market Rent date (the "“Outside Agreement Date")”) which is twenty (20) days following Tenant’s delivery of the Exercise Notice, then each party shall submit to the other party a separate written determination of the Fair Market Rent Rental Rate within ten (10) business days after the Outside Agreement Date, and such determinations shall be submitted to arbitration in accordance with the provisions of Sections (i) 4.1 through (vii) 4.7 below. Failure The failure of Lessee Tenant or Lessor Landlord to submit a written determination of the Fair Market Rent Rental Rate within such ten (10) business day period shall conclusively be deemed to be the non-determining such party's ’s approval of the Fair Market Rent Rental Rate submitted within such ten (10) business day period by the other party. (i) Lessor 4.1 Landlord and Lessee Tenant shall each appoint one (1) arbitrator who shall by profession be an independent a real estate appraiser leasing broker who shall have no financial interest in Lessee or Lessor and who shall (i) have been active over the five ten (510) year period ending on the date of such appointment in the appraisal for leasing purposes of rentals of space in buildings located in the vicinity of the PremisesBuilding, the Other Existing Buildings and the Comparable Buildings, (ii) have no financial interest in Landlord or Tenant, and (iii) not have represented or been employed or engaged by the appointing party during such 10-year period. The determination of the arbitrators shall be limited solely to the issue of whether Lessor's Landlord’s or Lessee's Tenant’s submitted Fair Market Rent Rental Rate is the closest closer to the actual Fair Market Rent Rental Rate as determined by the arbitrators, taking into account the requirements with respect thereto set forth in Section 2 above. Each such arbitrator shall be appointed within fifteen (15) days after the Outside Agreement Date. 4.2 The two (2) arbitrators so appointed shall, within fifteen (15) days of Paragraph 51the date of the appointment of the last appointed arbitrator, agree upon and appoint a third arbitrator who shall be qualified under the same criteria set forth hereinabove for qualification of the initial two (2) arbitrators. 4.3 The three (3) arbitrators shall, within thirty (30) days of the appointment of the third arbitrator, reach a decision as to which of Landlord’s or Tenant’s submitted Fair Market Rental Rate is closer to the actual Fair Market Rental Rate and shall select such closer determination as the Fair Market Rental Rate and notify Landlord and Tenant thereof. 4.4 The decision of the majority of the three (3) arbitrators shall be binding upon Landlord and Tenant.

Determination of Option Rent. In the event Lessee If Tenant timely and appropriately objects in writing its Exercise Notice to Landlord to the Fair Market Rent Rental Rate for the Option Term initially determined by LessorLandlord, Lessor then Landlord and Lessee Tenant shall attempt in good faith to agree upon the Fair Market Rent, using their best good-faith effortsRental Rate. If Lessor Landlord and Lessee Tenant fail to reach agreement within ten (10) business days following LesseeTenant's objection to the Fair Market Rent delivery of such Exercise Notice (the "Outside Agreement Date"), then each party shall submit to the other party a separate written determination of the Fair Market Rent Rental Rate within ten fifteen (15) business days after the Outside Agreement Date, and such determinations shall be submitted to arbitration in accordance with the provisions of Sections (i) 4.1 through (vii) 4.7 below. Failure The failure of Lessee Tenant or Lessor Landlord to submit a written determination of the Fair Market Rent Rental Rate within such ten fifteen (1015) business day period shall conclusively be deemed to be the non-determining such party's approval of the Fair Market Rent Rental Rate submitted within such ten fifteen (1015) business day period by the other party. (i) Lessor 4.1. Landlord and Lessee Tenant shall each appoint one (1) arbitrator who shall by profession be an independent real estate appraiser broker who shall have no financial interest in Lessee ongoing relationship with Tenant or Lessor Landlord and who shall have been active over the five (5) year period ending on the date of such appointment in the appraisal for leasing purposes of rentals of space in first class office buildings located in the vicinity UTC/Eastside submarket of the PremisesSan Diego County. The determination of the arbitrators shall be limited solely to the issue of whether LessorLandlord's or LesseeTenant's submitted Fair Market Rent Rental Rate is the closest closer to the actual Fair Market Rent Rental Rate as determined by the arbitrators, taking into account the requirements of Paragraph 51with respect thereto set forth in Section 2 above. Each such arbitrator shall be appointed within fifteen (15) days after the Outside Agreement Date.

Determination of Option Rent. In the event Lessee timely Landlord and appropriately objects in writing to the Fair Market Rent initially determined by Lessor, Lessor and Lessee ▇▇▇▇▇▇ shall attempt to agree upon the Fair Market Rent, using their best good-faith efforts. If Lessor Landlord and Lessee Tenant fail to reach agreement upon Fair Market Rent within ten fifteen (1015) business days following Lessee▇▇▇▇▇▇'s objection to delivery of the Fair Market Rent Exercise Notice (the "Outside Agreement Date"), then each party shall submit to the other party a separate written determination of the Fair Market Rent within ten fifteen (15) business days after the Outside Agreement Date, and such determinations shall be submitted to arbitration in accordance with Sections (i) 30.4.1 through (vii) 30.4.7 below. Failure of Lessee Tenant or Lessor Landlord to submit a written determination of the Fair Market Rent within such ten fifteen (1015) business day period shall conclusively be deemed to be the non-non- determining party's approval of the Fair Market Rent submitted within such ten fifteen (1015) business day period by the other party. (i) Lessor 30.4.1 Landlord and Lessee Tenant shall each appoint one arbitrator who shall by profession be an independent real estate appraiser broker who shall individually have no financial interest in Lessee ongoing business relationship with Tenant or Lessor Landlord and who shall have been active over the five eight (5) 8) year period ending on the date of such appointment in the appraisal for leasing purposes of rentals of space in first-class office "flex" buildings located in the vicinity of the PremisesProject Area. The determination of the arbitrators shall be limited solely to the issue of whether LessorLandlord's or LesseeTenant's submitted Fair Market Rent is the closest to the actual Fair Market Rent as determined by the arbitrators, taking into account the requirements of Paragraph 51Section

Determination of Option Rent. In the event Lessee timely Landlord and appropriately objects in writing to the Fair Market Rent initially determined by Lessor, Lessor and Lessee Tenant shall attempt to ---------------------------- agree upon the Fair Market Rent, using their best good-faith efforts. If Lessor Landlord and Lessee Tenant fail to reach agreement upon Fair Market Rent within ten fifteen (1015) business days following LesseeTenant's objection to delivery of the Fair Market Rent Exercise Notice (the "Outside Agreement Date"), then each party shall submit to the other party a separate written determination of the Fair Market Rent within ten fifteen (15) business days after the Outside Agreement Date, and such determinations shall be submitted to arbitration in accordance with Sections (i) 31.4.1 through (vii) 31.4.7 below. Failure of Lessee Tenant or Lessor Landlord to submit a written determination of the Fair Market Rent within such ten fifteen (1015) business day period shall conclusively be deemed to be the non-determining party's approval of the Fair Market Rent submitted within such ten fifteen (1015) business day period by the other party. (i) Lessor 31.4.1 Landlord and Lessee Tenant shall each appoint one arbitrator who shall by profession be an independent real estate appraiser broker who shall individually have no financial interest in Lessee ongoing business relationship with Tenant or Lessor Landlord and who shall have been active over the five eight (5) 8) year period ending on the date of such appointment in the appraisal for leasing purposes of rentals of space in first-class office "flex" buildings located in the vicinity of the PremisesProject Area. The determination of the arbitrators shall be limited solely to the issue of whether LessorLandlord's or LesseeTenant's submitted Fair Market Rent is the closest to the actual Fair Market Rent as determined by the arbitrators, taking into account the requirements of Paragraph 51Section