Common use of Extension Options Clause in Contracts

Extension Options. Landlord agrees that Tenant shall have, and it is hereby granted, two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Lease.

Extension Options. Landlord agrees that Provided no Event of Default exists, Tenant shall have, and it is hereby granted, two may renew this Lease for three (23) successive options additional periods of five (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (105) years each on the same terms provided in this Lease (individually, an “Extension Period”, and collectively, the “Extension Periods”except as set forth below), each such Extension Period by delivering written notice of the exercise thereof to begin respectively upon Landlord not later than eighteen (18) months before the expiration of the initial Term in question. On or before the prior Extension Period, as the case may be. All commencement date of the termsextended Term in question, covenants Landlord and provisions of Tenant shall execute an amendment to this Lease extending the Term on the same terms provided in this Lease, except as follows: (a) The Base Rent payable for each month during each such extended Term shall apply to each Extension Period be the fair market rental rate (the "Fair Market Rental Rate") for the Premises, taking into consideration all relevant factors for comparable leases in comparable premises, including, without limitation, the term, rent, rental concessions, allowances, and commissions payable with respect to such leases; the Property Locations that Tenant elects to extendcondition, except that Base Rent (as defined in Section 2.01 below) for each age, quality, location, utility, efficiency and size of such comparable premises; and the credit standing of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent tenants under such comparable leases; (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extendedb) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further renewal options (other than those set forth herein) unless expressly granted by Landlord in writing; and (c) Landlord shall lease to Tenant the Premises in their then-current condition, and Landlord shall not provide to Tenant any allowances (e.g., moving allowance, construction allowance, and the like) or additional other lessee inducements, unless any such allowances were included when determining the Fair Market Rental Rate. Within 30 days after receipt of Tenant's written notice to renew, Landlord shall deliver to Tenant written notice of the Fair Market Rental Rate and shall advise Tenant of the required adjustment to Base Rent, if any, and the other terms and conditions offered. Tenant shall, within ten business days after receipt of Landlord's notice, notify Landlord in writing whether Tenant accepts or rejects Landlord's determination of the Fair Market Rental Rate. If Tenant rejects Landlord's determination of the Fair Market Rental Rate and timely notifies Landlord thereof, Tenant may, in its notice to Landlord, require that the determination of the Fair Market Rental Rate be made by brokers. In such event, within ten days thereafter, each party shall select a qualified commercial real estate broker with at least ten years experience in appraising property and buildings in the city or submarket in which the Premises are located, which broker shall not have been engaged by such party for any matter during the prior three years. The two brokers shall give their opinion of prevailing rental rates within 20 days after their retention. In the event the opinions of the two brokers differ and, after good faith efforts over the succeeding 20 day period, they cannot mutually agree, the brokers shall immediately and jointly appoint a third broker with the qualifications specified above. This third broker shall promptly (within five days) choose either the determination of Landlord's broker or Tenant's broker and such choice of this third broker shall be final and binding on Landlord and Tenant. Each party shall pay its own costs for its real estate broker. Following the determination of the Fair Market Rental Rate by the brokers, the parties, shall equally share the costs of any third broker. The parties shall promptly execute an amendment as set forth above. If Tenant fails to timely notify Landlord in writing that Tenant accepts or rejects Landlord's determination of the Fair Market Rental Rate, time being of the essence with respect thereto, Tenant's rights under this Section 30 shall terminate and Tenant shall have no right to renew or extend this Lease. Tenant's rights under this Section 30 shall terminate if(l) this Lease or Tenant's right to possession of the Premises is terminated, or (2) Tenant fails to timely exercise its option under this Section 30, time being of the essence with respect to Tenant's exercise thereof.

Extension Options. Landlord agrees that Tenant Borrowers shall have, and it is hereby granted, two (2) successive options have the right to extend the Maturity Date from the Initial Maturity Date to the First Extended Maturity Date (the “First Extension OptionsOption”) and, provided Borrower has validly exercised the First Extension Option, Borrowers shall have the right to extend the Term as Maturity Date from the First Extended Maturity Date to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten the Second Extended Maturity Date (10) years each (individually, an “Extension Period”, and collectively, the “Second Extension PeriodsOption”), in each such Extension Period case subject to begin respectively upon the expiration Borrowers’ satisfaction of the initial Term or the prior Extension Period, as the case may be. All following conditions: (a) Borrowers shall give Administrative Agent written notice of Borrowers’ request for an extension of the termsMaturity Date not earlier than ninety (90) days, covenants and provisions of this Lease shall apply nor later than forty-five (45) days, prior to each Extension Period (x) the Initial Maturity Date, with respect to the First Extension Option, or (y) the First Extended Maturity Date, with respect to the Second Extension Option; (b) As of the date of such notice, and as of (x) the Initial Maturity Date, with respect to the First Extension Option, or (y) the First Extended Maturity Date, with respect to the Second Extension Option, there shall exist no Default or Potential Default (provided that Borrowers shall have an opportunity to cure such Potential Default prior to such Maturity Date to the extent of applicable cure periods under this Agreement or the applicable Loan Document); (c) At Administrative Agent’s request, Borrowers shall have caused to be issued to Lenders, at Borrowers’ sole cost and expense, appropriate endorsements to the Title Policies (but only to the extent available) which confirm the existence and priority of the Liens securing the Obligations in connection with the requested extension; (d) There shall have been no change in the financial condition of Borrowers, or in the condition of the Properties from that which existed on the Effective Date (or with respect to a Property Locations that Tenant elects became a Property hereunder after the Effective Date, from the condition of such Property on the date on which it first became a Property hereunder) which change, as determined by Administrative Agent in its reasonable discretion, has a Material Adverse Effect; (e) The Loan-to-Value Percentage based upon new (or recently obtained) Appraisals obtained by Administrative Agent at Borrowers’ sole cost and expense and with valuation dates within sixty (60) days of (x) the Initial Maturity Date, with respect to extendthe First Extension Option, except that Base Rent or (as defined in Section 2.01 belowy) the First Extended Maturity Date, with respect to the Second Extension Option, shall not exceed the Maximum Applicable Loan-to-Value Percentage; (f) Borrowers shall have provided to Administrative Agent satisfactory evidence (which evidence shall include, without limitation, a detailed current rent roll and a current historical operating statement for each Property) that the Net Operating Income from the Properties is sufficient to yield a Loan Constant which is not less than the Minimum Applicable Loan Constant as of (x) the Initial Maturity Date, with respect to the First Extension Option, or (y) the First Extended Maturity Date, with respect to the Second Extension Option; (g) The Net Operating Income from the Properties shall be sufficient to yield a Debt Service Coverage Ratio of not less than the Minimum DSCR as of (x) the Initial Maturity Date, with respect to the First Extension Option, or (y) the First Extended Maturity Date, with respect to the Second Extension Option; and (h) Borrowers shall pay to Administrative Agent a non-refundable extension fee in an amount equal to two tenths of one percent (0.20%) of the Extension Periods shall continue to be adjusted pursuant then-current Aggregate Loan Commitment on or before (x) the Initial Maturity Date, with respect to the terms of Sections 1.04 First Extension Option, and 2.01 below(y) the First Extended Maturity Date, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior with respect to the end Second Extension Option. Notwithstanding the foregoing, with respect to the exercise of both the initial Term of this Lease or First Extension Option and the prior Second Extension PeriodOption, as Borrowers shall have the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty repay principal outstanding under the Loan in such amount as may be required to reduce the Aggregate Loan Commitment, after giving effect to the required reduction, to an amount such that Borrowers are in compliance with subsections (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”e), (f) and Tenant may exercise such option at any time until the expiration of said thirty (30g) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseabove.

Extension Options. Landlord agrees that A. Tenant shall have, and it is hereby granted, have the option to extend the Term hereof for two (2) successive options additional periods of five (5) years each (hereinafter each an “Option Period”), subject to the following terms and conditions: (i) Tenant may exercise such option by giving Landlord Notice (“Extension Notice”) of its intent to exercise said option, such Extension Notice to be received by Landlord at least twelve (12) months prior to the expiration of the original Term of this Lease or the then current Option Period, as applicable; and (ii) At the time of the Extension Notice and as of the commencement of the applicable Option Period, Tenant (i) is not in monetary or material non-monetary Default, and (ii) has not assigned this Lease or sublet more than twenty-five percent (25%) of the Leased Premises, other than to a Permitted Transferee (as hereinafter defined). B. All other terms and conditions of this Lease shall remain unchanged and apply during the applicable Option Period except that Minimum Rent for such Option Period (including any periodic increases therein) shall be the then-prevailing fair market value for use of the Leased Premises (as determined below) during such Option Period (“Fair Rental Value”), taking into consideration all relevant factors, including, without limitation, then-current rental rates for comparable office space in the City of Somerville, Massachusetts, then-current rates for office space in the Building and in the Project, and assuming the then as-is condition of the Leased Premises. Without limiting the foregoing, office space shall be deemed to be “comparable office space” if it is located in Class A buildings located in Somerville, Massachusetts, which are comparable to the Building with respect to age, size, quality and access to public transportation, retail and other amenities. If Tenant desires to get an estimate of what Landlord believes the Fair Rental Value will be, Tenant may request that Landlord give such an estimate by written notice delivered not more than eighteen (18) months prior to the commencement of the applicable Option Period, and within thirty (30) days after receipt of Tenant’s request, Landlord will provide Tenant with its good faith non-binding estimate of the Fair Rental Value for the applicable Option Period. C. Within thirty (30) days after receipt of Tenant’s Extension Notice (but Landlord shall not be obligated to deliver Notice of Landlord’s proposed Fair Rental Value more than fifteen (15) months prior to the expiration of the original Term of this Lease or the then current Option Period), Landlord shall give Tenant Notice of the proposed Fair Rental Value and the basis therefor. The parties shall then, in good faith, endeavor to agree between themselves on the Fair Rental Value. If the parties fail to so agree on the Fair Rental Value within thirty (30) days after Landlord’s Notice of the proposed Fair Rental Value, then the Fair Rental Value shall be decided by the “Extension Options”broker” method as provided herein. (i) If the parties have not agreed on the Fair Rental Value within thirty (30) days after Landlord’s Notice of the proposed Fair Rental Value, Landlord and Tenant shall each send the other Notice of the broker it wishes to extend designate to determine the Term as Fair Rental Value on its behalf within ten (10) business days thereafter. If either party fails to any Property Location or Property Locationsnotify the other of the designation of its broker within such ten (10) business day period, in Tenantand such failure continues for five (5) business days after Notice of such failure, then the broker designated by the party that delivered its Notice shall be the broker to determine the Fair Rental Value for the Leased Premises. Each broker (if two (2) brokers are designated hereunder) shall have fifteen (15) business days after the later date of each party’s sole discretionNotice to the other hereunder to make and deliver to both parties a written determination of the Fair Rental Value. (ii) If the two (2) brokers so appointed agree on the Fair Rental Value, for the Fair Rental Value shall be the amount so determined. (iii) If the two brokers so appointed do not agree on the Fair Rental Value within such fifteen (15) business day period, and if the difference between the Fair Rental Value determined by each broker is not more than One Dollar ($1.00) per square foot of Floor Area, the Fair Rental Value shall be an amount equal to the quotient obtained by dividing the sum of the Fair Rental Values determined by each broker by two (2). (iv) If the two (2) brokers so appointed do not agree on the Fair Rental Value within such fifteen (15) business day period, and if the difference between the Fair Rental Value determined by each broker is more than One Dollar ($1.00) per square foot of Floor Area, the two (2) brokers shall within ten (10) days thereafter jointly appoint a period third (3rd) broker. The third (3rd) broker shall make a valuation within thirty (30) days after its appointment, and the Fair Rental Value shall be an amount equal to the quotient obtained by dividing the sum of the two closest Fair Rental Values (calculated on an absolute dollar basis) determined among all three (3) brokers by two (2). D. Each broker appointed pursuant to Paragraph C shall be a disinterested person of recognized competence who has had a minimum of ten (10) years each (individually, an “Extension Period”, and collectively, of experience in the “Extension Periods”), each such Extension Period to begin respectively upon leasing of office space in the expiration greater Boston market area. All valuations of the initial Term or Fair Rental Value shall be in writing. Landlord and Tenant shall pay for the prior Extension Period, as the case may be. All expenses of the terms, covenants broker each has designated and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each expenses of the Extension Periods third (3rd) broker shall continue to be adjusted pursuant to the terms of Sections 1.04 borne one-half (1/2) by Landlord and 2.01 below, payable in equal monthly installments as Monthly Base Rent one-half (as defined in Section 2.01)1/2) by Tenant. In order to exercise the Extension Options, Tenant The determination made hereunder shall give be final and binding on both Landlord notice of and Tenant. E. If such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limitoption is not timely exercised, Tenant’s right to exercise its option extend shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord expire and the Lease shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention end of the parties to avoid forfeiture of Tenant’s rights to extend original Term or the Term under any then current Option Period, as applicable, it being agreed that time is of the options set forth in essence with respect to the giving of any exercise Notice pursuant to this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this LeaseSection 3.04.

Extension Options. Landlord agrees that Tenant shall have, and it is hereby granted, have the right to extend the term of this Lease for two (2) successive options additional terms of three (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (103) years each (individuallyeach such 3-year period, an “Extension PeriodOption Term”, and collectively, the “Extension Periods”), each ) by giving written notice of such Extension Period extension to begin respectively upon Landlord not more than two (2) years nor less than nine (9) months days prior to the expiration of the initial Initial Term or the prior Extension Periodfirst Option Term, as the case may be. All applicable, of this Lease, time being of the essence hereof; provided that, at the date of expiration of the Initial Term this Lease shall be in full force and effect and no material or monetary default by Tenant shall exist after expiration of the applicable cure period following notice. If Tenant shall give notice to Landlord of its election to extend the term of this Lease for an Option Term but a material or monetary default (after written notice and expiration of applicable cure period) shall exist on the date of the expiration of the Initial Term or the first Option Term, as applicable, Landlord, at its option, may extend the term of this Lease for the applicable Option Term. The Lease for each Option Term shall be on the same terms, covenants and provisions of conditions contained in this Lease except that the Base Rent for each Option Term shall apply to each Extension Period with respect be equal to the Property Locations that Tenant elects to extend, except that Base Market Rent (for the Premises determined as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end commencement of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until applicable Option Term. Within thirty (30) days after receipt by Landlord of Tenant’s notice exercising Tenant’s right to extend the term of this Lease for the Option Term, as provided above, Landlord shall have given give Tenant notice of Landlord’s election to terminate such option determination of the Market Rent (“as herein defined) for the Premises. If Tenant disagrees with Landlord’s Notice”)determination of the Market Rent for the Premises, and Tenant may exercise such option at any time until the expiration of said shall give notice to Landlord within thirty (30) day period. It is days after the intention date of Landlord’s notice, time being of the parties to avoid forfeiture essence. Upon receipt of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordinglysuch notice, if Landlord and Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration a period of thirty (30) days following Landlord’s Noticeor such longer period on which Landlord and Tenant may agree (the “Negotiation Period”) negotiate in good faith in an attempt to reach agreement upon the Market Rent for the Premises. If at the end of the Negotiation Period, or until Landlord and Tenant either exercises its option are unable to extend or notifies Landlord that it does not intend to exercise said option to extendagree upon the Market Rent for the Premises, then the Market Rent for the applicable Option Term shall be extended automatically from month determined by appraisal, made by a Board consisting of three reputable real estate appraisers, each of whom shall be a Member of the American Institute of Real Estate Appraisers with the designation of “MAI,” shall be experienced in the appraisal of commercial real estate in Hennepin County, Minnesota, and shall have no Disqualifying Interest (as defined herein). One appraiser shall be appointed by Landlord or its representative and one appraiser shall be appointed by Tenant or its representative. The third appraiser shall be appointed by the first two appraisers. If the first two appraisers are unable to month upon agree on a third appraiser within thirty (30) days after the appointment of the second appraiser, or if either party refuses or neglects to appoint an appraiser as herein provided within twenty (20) days after the appointment of the first appraiser, then such third appraiser or such second appraiser whose appointment was not made as aforesaid shall be appointed by the then President of the Minnesota chapter of the American Institute of Real Estate Appraisers or such successor body hereafter constituted exercising similar functions, unless such President shall have a direct or indirect financial or other business interest in or in common with any of the parties hereto (a “Disqualifying Interest”), in which case the third appraiser or such other appraiser whose appointment was not made as aforesaid shall be appointed by the then next highest ranking officer of the Minnesota chapter of the American Institute of Real Estate Appraisers or such successor body who shall not have a disqualifying interest. If the Market Rent determination of at least two of the appraisers shall be identical in amount, that amount shall be final and binding on both Landlord and Tenant. If the determinations of all three appraisers shall be different, the terms and conditions then in effect, except that Monthly Base Market Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date average of the last Extension Period. Upon the failure of Tenant two determinations which are closest to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseeach other.

Extension Options. Landlord agrees that Tenant Borrower shall havehave the right, and it is hereby grantedat its option, two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locationsuntil April 9, in Tenant’s sole discretion, for a period of ten 2017 (10) years each (individually, an “Extension Period”, and collectively, the “Extension PeriodsFirst Extended Maturity Date”), each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord by giving written notice of such exercise extension to Lender at least fifteen (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (12015) days prior to the end Initial Maturity Date and delivering to Lender therewith a deposit for Lender’s costs and expenses in the amount of $12,500. Upon receipt of such request to extend the Term until the First Extended Maturity Date, and upon satisfaction of the initial following conditions, Lender shall extend the Term as requested: (a) no Event of this Lease or Default exists at the prior Extension Periodtime such request is made and on the Initial Maturity date; (b) Borrower and Lender enter into a loan extension agreement on the form typically used by Servicer for loan extensions, as the case may bewith acknowledgment by Guarantor and Operating Tenant; (c) Borrower has reimbursed Lender for all costs and expenses incurred by Lender in connection with such extension (including attorney’s fees and Servicer’s standard processing fee for loan extensions, not to exceed $5,000; provided, however, Borrower’s obligation pursuant to this Section 2.8(c) shall not exceed $25,000.00; (d) Borrower pays to Lender an extension fee in an amount equal to Twenty-Five Hundredths Percent (0.25%) of the then-outstanding Principal; and (e) Borrower has obtained one or more Interest Rate Protection Agreements effective through the First Extended Maturity Date that if Tenant shall fail satisfy the requirements of Section 2.6 of this Agreement, including the delivery of the required assignment thereof. If Borrower is unable to give satisfy all of the notice foregoing conditions within the aforesaid applicable time limitframes for each, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord Lender shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights no obligation to extend the Term under any Stated Maturity Date hereunder, and Borrower shall reimburse Lender all of the options set forth its costs and expenses as provided in this Lease through inadvertent failure Section 2.8, subject to give the extension notice within limitation on reimbursement contained herein. If the time limits prescribed. Accordinglydeposit paid to Lender exceeds Lender’s actual costs and expenses, if Tenant Lender shall fail refund the difference to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this LeaseBorrower.

Extension Options. Landlord agrees that Tenant (a) Subject to Section 2.8(b) hereof, Borrower shall have, and it is hereby granted, have the option to extend the term of the Loan beyond the Initial Maturity Date for two (2) successive options terms (the each, an “Extension OptionsOption”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten one (101) years year each (individuallyeach such period, an “Extension Period”) to (i) the Monthly Payment Date occurring in January, 2019 if the first Extension Option is exercised, and collectively(ii) the Monthly Payment Date occurring in January, 2020 if the “second Extension Periods”), Option is exercised (each such date following the exercise of each such Extension Period to begin respectively Option is hereinafter the “Extended Maturity Date”) upon the expiration satisfaction of the initial Term following terms and conditions (in each case as determined by Lender): (i) no Event of Default shall have occurred and be continuing at the time an Extension Option is exercised or on the prior Extension Period, as date that the case may be. All of the terms, covenants and provisions of this Lease shall apply to each applicable Extension Period with respect is to commence; (ii) Borrower shall notify Lender of its irrevocable election to extend the Property Locations that Tenant elects to extend, except that Base Rent (Maturity Date as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) aforesaid no later than one hundred twenty sixty (12060) days prior to the end applicable Maturity Date; (iii) Borrower shall obtain and deliver to Lender (A) no less than ten (10) days prior to the date that the applicable Extension Period is to commence, a draft of the initial Term of this Lease or bid package for the prior Extension Period, as Replacement Interest Rate Protection Agreement for Lender's review and approval for conformity with the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options requirements set forth in this Lease through inadvertent failure Agreement, and (B) prior to give the date that the applicable Extension Period is to commence, a Replacement Interest Rate Protection Agreement, which Replacement Interest Rate Protection Agreement shall be effective commencing on the first day of the related Extension Period, shall expire on a date not earlier than the last day of the related Extension Period and shall conform with all the requirements of Section 2.7 hereof; (iv) Borrower shall have paid to Lender the Extension Fee on or prior to the date the related Extension Period is to commence; (v) as of the effective date of the applicable Extension Period, the Net Operating Income as reasonably determined by Lender shall be sufficient to provide a Debt Yield of at least 10%, and Borrower shall have demonstrated the same by delivery of its quarterly financial statements required hereunder with respect to the quarter ending September 30 of the applicable Fiscal Year (provided that to the extent the Debt Yield is less than 10%, Borrower shall be entitled to make a partial prepayment of the Loan in such amount as shall cause the Debt Yield to be equal to 10%); (vi) as of the effective date of the applicable Extension Period, (1) each KSL Liable Party delivers to Lender then current certified financial statements (including a balance sheet) evidencing that such Guarantor is in compliance with the minimum Net Worth and Liquid Asset requirements set forth in the Guaranty (in each case as more particularly described therein) and (2) SHR Liable Party delivers to Lender evidence reasonably satisfactory to Lender that SHR Liable Party is in compliance with the requirement in Section 11(d) of the Guaranty; (vii) Borrower shall have delivered an endorsement reflecting the extension notice within of the Maturity Date for each of the policies comprising the Title Insurance Policy, provided that Borrower shall not be required to deliver such endorsements if: (A) such endorsement is not issued by the applicable title insurance companies at the time limits prescribed. Accordinglyof the Maturity Date that would apply in the absence of the applicable Extension Period, if Tenant or (B) the aggregate cost for such endorsements exceeds $5,000; (viii) Borrower and Guarantor shall fail execute and deliver an agreement with Lender reasonably satisfactory to give an Lender which: (A) contains a certification from Borrower that all conditions precedent to the exercise of such Extension Option have been satisfied, (B) contains a certification from Borrower and Guarantor that no Event of Default exists under the Loan Documents, the Environmental Indemnity, or the Guaranty, (C) documents the extension notice of the Maturity Date, (D) includes Lender’s confirmation that, in reliance on Borrower’s and Guarantor’s certifications set forth therein, and the financial statements delivered to Landlord for any Lender by Borrower and Guarantor, the conditions precedent to the exercise of the Extension PeriodsOption have been satisfied, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30E) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend require Borrower or Guarantor to make representations or warranties other than expressly set forth herein; and (ix) Borrower shall have paid all actual out-of-pocket costs and expenses (including title insurance premiums, documentation costs, and reasonable attorneys’ fees) incurred by Lender in connection with the exercise said option by Borrower of such Extension Option. (b) Lender shall determine the initial Interest Rate for any Extension Period as of approximately 11:00 A.M., London time, on the second Business Day prior to extendthe then applicable Maturity Date. Lender shall notify Borrower of the initial Interest Rate and acceptable terms for the required interest rate protection instrument with respect to any extension prior to such applicable Maturity Date. With respect to any Extension Period, the Term shall Interest Rate will be extended automatically from reset by Lender effective the first (1st) day of the first (1st) month to following the month upon all during which the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last effective date of the last extension occurs and effective the first (1st) day of the first (1st) month of each successive one (1) month period thereafter during the remaining term of the Loan (the “Extension PeriodRate Reset Dates”). Upon The Interest Rate will be reset as aforesaid to the failure rate equal to the sum of Tenant (x) 2.95% plus (y) the one month LIBOR Rate as of approximately 11:00 A.M., London time, on the second Business Day prior to each such Extension Rate Reset Date. (c) Notwithstanding the foregoing, so long as KSL Liable Parties are a Guarantor, Borrower shall not be entitled to exercise one or the second Extension Option unless Borrower shall first have demonstrated to Lender’s reasonable satisfaction that: (i) the term of each KSL Liable Party’s existence has been extended for an additional period of not less than six (6) months in connection with the Extension Option then exercised, and (ii) that no scheduled expiration of any such Guarantor’s term shall occur prior to July 1, 2021. Evidence of the options herein following ▇▇▇▇▇▇▇▇foregoing shall include, without limitation, documentation effecting the exercise of the election to extend and a certificate from each KSL Liable Party confirming that such term was properly extended and that the extension is no longer subject to the objection of the LP Advisory Committee (in each case as referred to in Section 9.1(a) of such Guarantor’s Noticelimited partnership agreement as delivered to Lender prior to the Closing Date), and, in the event of any eventother scheduled expiration set forth in such Guarantor’s organizational documents at such time, upon such other evidence as Lender may reasonably require to establish that no scheduled expiration of any such Guarantor’s term shall occur prior to July 1, 2021. In connection with such evaluation, Borrower shall cause each KSL Liable Party to deliver to Lender an updated certified copy of each such Guarantor’s organizational documents, together with any other evidence required to satisfy the last foregoing, prior to exercise by Borrower of such the second Extension Periods, Tenant shall have no further or additional right to renew or extend this LeaseOption set forth herein.

Extension Options. Landlord agrees Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and the Tenant is, as of the date of exercise and as of the commencement date of each Extension Term, actually occupying at least fifty percent (50%) of the Premises for its own business purposes, the Tenant shall have, and it is hereby granted, have the right to extend the Term hereof for two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period periods of ten (10) years each (individually, each such period an “Extension PeriodTerm”) on the following terms and conditions: (a) Such right to extend the Term shall be exercised by the giving of notice by Tenant to Landlord at least twelve (12) months prior to the expiration of the Initial Term or the then current Extension Term, as applicable (the “Extension Notice Deadline Date”). Upon the giving of such notice on or before the Extension Notice Deadline Date, this Lease and collectivelythe Term hereof shall be extended for an additional term, as specified above, without the necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the Extension Term to be determined as set forth below. Time shall be of the essence with respect to the Tenant’s giving notice to extend the Term on or before the Extension Notice Deadline Date. In no event may the Tenant extend the Term under this Section 2.6 for more than twenty (20) years after the expiration of the Initial Term. (b) Each Extension Term shall be upon all the terms, conditions and provisions of this Lease, except the Annual Fixed Rent payable during each Extension Term shall be the then Extension Fair Rental Value of the Premises for such Extension Term, to be determined under Section 2.6(d) or Section 2.6(e) below, but in no case less than the Annual Fixed Rent that was applicable thereto immediately preceding the Extension Term with respect to which the Extension Fair Rental Value is to be established (the “Then Applicable Annual Fixed Rental Rate”). For purposes of this Section 2.6, the “Extension PeriodsFair Rental Value” of the Premises shall mean the then current fair market annual rent, for leases of other space in Cambridge, Massachusetts similarly improved, taking into account the condition to which such premises have been improved (including any replacements of existing improvements or performance of maintenance obligations (“Replacements”), each but excluding any capital improvements to the Premises (i.e., other than Replacements) that enhance the value thereof, provided the same are made by the Tenant during the sixty (60) month period immediately preceding the applicable Extension Notice Deadline Date), and the economic terms and conditions specified in this Lease that will be applicable thereto. (c) If the Tenant makes a written request to the Landlord for a proposal for the Extension Fair Rental Value for the upcoming Extension Term (“Tenant’s Extension Rental Request”) on or before the day two (2) months prior to the Extension Notice Deadline Date, then the Landlord shall make such a written proposal (“Landlord’s Proposal”) to the Tenant within fifteen (15) days after receipt of Tenant’s Extension Rental Request, but in no event shall the Landlord be required to deliver such a proposal sooner than fifteen (15) months prior to the scheduled commencement of such Extension Period Term. Following delivery by the Landlord of Landlord’s Proposal to begin respectively upon the expiration Tenant, the parties will endeavor in good faith to reach agreement with respect to the establishment of the initial Term Extension Fair Rental Value for the Extension Term. (d) Unless the parties have already mutually agreed upon such Extension Fair Rental Value, on or before the day that is ten (10) days prior to the applicable Extension PeriodNotice Deadline Date, the Landlord and the Tenant shall deliver to each other their final Landlord’s Proposal (or any final change that the Landlord wishes to make to any previously furnished Landlord’s Proposal) and a written proposal from the Tenant for the Extension Fair Rental Value of the Premises (the “Tenant’s Proposal”), as the case may be, and each of such Landlord’s Proposal and such Tenant’s Proposal shall be binding on the Landlord and the Tenant, respectively, for the purpose of conducting the resolution procedure described in clause (e) below. All Failure by the Landlord or the Tenant to timely deliver a final Landlord’s Proposal or final Tenant’s Proposal (time being of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01essence). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, howevershall result in the other party’s proposal being deemed the Extension Fair Rental Value, that if and failure by the Landlord or the Tenant to timely make any final change to the then most recently delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, shall render no longer subject to change the last previously delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, which shall thereupon become final. (e) If the Tenant exercises its election to extend the Term under clause (a) above, without the Extension Fair Rental Value of the Premises having been established by mutual agreement of the parties as contemplated under clause (c) above, then unless a final Landlord’s Proposal and a final Tenant’s Proposal has been established under clause (d) above, the Landlord shall furnish a final Landlord’s Proposal to the Tenant, and the Tenant shall fail to give the notice within the aforesaid time limit, furnish a final Tenant’s right Proposal to exercise the Landlord, within thirty (30) days of the Tenant’s having exercised its option shall nevertheless continue during said one hundred twenty (120) day period until election to extend the Term. Within thirty (30) days after Landlord shall have given Tenant notice the later to occur of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until x) the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights exercise of its election to extend the Term under any or (y) the establishment of a final Landlord’s Proposal and a final Tenant’s Proposal in accordance with this clause (e), unless the options set forth parties have mutually agreed upon the identity of a real estate professional (“Arbiter”) with at least ten (10) years continuous experience in this Lease through inadvertent failure the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who has agreed to give serve as hereinafter provided (the extension notice within “Deciding Arbiter”), the time limits prescribed. Accordingly, if Landlord and the Tenant shall fail to give each appoint an extension notice to Landlord for any of the Extension PeriodsArbiter who shall, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of within thirty (30) days following of selection, select a third Arbiter to serve as the Deciding Arbiter. The Deciding Arbiter shall select either Landlord’s NoticeProposal or Tenant’s Proposal as the proposal most accurately stating the Extension Fair Rental Value of the Premises. If the two Arbiters respectively selected by the parties (the “Party Selected Arbiters”) cannot agree upon the selection of a Deciding Arbiter, then such two Party Selected Arbiters shall seek the selection of the Deciding Arbiter by the Greater Boston Real Estate Board. The Deciding Arbiter shall give notice of his or until her selection to the Landlord and the Tenant and its selection of either exercises its option to extend Landlord’s Proposal or notifies Landlord that it does not intend to exercise said option to extend, the Term Tenant’s Proposal shall be extended automatically from month to month final and binding upon all the terms Landlord and conditions then the Tenant. Each party shall pay the fees and expenses of its real estate professional counsel and any Party Selected Arbiter that such party selects, if any, in effect, except that Monthly Base Rent shall be increased in accordance connection with Article 8any proceeding under this paragraph, and in no event shall the Term extend beyond the last date one- half of the last Extension Period. Upon the failure of Tenant to exercise one or any fees and expenses of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration Deciding Arbiter. In the event that the commencement of the last Extension Term occurs prior to a final determination of the Extension Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rent in effect immediately preceding the commencement of such Extension PeriodsTerm. If the Annual Fixed Rent for the Extension Term is determined to be greater than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, then the Tenant shall have no further or additional right pay to renew or extend this Leasethe Landlord the amount of such underpayment within thirty (30) days of the Expansion Rent Determination Date.

Extension Options. Landlord agrees that (a) Tenant shall havehave the right, and it is hereby grantedat its option, two (2) successive options (the “Extension Options”) to extend the Term as term of this Lease for the Extension Period(s) upon the same terms, covenants and conditions herein set forth; provided, however, that the Minimum Rent for the first Lease Year of each Extension Period shall be increased to any Property Location the greater of (i) the market rate then being charged for similar space in the Shopping Center or Property Locations, in Tenant’s sole discretion, (ii) the Minimum Rent for a period of ten the preceding Lease Year increased by three percent (10) years each (individually, an “Extension Period”, and collectively3%). Thereafter, the “Extension Periods”), Minimum Rent for each such successive Lease Year during each Extension Period shall be an amount equal to begin respectively upon the Minimum Rent for the last preceding Lease Year, increased by three percent (3%) per annum. In order to exercise the Extension Option, Tenant shall be required to give written notice of its intention to extend at least six (6) months but not more than nine (9) months prior to the Lease Termination Date, or expiration of the initial Term or the prior then current Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease Failure to deliver timely notice as required above shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of cause the Extension Periods Option, and all remaining Extension Options, to lapse and be of no further force and effect. Further, if Tenant shall continue to be adjusted pursuant to in default of the terms of Sections 1.04 and 2.01 belowthis Lease, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order Tenant shall not have the right to exercise the Extension OptionsOption and if Tenant shall default hereunder after such right has been exercised but within the six (6) month period preceding the Extension Period such election shall, at Landlord’s option, be null and void. (b) In the event that Tenant shall dispute Landlord’s determination of the market rate of rent being charged for similar space pursuant to the paragraph above, Tenant shall give notice to Landlord notice of such exercise within ten (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (12010) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights receipt of such Landlord’s determination, and the market rate shall be determined as follows: The market rate shall be determined by a single arbitrator appointed in accordance with the American Arbitration Association Real Estate Valuation Arbitration Proceeding Rules. Such arbitrator shall be impartial and shall have not less than ten (10) year’s experience in the County where the Shopping Center is located, in a calling related to extend the Term under any leasing of commercial space in premises comparable to the Shopping Center. Within fifteen (15) days following the appointment of such arbitrator each party shall submit a report setting forth its determination of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any market rate of the Extension PeriodsLeased Premises for the applicable term, and if Landlord together with such other information as such party shall fail to give Landlord’s Notice to Tenantdeem relevant. The arbitrator shall, then until the expiration of within thirty (30) days following Landlord’s Noticesuch hearing and submission of evidence render his decision by selecting the determination of market rate then being charged for similar space in the Shopping Center. It is expressly understood that such arbitrator shall have no power or authority to select any market rate other than the market rate submitted by Landlord or Tenant, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, and the Term decision of such arbitrator shall be extended automatically from month final and binding upon the Landlord and Tenant. Prior to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date determination of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periodsarbitrator, Tenant shall have no further pay Minimum Rent in an amount equal to the Landlord’s determination of market rate submitted to Tenant pursuant to this Section, and following the arbitrator’s final determination, the amount of any overpayment or additional right to renew or extend this Lease.underpayment shall be adjusted between the parties on demand. The cost of arbitration shall be borne by

Extension Options. Landlord agrees Provided that (a) there has been no Event of Default on the part of Tenant which is uncured and continuing, other than any which have been waived by Landlord, and (b) Tenant is as of the date of the exercise and as of the commencement date of any Extension Term (as hereinafter defined) itself (including all entities for which Landlord's consent to assignment or sublease is not required under Section 6.8) in occupancy of at least fifty-one percent (51%) of the Premises, but in no event less than the rentable square footage equal to ________ of the Original Premises, Tenant shall have, and it is hereby granted, have the right to extend the Term hereof for two (2) successive options periods of five (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (105) years each (individually, each an “"Extension Period”, and collectively, the “Extension Periods”Term"), each such Extension Period options to begin respectively upon extend to be exercised by the giving of notice by Tenant to Landlord at least nine (9) months prior to the expiration of the initial Term or then current Term. Upon the prior Extension Periodgiving of such notice, as the case may be. All of the terms, covenants and provisions of this Lease and the Term hereof shall apply to each Extension Period with respect to be extended, for an additional term of five (5) years, without the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) necessity for each the execution of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01)any additional documents. In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond hereof be extended for more than five (5) years after the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last Initial Term with respect to the first Extension Term, and five (5) years after the expiration of the first Extension Term with respect to the second Extension Term, nor shall Tenant have the right to exercise succeeding extension options unless it has exercised the extension option next preceding the extension option being currently exercised by Tenant. The Extension Term shall be upon all the terms, conditions and provisions of this Lease, except, that the increase in the Annual Fixed Rent during the Extension Term shall be calculated in the following manner: Landlord shall compare the Consumer Price Index, which is published for the calendar month most immediately preceding the date the relevant Extension Term commences (the "Extension Index"), with the Consumer Price Index published for the calendar month most immediately preceding the date the Initial Term commenced (the "Beginning Index"). If, at the time the Annual Fixed Rent payable with respect to the relevant Extension Term is established, the Extension Index has increased over the Beginning Index, then the Annual Fixed Rent payable during each Extension Term shall be set by multiplying rentable square foot by a fraction, the numerator of which is the Extension Index and the denominator of which is the Beginning Index. After the Annual Fixed Rent for the relevant Extension Term has been determined, Landlord shall give Tenant notice of the amount of Annual Fixed Rent for such Extension PeriodsTerm. Notwithstanding the foregoing, Tenant however, in no event whatsoever shall have no further or additional right to renew or extend this LeaseAnnual Fixed Rent payable during any Extension Term be less than Annual Fixed Rent payable during the last five (5) years of the Initial Term.

Extension Options. Landlord agrees that (A) On the conditions that, both at the time of exercise of the option to extend and as of the commencement of the Extended Term in question: (i) there exists no Event of Default, (ii) this Lease is still in full force and effect, and (iii) Tenant, itself, a Permitted Tenant Successor, and/or Tenant Affiliates occupy one hundred percent (100%) of the Rentable Floor Area of the Premises, then Tenant shall have, and it is hereby granted, two (2) successive options (have the “Extension Options”) right to extend the Term hereof from the original expiration date hereof for one (1) period of one (1) year. The option period is sometimes referred to as an “Extended Term.” Such extension shall be on all of the terms and conditions of this Lease, except that the Annual Fixed Rent shall be equal to the Fair Market Rental Value, as determined below, as of the commencement of the Extended Term in question, and Landlord has no obligation to provide any Property Location construction allowance or Property Locationsto perform any work to the Premises as a result of such extension. (B) In order to exercise an option to extend the Term, in Tenant shall give notice (“Tenant’s sole discretionExtension Notice”) thereof to Landlord, for a period of ten not earlier than twelve (1012) years each months nor later than nine (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period 9) months prior to begin respectively upon the expiration of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial then-current Term of this Lease or Lease, whereupon Landlord shall tell Tenant the prior proposed Annual Fixed Rent for the applicable Extended Term (“Landlord’s Quotation”). Such Tenant’s Extension Notice shall be irrevocable. Landlord and Tenant shall attempt to agree on the Annual Fixed Rent for such Extended Term within thirty (30) days after Landlord’s Quotation (the “Negotiation Period”). If Landlord and Tenant have not so agreed and executed a written instrument evidencing such agreement within the Negotiation Period, then Landlord and Tenant shall each, within seven (7) days from the expiration of the Negotiation Period, designate an independent, licensed real estate broker, who shall have more than five (5) years’ experience as a real estate broker specializing in commercial leasing and who shall be familiar with the case may becommercial real estate market in which the Building is located. Said brokers shall each determine the Fair Market Rent for the Premises within fifteen (15) days. If the lower of the two determinations is not less than ninety-five percent (95%) of the higher of the two determinations, then the Fair Market Rent shall be the average of the two determinations. If the lower of the two determinations is less than ninety-five percent (95%) of the higher of the two determinations, then the two brokers shall render separate written reports of their determinations and within fifteen (15) days thereafter the two brokers shall appoint a third broker with like qualifications. Such third broker shall be furnished the written reports of the first two brokers. Within fifteen (15) days after the appointment of the third (3rd) broker, the third broker shall appraise the Fair Market Rent. The Fair Market Rent for purposes of this Section shall equal the average of the two closest determinations; provided, however, that (a) if any one determination is agreed upon by any two of the brokers, then the Fair Market Rent shall be such determination, and (b) if any one determination is equidistant from the other two determinations, then the Market Rent shall be such middle determination. The Annual Fixed Rent for the Extended Term in question shall be the Fair Market Rent as so determined. Landlord and Tenant shall fail to give each bear the notice within cost of its broker and shall share equally the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention cost of the parties third broker. Among the factors to avoid forfeiture be considered in determining Fair Market Rent shall be the rental rates then being obtained for renewal leases for similar space in office buildings of similar quality, in similar locations, that are of comparable age to the Building and are leased to first-class private sector tenants. All determinations shall reflect market conditions expected to exist as of the date Annual Fixed Rent based on Fair Market Rent is to commence. (C) Upon the timely giving of Tenant’s rights Extension Notice, the term of this Lease shall be automatically extended for the applicable Extended Term without the execution of any additional documents, and all references to extend the Lease Term or the Term under any of the options set forth in this Lease through inadvertent failure shall mean the Lease Term, as so extended, unless the context clearly otherwise requires. As soon as it is determined, Landlord and Tenant agree to give enter into a document setting forth the extension notice within Annual Fixed Rent for the time limits prescribedapplicable Extended Term. Accordingly, if If Tenant shall fail to not timely give an extension notice to Landlord for any of the Tenant’s Extension Periods, and if Landlord shall fail to give Landlord’s Notice to TenantNotice, then until the expiration of thirty (30) days following LandlordTenant’s Notice, or until Tenant either exercises its extension option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms void and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseforce and effect.

Extension Options. Landlord agrees that (a) Tenant shall have, and it is hereby granted, granted options to extend the Lease Term for two (2) successive options additional periods of three (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (103) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period additional period being herein referred to begin respectively upon as an "Extended Term") by giving written notice of such extension to Landlord at least twelve (12) months prior to the expiration of the initial Lease Term or the prior Extension Periodthen current Extended Term, as the case may be. All Tenant shall have the right to exercise these options to extend provided that on the date of such exercise no default or event of default under this Lease then exists. Each Extended Term shall be upon all of the same terms, covenants and provisions conditions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, then applicable except that the Base Rent Rental Rate during the Extended Terms shall be the "Market Rate" (as defined in Section 2.01 below) for each hereinafter defined), and except that after the exercise of the Extension Periods shall continue to be adjusted pursuant to option for the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Optionsfirst Extended Term, Tenant shall give Landlord notice of such exercise have only one (which notice shall identify the Property Locations that are to be extended1) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, and after the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date exercise of the last Extension Period. Upon option for the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periodssecond Extended Term, Tenant shall have no further or additional right options to renew or extend the Lease Term. The term "Lease Term" as used in this LeaseLease shall mean the initial Lease Term and any Extended Term which may become effective. For purposes of this Special Stipulation, "Market Rate" shall mean the annual effective rental rate per square foot of rentable floor area then being charged by landlords under new leases of office space in that portion of the metropolitan Richmond, Virginia market that is located south of the ▇▇▇▇▇ ------------------ River and west of I-95 for space similar to the Demised Premises in a building of comparable quality and with comparable parking and other amenities. In determining the Market Rate, Landlord and Tenant (and any appraisers, if applicable) shall take into account the fact that Tenant shall pay Tenant's share of the Operating Expenses. Also, in determining the Market Rental Rate, Landlord and Tenant (and any appraisers, if applicable) shall compare actual rental rates only (after making appropriate adjustments resulting from the foregoing facts) and shall take into consideration any discounts, allowances, free rent, remodeling credits, construction allowances and other concessions and inducements granted by other landlords.

Extension Options. Landlord agrees that Tenant shall have, have the right and it is hereby granted, two (2) successive options (the “Extension Options”) option to extend the Term as of the Lease for up to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten two additional extension terms (10) years each (individuallyeach, an “Extension PeriodTerm”) of 3-years each. Each such option must be exercised, and collectivelyif at all, by giving Landlord prior written notice, at least 12 months in advance (the “Exercise Deadline”) of the Expiration Date of the then current lease Term, of Tenant’s election to extend the lease Term; it being agreed that time is of the essence. Each Extension Periods”)Term shall be under the same terms and conditions as provided in the Lease except as follows: (a) there shall be no further options to extend the Term beyond the 2nd extension option; (b) Tenant shall accept the Premises in their “as is” condition, without any obligation on the part of Landlord to provide any tenant improvements or tenant improvement allowance; and (c) the Minimum Annual Rent for each such Extension Period to begin respectively upon Lease Year (i.e. the 12-month period following the expiration of the initial then current Term) of the applicable Extension Term shall be the “Market Rent” as defined below and determined as follows (provided, however, in no event shall the Minimum Annual Rent be less than the scheduled Minimum Annual Rent in effect immediately prior to the expiration of the then current Term): Within 30 days after Landlord receives timely notice from Tenant exercising Tenant’s extension option, Landlord will give notice to Tenant of its determination of the Market Rent for the Premises, and Landlord’s determination will constitute the Market Rent unless Tenant objects by giving Landlord written notice of objection (including Tenant’s determination of the Market Rent) within 15 days after Tenant’s receipt of Landlord’s determination. If Tenant so objects, and the parties are unable to agree upon the Market Rent within 30 days after the Tenant’s objection, and unless Tenant notifies Landlord in writing within 40 days after Tenant’s objection that it elects to rescind its exercise of the extension option, then by written notice to the other either party may demand that Market Rent be determined by the appraisal process set forth below. If determination by appraisal is demanded, the Experts (as defined below) shall be instructed to determine the Minimum Annual Rent for the first Lease Year of the Extension Term, and the Minimum Annual Rent thereafter will increase by 3% for each Lease Year within the applicable Extension Term (and, if the 3% annual increases are greater than or less than then-market escalations, that fact will be taken into consideration by the Experts in establishing the Minimum Annual Rent for the first Lease Year of the Extension Term). The Minimum Annual Rent for the first Lease Year of the Extension Term will be so determined by a board consisting of three independent and disinterested reputable commercial real estate professionals (licensed brokers/agents or appraisers) with at least 10 years experience in the leasing or the prior appraising the rental value of commercial flex space in the western suburban submarket of the Minneapolis metropolitan area (each an “Expert”). Landlord and Tenant will each appoint its respective Expert within 30 days following the appraisal demand. The third Expert will be appointed by the first two Experts. If the first two Experts are unable to agree on a third Expert within 30 days after the appointment of the second Expert, then the third Expert shall be appointed by the NorthStar Chapter of the Appraisal Institute. Any Expert so appointed by the Appraisal Institute shall be a disinterested reputable real estate appraiser with at least 10 years experience in appraising the rental value of commercial flex space in the western suburban submarket of the Minneapolis metropolitan area, and shall be a member of the Appraisal Institute with the designation of “MAI.” The Experts shall be instructed to each independently reach their respective determinations of the Minimum Annual Rent for the first Lease Year of the Extension PeriodTerm (to be Market Rent, assuming 3% annual escalations for subsequent Lease Years) within 45 days of the appointment of the third Expert. If determinations of at least two of the Experts are identical in amount, that amount will be determined to be the fair market Minimum Annual Rent for the first Lease Year of the (i) if neither Sum A nor Sum B differs from the middle appraised value by more than 7% of the middle appraised value, then the fair market Minimum Annual Rent will be the average of the three appraisals, (ii) if either Sum A or Sum B (but not both) differs from the middle appraised value by more than 7% of the middle appraised value, then the fair market Minimum Annual Rent will be the average of the middle appraised value and the appraised value closer in amount to the middle appraised value, and (iii) if both Sum A and Sum B differ from the middle appraised value by more than 7% of the middle appraised value, then the fair market Minimum Annual Rent will be equal to the middle appraised value. Written notice of the fair market Minimum Annual Rent for the first Lease Year of the Extension Term as duly determined in accordance with this paragraph shall be promptly given to Landlord and Tenant and will be binding and conclusive on them, and Minimum Annual Rent for each subsequent Lease Year in the Extension Term shall be 103% of that payable in the previous year. Each party will bear its own expenses in connection with the appraisal proceeding (including the Expert appointed by it), and the fees of the third Expert will be borne equally. If, for any reason, the fair market Minimum Annual Rent has not been determined at the time of the commencement of the Extension Term, then the fair market Minimum Annual Rent will be the amount set forth in Landlord’s original determination, and if the determination of the Experts as provided above indicates that a lesser or greater amount should have been paid than that which was actually paid, a proper adjustment will be made in a payment from Landlord to Tenant, or Tenant to Landlord, as the case may be. All For purposes of this Section, “Market Rent” means the net annual rent that a willing tenant would pay, and a willing lessor would accept, in arms-length, bona fide negotiations, if the premises at issue were leased to a single tenant for the period in question under a lease pursuant to which such tenant would not receive any rental concession, such as rental abatements or “free rent” periods or rental assumption, inducements or any leasehold improvement allowance, and otherwise taking into account any other pertinent factors, including, but not limited to, the net effective annual rates per rentable square foot for leases of comparable space in comparable buildings recently or then being entered into in the applicable submarket (“Comparable Rates”). In determining the Market Rent and using Comparable Rates in connection with such determination, the following factors (and any other factors then known to be pertinent) shall be considered: the size of the termspremises; the length of the term; permitted use; quality of services provided; location and/or floor level; definition of rentable area; existing leasehold improvements (other than “clean room” or other leasehold improvements installed by Tenant at its own expense); leasehold improvements to be provided by the lessor, covenants whether directly or by allowance; the quality, age and provisions location of the building; financial strength of the applicable tenant; rental concessions (such as rental abatements or “free rent” periods and rent assumptions); inducements; the respective obligations of the lessor and the tenant, the manner in which the rents are then subject to escalation and the time the particular rate under consideration became or will become effective. If a monetary or other material default under this Lease on the part Tenant is continuing beyond any notice and grace period as of the date Tenant exercises this extension option or as of the Expiration Date of the then current lease Term, Landlord may at its option and in its sole discretion, declare this extension option void and of no further force or effect. If Landlord and Tenant enter into any amendment to this Lease extending the Term thereof, other than pursuant to Tenant’s exercise of its first 3-year extension option provided for above, then, unless such amendment expressly provides otherwise, this Section shall apply to each Extension Period with respect thereupon be deemed terminated and of no further force or effect. Upon the timely exercise of an extension option, at the request of either party the parties hereto will enter into an appropriate amendment to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to Lease incorporating the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseextension.

Extension Options. Landlord agrees that Subject to Subsections B and D below, Tenant shall have, and it is hereby granted, two (2) successive options (the “Extension Options”) to may at its option extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty for four (1204) day successive periods of five (5) years each. Each such period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”)is called a "Renewal Term", and Tenant may exercise the first such option at any time until five (5) year period is called the expiration "First Renewal Term," the second such five (5) year period is called the "Second Renewal Term," the third such five (5) year period is called the "Third Renewal Term," and the fourth such five (5) year period is called the "Fourth Renewal Term". Notwithstanding the foregoing, the duration of said thirty one (301) day period. It is the intention of the parties to avoid forfeiture Renewal Terms may be reduced in accordance with the provisions of Tenant’s rights to extend Subsection 32D below. Each Renewal Term shall be upon the Term under any of the options set forth same terms contained in this Lease through inadvertent failure excluding the provisions of Appendixes C and J of this Lease and except for the payment of Base Rent during the Renewal Term; and any reference in the Lease to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any "Term" of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term Lease shall be extended automatically from month deemed to month upon all the terms include any Renewal Term and conditions then in effectapply thereto, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Periodunless it is expressly provided otherwise. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further additional extension or additional right renewal options. A. The Base Rent during a Renewal Term shall be ninety-five percent (95%) of the Market Rate (defined hereinafter) for such space for a term commencing on the first day of the Renewal Term in question. "Market Rate" shall mean the then prevailing fair market rental rate (projected to renew or extend this Lease.the commencement date of the applicable Renewal Term) that would be agreed to by a landlord and a comparable tenant (including comparable size and creditworthiness) for comparable space at a comparable, first class building located within the Geographic Area (including other buildings in the Development), each of whom is willing, but neither of whom is compelled, to enter into a lease transaction for a comparable term commencing on the first day of the Renewal Term, taking into account all other relevant factors, including without limitation the following: (i) rental for comparable premises in comparable existing buildings within the Geographic Area (taking into consideration, without limitation, annual escalations; definition of net rentable area; age and location of the applicable buildings; and location and/or floor level within the applicable building); (ii) the rentable area of the premises being leased; (iii) the length of the pertinent rental term;

Extension Options. Landlord agrees that Tenant Seller shall have, and it is hereby granted, have two (2) successive options (the “Extension Options”) to extend the Term as Facility Expiration Date from the Initial Facility Expiration Date to any Property Location the anniversary of such date in the succeeding year (or Property Locationsif such day is not a Business Day, the immediately succeeding Business Day) (such date, the “First Extended Facility Expiration Date”) and from the First Extended Facility Expiration Date to the anniversary of such date in Tenant’s sole discretionthe succeeding year (or if such day is not a Business Day, for a period of ten the immediately succeeding Business Day) (10such date, the “Second Extended Facility Expiration Date”) years (each (individuallysuch extension period, an “Extension Period”, and collectively, the “Extension PeriodsTerm”); provided, that the exercise of each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease extension option by Seller shall apply to each Extension Period with respect be subject to the Property Locations that Tenant elects following conditions precedent: (i) Seller shall have delivered to extend, except that Base Rent Buyer a written notice to extend the then effective Facility Expiration Date not less than thirty (as defined in Section 2.01 below30) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent not more than ninety (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended90) no later than one hundred twenty (120) calendar days prior to the end then effective Facility Expiration Date (which notice may be revoked by Seller at any time prior to the then effective Facility Expiration Date), (ii) on the first day of the initial Term of this Lease each Extension Term, (x) no monetary or the prior Extension Period, as the case may benon-monetary Default has occurred and is continuing; provided, howeverthat notwithstanding the foregoing, that if Tenant such non-monetary Default is susceptible of cure and Seller is working diligently to cure such non-monetary Default, then Seller shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights be permitted to extend the Term Facility Expiration Date so long as such non-monetary Default is cured by the end of any cure period granted under any Article 13(a) of this Agreement, (y) no Event of Default has occurred and is continuing and (z) no unsatisfied Margin Deficit then exists for which a Margin Call Notice has been delivered, (iii) by not later than the first day of each Extension Term, Seller shall have paid to Buyer the Extension Fee then due and payable, (iv) the then applicable Minimum Portfolio Purchase Price Debt Yield is satisfied, (v) if the Purchase Price Debt Yield for the Centerview Purchased Asset is less than 14.3%, Seller shall have made a cash payment to Buyer in reduction of the options set forth Purchase Price of the related Transaction in this Lease through inadvertent failure an amount which, after application of such amount to give the extension notice within reduction of the time limits prescribed. Accordinglyoutstanding Purchase Price, will cause the Purchase Price Debt Yield for the Centerview Purchased Asset to be greater than or equal to 17.9%, and (vi) the representations and warranties made by Seller in Article 9 (other than those contained in Article 9(s) relating to Purchased Assets subject to other Transactions) shall be true and correct in all material respects on the first day of each Extension Term with the same force and effect as if made on and as of such date (or, if Tenant shall fail any such representation or warranty is expressly stated to give an extension notice have been made as of a specific date, as of such specific date); provided, that, notwithstanding the foregoing, with respect to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30this Article 3(h)(vi) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extendonly, the Term representation and warranty made pursuant to Article 9(o) shall be extended automatically from month made excluding any reference to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one “(or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseprospects)”.

Extension Options. Landlord agrees that Provided no Event of Default exists, Tenant shall have, and it is hereby granted, may renew this Lease for two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period additional periods of ten (10) five years each on the same terms provided in this Lease (individually, an “Extension Period”, and collectively, the “Extension Periods”except as set forth below), each such Extension Period by delivering written notice of the exercise thereof to begin respectively upon Landlord not later than six months before the expiration of the initial Term in question. On or before the prior Extension Period, as the case may be. All commencement date of the termsextended Term in question, covenants Landlord and provisions of Tenant shall execute an amendment to this Lease shall apply to each Extension Period with respect to extending the Property Locations that Tenant elects to extendTerm on the same terms provided in this Lease, except that as follows: (a) The Base Rent (as defined in Section 2.01 below) payable for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of month during each such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the extended Term shall be extended automatically from month to month upon all the terms and conditions then fair market rental rate (the “Fair Market Rental Rate”) for the time period such determination is being made for space in effect, except that Monthly Base Rent shall be increased similar buildings in accordance with Article 8, and in no event shall the Term extend beyond the last date vicinity of the last Extension Period. Upon Building of comparable age, quality and condition for space of equivalent quality, size, utility and location, with the failure length of the extended Term and the credit standing of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, be taken into account; (b) Tenant shall have no further renewal options (other than those set forth herein) unless expressly granted by Landlord in writing; and (c) Landlord shall lease to Tenant the Premises in their then-current condition, and Landlord shall not provide to Tenant any allowances (e.g., moving allowance, construction allowance, and the like) or additional other lessee inducements, unless any such allowances were included when determining the Fair Market Rental Rate. Within 30 days after receipt of Tenant’s written notice to renew, Landlord shall deliver to Tenant written notice of the Fair Market Rental Rate and shall advise Tenant of the required adjustment to Base Rent, if any, and the other terms and conditions offered. Tenant shall, within ten business days after receipt of Landlord’s notice, notify Landlord in writing whether Tenant accepts or rejects Landlord’s determination of the Fair Market Rental Rate. If Tenant rejects Landlord’s determination of the Fair Market Rental Rate and timely notifies Landlord thereof, Tenant may, in its notice to Landlord, require that the determination of the Fair Market Rental Rate be made by brokers. In such event, within ten days thereafter, each party shall select a qualified commercial real estate broker with at least ten years experience in appraising property and buildings in the city or submarket in which the Premises are located. The two brokers shall give their opinion of prevailing rental rates within 20 days after their retention. In the event the opinions of the two brokers differ and, after good faith efforts over the succeeding 20 day period, they cannot mutually agree, the brokers shall immediately and jointly appoint a third broker with the qualifications specified above. This third broker shall immediately (within five days) choose either the determination of Landlord’s broker or Tenant’s broker and such choice of this third broker shall be final and binding on Landlord and Tenant. Each party shall pay its own costs for its real estate broker. Following the determination of the Fair Market Rental Rate by the brokers, the parties shall equally share the costs of any third broker. The parties shall immediately execute an amendment as set forth above. If Tenant fails to timely notify Landlord in writing that Tenant accepts or rejects Landlord’s determination of the Fair Market Rental Rate, time being of the essence with respect thereto, Tenant’s rights under this Exhibit shall terminate and Tenant shall have no right to renew or extend this Lease. Tenant’s rights under this Section 31 shall terminate if (1) this Lease or Tenant’s right to possession of the Premises is terminated, or (2) Tenant fails to timely exercise its option under this Exhibit, time being of the essence with respect to Tenant’s exercise thereof. Tenant’s rights under this Section 31 are personal to Tenant and may only be exercised by Tenant or a Permitted Transferee.

Extension Options. Landlord agrees Provided that as of the date of the notice specified below, Tenant shall haveis not in default in the payment or performance of its obligations under this Lease after receiving any notice required under this Lease and beyond any applicable grace periods, and it is hereby granted, has not previously been in monetary default of its obligations under this Lease beyond any applicable grace period during the two (2) successive options (years prior to the “Extension Options”) date of such notice, Tenant shall have the right to extend the Term as to any Property Location term of this Lease for one or Property Locations, in Tenant’s sole discretion, for a period both of ten two additional periods of five (105) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”)each, each such Extension Period period to begin respectively immediately upon the expiration of the initial Term then current term (the "Extended Term" or the prior Extension Period, as the case may be"Extended Terms"). All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, such Extended Term except that (i) Base Operating Costs and Base Taxes shall be adjusted to reflect a current base year for Operating Costs and Taxes, and (ii) the Annual Fixed Rent (as defined in Section 2.01 below) Rate for each such Extended Term shall be the market rate at the commencement of each of the Extension Periods Extended Terms. The "market rate" shall continue be the annual fair market rental rate during the Extended Term, for leases, on terms and conditions (other than Fixed Rent but including any such adjusted Base Operating Costs and Base Taxes) comparable to be adjusted pursuant this Lease, for a term of five years, for space of similar size to the terms Premises (but not in no event less than 10,000 square feet) and of Sections 1.04 an age, quality, condition, amenities and 2.01 below, payable location comparable to the Premises and the Building in equal monthly installments as Monthly Base Rent (as defined in Section 2.01)the Woburn market area. In order If Tenant shall elect to exercise either or both of the Extension Optionsaforesaid options, Tenant it shall give do so by giving Landlord notice in writing of such exercise (which notice shall identify the Property Locations that are its intention to be extended) no do so not later than one hundred twenty (120) days 12 months prior to the end expiration of the initial Term of this Lease or the prior Extension Periodthen current term, as the case may be; provided. If Tenant gives such notice, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice extension of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give shall be automatically effected without the extension notice within execution of any additional documents. The original term and the time limits prescribedExtended Terms are hereinafter collectively called the "term". Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty Within fifteen (3015) days following receipt of such notice by ▇▇▇▇▇▇, Landlord shall give notice to Tenant setting forth Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date 's determination of the last Extension Periodmarket rate for the Extended Term in question. Upon Within fifteen (15) days following receipt of Landlord's notice Tenant shall either propose its determination of the failure market rate by giving notice thereof to Landlord or shall accept Landlord's determination. Failure on the part of Tenant to exercise one or any give such notice of its determination shall bind Tenant to Landlord's determination. If Tenant proposes its determination of the options herein market rate, then Landlord and Tenant shall meet for the purpose of reaching agreement. If the parties have been unable to reach agreement within fifteen (15) days following ▇▇▇▇▇▇'s notice to Landlord of its determination, then Tenant's exercise shall be deemed revoked and its exercise of the aforesaid option shall be rendered ineffective unless, within fifteen (15) days thereafter, Tenant shall call for arbitration by written notice to Landlord. If the Tenant calls for arbitration, then the market rate shall be submitted to arbitration as follows: The market rate shall be determined by impartial arbitrators, one to be chosen and paid for by the Landlord, one to be chosen and paid for by ▇▇’s Notice▇▇▇▇, and a third to be selected, if necessary, as below provided. The unanimous written decision of the two first chosen, without selection and participation of a third arbitrator, or otherwise, the written decision of a majority of three arbitrators chosen and selected as aforesaid, shall be conclusive and binding upon Landlord and Tenant. Landlord and Tenant shall each notify the other of its chosen arbitrator within ten (10) days following the call for arbitration and, unless such two arbitrators shall have reached a unanimous decision within thirty (30) days after their designation, they shall so notify the then President of the Boston Bar Association and request him to select an impartial third arbitrator. All such arbitrators shall be brokers or appraisers with at least ten years of experience in appraising or valuing properties of the general location, type and character as the Property who is either a Senior Real Property Appraiser of the Society of Real Estate Appraisers or a member of the Appraisal Institute (or any successor organization). Such third arbitrator and the first two chosen shall hear the parties and their evidence and render their decision within thirty (30) days following the appointment of the third arbitrator and notify Landlord and Tenant thereof. Landlord and Tenant shall share equally the expense of the third arbitrator (if any). If the dispute between the parties as to a market rate has not been resolved before the commencement of the Extended Term, then Tenant shall pay Fixed Rent under the Lease based upon the rate then in effect at the expiration of the then current term until either the agreement of the parties as to the market rate or the decision of the arbitrators, as the case may be, at which time Tenant shall pay any underpayment of Fixed Rent to Landlord, or Landlord shall refund any overpayment of Fixed Rent to Tenant. In any event, upon expiration of the last of Annual Fixed Rent Rate for the Extended Terms shall not be less than the Annual Fixed Rent Rate in effect immediately prior to each such Extension Periods, Tenant shall have no further or additional right to renew or extend this LeaseExtended Term.

Extension Options. Landlord agrees that Tenant shall have, and it is hereby granted, two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as hereinafter defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇Landlord’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Lease.

Extension Options. Landlord agrees that Tenant shall have, and it is hereby granted, two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, with respect to such Property Location or Property Locations, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and Section 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension PeriodPeriod with respect to such Property Location or Property Locations, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant 1 20 years from date of Lease. 2 15 years from date of Lease. either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term for the applicable Property Location or Property Locations, as the case may be, shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term for any Property Location extend beyond the last date of the last Extension PeriodPeriod applicable to such Property Location. Upon the failure of Tenant to exercise one or any of the options herein regarding any Property Location following ▇▇▇▇▇▇▇▇Landlord’s Notice, and, in any event, upon expiration of the last of such Extension PeriodsPeriods with respect to such Property Location, Tenant shall have no further or additional right to renew or extend this LeaseLease with respect to such Property Location.

Extension Options. (a) Subject to the terms of this Section 38, Landlord agrees that hereby grants to Tenant shall have, and it is hereby granted, two (2) successive options (the “Extension OptionsOption(s)”) to extend the Term as of this Lease with respect to any Property Location or Property Locations, in Tenant’s sole discretion, the entire Premises and only the entire Premises then being leased by Tenant for a period two (2) additional periods of ten five (105) years each (individually, an “Extension Period”, and collectively, the “Extension PeriodsOption Terms”), each such Extension Period to begin respectively upon on the expiration of the initial Term or the prior Extension Period, as the case may be. All of the same terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (conditions as defined in Section 2.01 below) provided for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give during the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effectinitial Term, except that Monthly Base Rent shall be increased established based upon the “fair market rental rate” for the Premises for each Option Term as defined and determined in accordance with Article 8the provisions of this Section 38 below. (b) An Extension Option must be exercised, if at all, by written notice (“Extension Notice”) delivered by Tenant to Landlord no earlier that three hundred sixty (360) days and no later than two hundred seventy (270) days prior to the Lease expiration of the initial Lease term or the first Option Term, as applicable. (c) The term “fair market rental rate” as used in this Addendum shall mean the annual amount per rentable square foot, which as of the date of determination is projected for and throughout the Option Term to be acceptable to a willing, non-equity, renewal or non-renewal tenant of credit worthiness comparable to Tenant (excluding sublease and assignment transactions), and a willing landlord of a Comparable Project in South Orange County (the “Comparison Area”), in an arm’s length transaction (what Landlord has accepted in recent transactions for the Building shall be considered for purposes of determining rent for the applicable Option Term), for space of one full floor or greater in size, comparable in quality and floor height as the leased area at issue taking into account the age and layout of the existing improvements in the leased area at issue and taking into account items that professional real estate brokers customarily consider, including, but not limited to, rental rates, office space availability, tenant size, tenant improvement allowances, abatements, free rent, concessions, operating expenses and other additional rent charges and allowance, parking charges, and any other lease considerations, if any, then being charged or granted by Landlord or the lessors of such similar office buildings. (d) Landlord shall provide written notice of Landlord’s determination of the fair market rental rate within ninety (90) days following the exercise by Tenant of the applicable Extension Option. Tenant shall have ten (10) days (“Tenant’s Review Period”) after receipt of Landlord’s notice of the fair market rental rate within which to accept such fair market rental rate or to reasonably object thereto in writing. Failure of Tenant to so object to the fair market rental rate submitted by Landlord in writing within Tenant’s Review Period shall conclusively be deemed Tenant’s objection thereto. If Tenant reasonably objects to or is deemed to have objected to the fair market rental rate submitted by Landlord, Landlord and Tenant will meet to present and discuss their individual determinations of the fair market rental rate for the Premises under the parameters set forth in Section 38(c) above and shall diligently and in good faith attempt to negotiate a rental rate on the basis of such individual determinations. Such meeting shall occur no later than ten (10) business days after Tenant objects to the fair market rental submitted by Landlord. The Parties shall each provide the other with such supporting information and documentation as they deem appropriate. At such meeting if Landlord and Tenant are unable to agree upon the fair market rental rate, they shall each submit to the other their respective best and final offer as to the fair market rental rate. If Landlord and Tenant fail to reach agreement on such fair market rental rate within five (5) business days following such a meeting (the “Outside Agreement Date”), Tenant’s Option will be deemed null and void unless Tenant demands appraisal by written notice to Landlord within five (5) business days thereafter, in which event each party’s determination shall be submitted to appraisal in accordance with the Term extend beyond provisions below. (i) Landlord and Tenant shall each appoint one M.A.I. member appraiser who has been active over the last five (5) year period ending on the date of such appointment in the appraising of mid- to high-rise office space in the Comparison Area. Each such appraiser will be appointed within thirty (30) days after the Outside Agreement Date. (ii) The two (2) appraisers so appointed will within fifteen (15) days of the date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration appointment of the last appointed appraiser agree upon and appoint a third appraiser who shall be qualified under the same criteria set forth herein above for qualification of the initial two (2) appraisers. (iii) The determination of the appraisers shall be limited solely to the issue of whether Landlord’s or Tenant’s last proposed (as of the Outside Agreement Date) best and final fair market rental rate for the Premises is the closest to the actual new fair market rental rate for the Premises as determined by the appraisers, taking into account the requirements of paragraph (c) above and this paragraph (d) regarding same. (iv) The three (3) appraisers shall within thirty (30) days of the appointment of the third appraiser reach a decision as to whether the Parties shall use Landlord’s or Tenant’s submitted best and final fair market rental rate, and shall notify Landlord and Tenant thereof. During such Extension Periodsthirty (30) day period, Landlord and Tenant may submit to the appraisers such information and documentation to support their respective positions as they shall deem reasonably relevant and Landlord and Tenant may each appear before the appraisers jointly to question and respond to questions from the appraisers. (v) The decision of the majority of the three (3) appraisers shall be binding upon Landlord and Tenant and neither party shall have no further or additional the right to renew reject the decision or extend to undo the exercise of the applicable Option, and such decision shall be used to establish the rental rate for the Option Term. The cost of each party’s appraiser shall be the responsibility of the party selecting such appraiser, and the cost of the third appraiser shall be shared equally by Landlord and Tenant. (vi) If either Landlord or Tenant fails to appoint an appraiser within the time period in paragraph (d)(i) herein above, the appraiser appointed by one of them shall within thirty (30) days following the date on which the party failing to appoint an appraiser could have last appointed such appraiser reach a decision based upon the same procedures as set forth above (i.e., by selecting either Landlord’s or Tenant’s submitted best and final fair market rental rate), notify Landlord and Tenant thereof and such appraiser’s decision shall be binding upon Landlord and Tenant. (vii) If the two (2) appraisers fail to agree upon and appoint a third appraiser, either party, upon ten (10) days written notice to the other party, can apply to the American Arbitration Association to appoint a third appraiser meeting the qualifications set forth herein. The third appraiser, however, selected shall be a person who has not previously acted in any capacity for either party. (viii) In the event that the new Monthly Base Rent is not established prior to end of the initial Term of the Lease or applicable Option Term, the Monthly Base Rent payable immediately prior to the commencement of the applicable Option Term shall be the average of Landlord and Tenant’s submitted best and final fair market rate offers. Notwithstanding the above, once the fair market rental is determined in accordance with this Leasesection, the Parties shall settle any overpayment on the next Monthly Base Rent payment date falling not less than thirty (30) days after such determination and shall enter into an amendment to this Lease confirming the terms of the determination.

Extension Options. Landlord agrees that Tenant shall havecontinue to have the option rights set forth in Rider No. 1 attached to the Original Lease; provided, and it is hereby grantedhowever, (a) Tenant shall have two (2) successive options Extension Options for two (the “Extension Options”2) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period additional periods of ten five (105) years each (individuallyin lieu of Tenant’s existing extension option rights), a. Tenant may only exercise such Extension Options as to all of the Tenant Premises collectively (inclusive of the Current Premises and the Second Expansion Space), an “Extension Period”if at all, and collectively(c) for purposes of determining the “fair market rental rate” (as defined in Rider No. 2 to the Original Lease) in connection with the Extension Options, the “Extension Periods”), each such Extension Period to begin respectively upon fair market rental rate shall be determined based on the expiration higher of fair market office use rents or fair market life science/lab use rents. Section 19 of the initial Term or First Amendment is hereby deleted in its entirety. In the prior Extension Period, as event Landlord and Tenant fail to reach agreement on the case may be. All of fair market rental rate by the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent Outside Agreement Date (as defined in Section 2.01 below) 2 of Rider No. 2 to the Original Lease), then the fair market rental rate for each of the Extension Periods applicable option term shall continue to be adjusted determined pursuant to the terms Section 3 of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01)Rider No. In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; 2 provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term there shall be extended automatically from month two appraisals performed; one appraisal will be to month upon all determine the fair market rental rate for office use and the other appraisal will be to determine the fair market rental rate for life science/lab use. The appraisal for the fair market rental rate for the office use rents shall be performed in accordance with the terms and conditions then in effect, of such Section 3 except that Monthly Base Rent the phrase, “Torrey Hills area” in Section 1 of Rider No. 2 is deemed changed to “Market Area” (as defined below). The appraisal for the fair market rental rate for life science/lab use rents shall be increased performed in accordance with Article 8, and in no event Section 3 of Rider No. 2 provided that (i) the M.A.I. appraiser shall be one who has been active over the Term extend beyond five (5) year period ending on the last date of such appointment in the last Extension Periodleasing of life science/lab properties in the Torrey Hills, Del Mar Heights, Sorrento Mesa and UTC market areas (collectively, the “Market Area”); and (ii) the references in Rider No. Upon 2 to comparable quality office buildings located in the failure Torrey Hills area shall be deemed changed to first-class, institutional quality life science/lab use buildings located in the Market Area, with the word “institutional” meaning owned by a landlord whose primary business is the ownership and operation of Tenant commercial properties comparable to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, Building in any event, upon expiration of the last of such Extension PeriodsMarket Area. Once the fair market rental rate for office use and for life science/lab use is determined, Tenant shall have no further or additional right to renew or extend this Leasepay the greater of such determined rent amount during the applicable Option Term (including annual adjustments).

Extension Options. (a) Landlord agrees that hereby grants Tenant shall haveoptions to extend the Extended Term (each, and it is hereby granted, an “Extension Option”) for two (2) successive options additional periods of five (5) years each (each, an “Option Term”), commencing immediately after the expiration of the Extended Term, in the case of the first Extension Option, or the expiration of the first Option Term, in the case of the Second Extension Option. Each Extension Option shall be upon the terms and conditions contained in the Lease (as amended hereby), except that (1) the initial Base Monthly Rent for the Premises during each Option Term shall be equal to 95% of the “fair market rent” for the Premises as of the commencement of the applicable Option Term (i.e., the rate that a willing, comparable, new (i.e., non-renewal), non-equity tenant would pay, and that a willing landlord of comparable research and development laboratory space in Richmond, California would accept at arms’ length), determined in the manner set forth in subparagraph (b) below, and (2) Tenant shall not be entitled to the Extended Term Allowance during the Option Terms. The fair market rent shall not take into account any Alterations constructed by Tenant and paid for by Tenant without any reimbursement from Landlord. Tenant“s election to exercise an Extension OptionsOption (“Tenant’s Extension Notice”) must be given to extend Landlord in writing not less than twelve (12) full calendar months prior to the Term expiration of the then current term of the Lease. Notwithstanding anything to the contrary contained herein, an Extension Option exercised by Tenant shall, at Landlord’s option, be null and void and of no further force or effect if Tenant is in default under the Lease (beyond the expiration of all applicable cure and notice periods) as to any Property Location or Property Locations, in of the date of Tenant’s sole discretionExtension Notice for such Extension Option. (b) If Tenant properly exercises an Extension Option, the initial Base Monthly Rent during the applicable Option Term shall be determined in the following manner. Landlord shall advise Tenant in writing of Landlord’s good faith, reasonable determination of the fair market rent (based on the definition of fair market rental set forth above) for the Premises as of the commencement of the applicable Option Term (“Landlord’s Fair Market Proposal”) no less than two hundred seventy (270) days prior to the commencement of the applicable Option Term, provided Landlord’s notification to Tenant of Landlord’s Fair Market Proposal shall specifically state that Tenant shall have one hundred twenty (120) days after receipt of Landlord’s Fair Market Proposal within which to approve or disapprove Landlord’s Fair Market Proposal. If Tenant does not disapprove in writing Landlord’s Fair Market Proposal within one hundred ten (110) days after receipt of Landlord’s Fair Market Proposal, Landlord shall provide Tenant written notice (“Second Notice”) that Tenant’s failure to respond within a period of ten (10) years each days shall be deemed Tenant’s approval of Landlord’s Fair Market Proposal. Tenant’s failure to respond within ten (individually10) days after Landlord’s delivery of the Second Notice shall be deemed to be an approval of Landlord’s Fair Market Proposal and Landlord’s Fair Market Proposal shall be final and binding upon the parties. In the event Tenant timely disapproves in writing Landlord’s Fair Market Proposal, an Landlord and Tenant shall attempt in good faith to agree upon the fair market rent within thirty (30) days of Tenant’s notice of disapproval. If after such thirty (30) day period, Landlord and Tenant have not agreed in writing as to the fair market rent, the parties shall determine the fair market rent in accordance with the procedure set forth below. (i) Within ten (10) days after the expiration of such thirty (30) day period, Tenant shall notify Landlord of the name and address of the broker appointed to represent Tenant (“Extension PeriodTenant’s Broker”). Tenant’s Broker shall be licensed in the State of California, engaged in the brokerage business in the San Francisco-East Bay commercial real estate market for at least the immediately preceding five (5) years, and collectivelyfamiliar with the research and development laboratory market in Richmond, California. Within thirty (30) days of the appointment of Tenant’s Broker’s, Tenant shall advise Landlord in writing of Tenant’s Broker’s good faith, reasonable determination of the fair market rent for the Premises as of the commencement of the applicable Option Term (“Tenant’s Broker’s Fair Market Proposal”). Landlord shall have ten (10) days after receipt of Tenant’s Broker’s Fair Market Proposal within which to approve or disapprove Tenant’s Broker’s Fair Market Proposal. In the event Landlord disapproves in writing Tenant’s Broker’s Fair Market Proposal, Landlord and Tenant shall attempt in good faith to agree upon the fair market rent within thirty (30) days of Landlord’s notice of disapproval. If after such thirty (30) day period, Landlord and Tenant have not agreed in writing as to the fair market rent, the “Extension Periods”)parties shall determine the fair market rent in accordance with the procedure set forth below. (ii) If Landlord and Tenant are unable to agree upon the fair market rent within such second (2nd) thirty (30)-day period, each Landlord and Tenant’s Broker shall, within ten (10) days thereafter, appoint a third broker meeting the qualifications set forth above with the added qualification that such Extension Period third broker shall not have previously acted for either Landlord or Tenant. Within thirty (30) days following the appointment of the third broker, the third broker shall deliver his or her written determination of the fair market rent to begin respectively upon Landlord and Tenant. If the third broker’s determination of fair market rent falls between Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal, the third broker’s determination shall be deemed to be the fair market rent for purposes of determining the initial Base Monthly Rent for the Premises for the applicable Option Term. If the third broker’s determination falls outside of Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal, whichever of Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal most closely reflects the fair market rent as determined by the third broker shall be deemed to be the fair market rent for purposes of determining the initial Base Monthly Rent for the Premises for the applicable Option Term, and such determination shall be binding on both Landlord and Tenant. Tenant shall pay all costs, commissions and fees of Tenant’s Broker in connection with such determination of the fair market rent. The costs and fees of the third broker shall be paid one-half by Landlord and one-half by Tenant. (c) If the amount of the fair market rent has not been determined in accordance with this Section 8 as of the commencement of the applicable Option Term, then Tenant shall continue to pay the Base Monthly Rent in effect at the expiration of the initial Extended Term or the prior Extension Periodexpiration of the first Option Term, as applicable, until the case may be. All amount of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01)fair market rent is determined. In order to exercise the Extension OptionsWhen such determination is made, Tenant shall give pay any deficiency to Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after such determination or Landlord shall have given credit any overpayment by Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of against Tenant’s rights to extend next accruing rent under the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. AccordinglyLease, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty as appropriate. (30d) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the The Base Monthly Rent payable hereunder during each Option Term shall be extended automatically from month to month upon all increased by two percent (2%) on each anniversary of the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last commencement date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseapplicable Option Term.

Extension Options. Landlord agrees that Tenant shall have, and it is hereby granted, two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, with respect to such Property Location or Property Locations, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and Section 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension PeriodPeriod with respect to such Property Location or Property Locations, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not PHIL1 681004v.14 intend to exercise said option to extend, the Term for the applicable Property Location or Property Locations, as the case may be, shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term for any Property Location extend beyond the last date of the last Extension PeriodPeriod applicable to such Property Location. Upon the failure of Tenant to exercise one or any of the options herein regarding any Property Location following ▇▇▇▇▇▇▇▇Landlord’s Notice, and, in any event, upon expiration of the last of such Extension PeriodsPeriods with respect to such Property Location, Tenant shall have no further or additional right to renew or extend this LeaseLease with respect to such Property Location .

Extension Options. Landlord agrees that Tenant Seller shall have, and it is hereby granted, have two (2) successive options (the “Extension Options”) to extend the Term as Facility Expiration Date from the Initial Facility Expiration Date to any Property Location the anniversary of such date in the succeeding year (or Property Locationsif such day is not a Business Day, the immediately succeeding Business Day) (such date, the “First Extended Facility Expiration Date”) and from the First Extended Facility Expiration Date to the anniversary of such date in Tenant’s sole discretionthe succeeding year (or if such day is not a Business Day, for a period of ten the immediately succeeding Business Day) (10such date, the “Second Extended Facility Expiration Date”) years (each (individuallysuch extension period, an “Extension Period”, and collectively, the “Extension PeriodsTerm”); provided, that the exercise of each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease extension option by Seller shall apply to each Extension Period with respect be subject to the Property Locations that Tenant elects following conditions precedent: (i) Seller shall have delivered to extend, except that Base Rent Buyer a written notice to extend the then effective Facility Expiration Date not less than thirty (as defined in Section 2.01 below30) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent not more than ninety (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended90) no later than one hundred twenty (120) calendar days prior to the end then effective Facility Expiration Date (which notice may be revoked by Seller at any time prior to the then effective Facility Expiration Date), (ii) on the first day of the initial Term of this Lease each Extension Term, no monetary or the prior Extension Period, as the case may benon-monetary Default has occurred and is continuing; provided, howeverthat notwithstanding the foregoing, that if Tenant such non-monetary Default is susceptible of cure and Seller is working diligently to cure such non-monetary Default, then Seller shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights be permitted to extend the Facility Expiration Date so long as such non-monetary Default is cured by the end of any cure period granted under Article 13(a) of this Agreement, (y) no Event of Default has occurred and is continuing and (z) no unsatisfied Margin Deficit then exists for which a Margin Call Notice has been delivered, (iii) by not later than the first day of each Extension Term, Seller shall have paid to Buyer the Extension Fee then due and payable, (iv) the then applicable Minimum Portfolio Purchase Price Debt Yield is satisfied and (v) the representations and warranties made by Seller in Article 9 (other than those contained in Article 9(s) relating to Purchased Assets subject to other Transactions) shall be true and correct in all material respects on the first day of each Extension Term under any with the same force and effect as if made on and as of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordinglysuch date (or, if Tenant shall fail any such representation or warranty is expressly stated to give an extension notice have been made as of a specific date, as of such specific date); provided, that, notwithstanding the foregoing, with respect to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30this Article 3(h)(v) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extendonly, the Term representation and warranty made pursuant to Article 9(o) shall be extended automatically from month made excluding any reference to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one “(or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseprospects)”.

Extension Options. Landlord agrees that Tenant shall havehave two options (each, and it is hereby grantedan "Extension Option") to extend further the Extension Term for all of the Premises as of the then expiration date of the Extension Term, for two (2) successive options additional periods of five (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (105) years each (individuallyeach, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively "Option Term") upon the following terms and conditions: A. Tenant gives Landlord written notice of its exercise of said Extension Option at least nine (9) months prior to the then expiration of the initial Term Extension Term. B. No Event of Default is then continuing either on the date Tenant delivers the notice required under Section 4A above or at any time thereafter prior to the prior Extension Period, as commencement of the case may be. Option Term. C. All of the terms, covenants terms and provisions of the Lease (except this Lease Section 4) shall apply to each Extension Period with respect be applicable to the Property Locations that Tenant elects to extendOption Term, except that Base Rent for the Option Term shall be determined as follows: Base Rent for the Option Term shall be equal to Landlord's determination of the Fair Value (as defined hereinafter defined). For purposes of this Amendment, "Fair Value" shall mean Landlord's determination, utilizing its reasonable judgment, of an annual amount per rentable square foot for a term equivalent to the period for which Fair Value is being determined beginning with the first (1/st/) day of the subject period that a willing, creditworthy, new non-equity tenant leasing comparable space to Tenant's would pay and a willing, comparable landlord of an industrial building comparable to the Building in Section 2.01 belowthe Chicago metropolitan area (hereinafter referred to as the "Market") would accept at arm's length, giving appropriate consideration to terms of the Lease, as amended hereby, annual rental rate per rentable square foot, rental escalations (including type, base year and stops), length of lease term, size and location of the premises being leased, and other generally applicable terms and conditions prevailing for each comparable space in comparable buildings located in the Market. In the event that Tenant does not agree in writing to Landlord's determination of Fair Value prior to the date which is seven (7) months prior to the then expiration of the Extension Periods shall continue to be adjusted pursuant to the terms Term ("Option Expiration Date"), then Tenant's exercise of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension OptionsOption shall be deemed null and void and this Section 4 shall be deemed null and void unless Tenant, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension PeriodOption Expiration Date, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord in writing that it does not intend to exercise said option to extend, Tenant will agree that Base Rent for the Option Term shall be extended automatically from month to month upon all One Hundred Two percent (102%) of the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond for the last date year of the last then Extension Period. Upon Term and shall increase by two percent (2%) each July 1 thereafter during the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this LeaseOption Term.

Extension Options. Landlord agrees that (a) Tenant shall havehave the right, and it is hereby grantedat its option, two (2) successive options (the “Extension Options”) to extend the Term as term of this Lease for the Extension Period(s) upon the same terms, covenants and conditions herein set forth; provided, however, that the Minimum Rent for the first Lease Year of each Extension Period shall be increased to any Property Location the greater of (i) the market rate then being charged for similar space in the Shopping Center or Property Locations, in Tenant’s sole discretion, (ii) the Minimum Rent for a period of ten the preceding Lease Year increased by three percent (10) years each (individually, an “Extension Period”, and collectively3%). Thereafter, the “Extension Periods”), Minimum Rent for each such successive Lease Year during each Extension Period shall be an amount equal to begin respectively upon the Minimum Rent for the last preceding Lease Year, increased by three percent (3%) per annum. In order to exercise the Extension Option, Tenant shall be required to give written notice of its intention to extend at least six (6) months but not more than nine (9) months prior to the Lease Termination Date, or expiration of the initial Term or the prior then current Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease Failure to deliver timely notice as required above shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of cause the Extension Periods Option, and all remaining Extension Options, to lapse and be of no further force and effect. Further, if Tenant shall continue to be adjusted pursuant to in default of the terms of Sections 1.04 and 2.01 belowthis Lease, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order Tenant shall not have the right to exercise the Extension OptionsOption and if Tenant shall default hereunder after such right has been exercised but within the six (6) month period preceding the Extension Period such election shall, at Landlord’s option, be null and void. (b) In the event that Tenant shall dispute Landlord’s determination of the market rate of rent being charged for similar space pursuant to the paragraph above, Tenant shall give notice to Landlord notice of such exercise within ten (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (12010) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights receipt of such Landlord’s determination, and the market rate shall be determined as follows: The market rate shall be determined by a single arbitrator appointed in accordance with the American Arbitration Association Real Estate Valuation Arbitration Proceeding Rules. Such arbitrator shall be impartial and shall have not less than ten (10) year’s experience in the County where the Shopping Center is located, in a calling related to extend the Term under any leasing of commercial space in premises comparable to the Shopping Center. Within fifteen (15) days following the appointment of such arbitrator each party shall submit a report setting forth its determination of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any market rate of the Extension PeriodsLeased Premises for the applicable term, and if Landlord together with such other information as such party shall fail to give Landlord’s Notice to Tenantdeem relevant. The arbitrator shall, then until the expiration of within thirty (30) days following Landlord’s Noticesuch hearing and submission of evidence render his decision by selecting the determination of market rate then being charged for similar space in the Shopping Center. It is expressly understood that such arbitrator shall have no power or authority to select any market rate other than the market rate submitted by Landlord or Tenant, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, and the Term decision of such arbitrator shall be extended automatically from month final and binding upon the Landlord and Tenant. Prior to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date determination of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periodsarbitrator, Tenant shall have no further pay Minimum Rent in an amount equal to the Landlord’s determination of market rate submitted to Tenant pursuant to this Section, and following the arbitrator’s final determination, the amount of any overpayment or additional right to renew or extend this Leaseunderpayment shall be adjusted between the parties on demand. The cost of arbitration shall be borne by the party whose determination of Market Rate is not selected by the arbitrator.

Extension Options. Landlord agrees (i) [Reserved]. (ii) The Borrower may, from time to time, request that Tenant shall haveall or a portion of the Revolving Commitments existing at the time of such request (each, an “Existing Commitment”, and it is hereby grantedLoans related thereto, two “Existing Loans”) of any Class (an “Existing Class”) be converted to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Existing Loans (any such Existing Loans which have been so extended, “Extended Loans”, and any such Existing Commitments so extended, “Extended Commitments”). Prior to entering into any Extension Amendment with respect to any Extended Commitments, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Existing Class and which such request shall be offered equally to all such Lenders) (an “Extension Request”) setting forth the proposed terms of the Extended Commitments to be established thereunder, which terms shall be identical to the Revolving Commitments of the Existing Class from which they are to be extended except that (w) the scheduled final termination date of such Extended Commitments may be delayed to later dates than the scheduled final termination date of such Existing Class, (x) (A) the interest rates, interest margins, rate floors and upfront fees with respect to the Extended Commitment may be different than those for the Existing Commitments and/or (B) additional fees may be payable to the Lenders providing such Extended Commitments in addition to or in lieu of any of the items contemplated by the preceding clause (A), in each case, to the extent provided in the applicable Extension Amendment, (y) (A) the undrawn revolving commitment fee rate with respect to such Extended Commitments may be different than such rate for such Existing Commitments and (B) the Extension Amendment may provide for other covenants and terms that apply to any period after the latest Revolving Termination Date in effect prior to giving effect to such Extension Amendment, and (z) the terms of any Extended Commitments may also contain other differences from the Existing Class from which they are to be extended as are approved by the Administrative Agent, acting reasonably, so long as such differences are not material and not adverse to the Lenders of such Existing Class; provided, that, notwithstanding anything to the contrary in this Section 2.22(b) or otherwise, (1) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments as set forth in Section 2.6, treatment of which may be agreed between the Borrower and the Lenders relating to an Extension Series, or upon the Revolving Termination Date of a Class of Revolving Commitments) of Loans with respect to any Extended Commitments shall be made on a pro rata basis with any borrowings and repayments of the Existing Loans of the Class of Existing Commitments from which they were extended (the mechanics for which may be implemented through the applicable Extension Amendment and may include technical changes related to the borrowing, replacement letter of credit and swingline procedures of such Class of Existing Commitments) and (2) successive options (assignments and participations of Extended Commitments and Extended Loans shall be governed by the “Extension Options”) same assignment and participation provisions applicable to extend the Term as Existing Classes set forth in Section 10.6. No Lender shall have any obligation to agree to have any of its Revolving Commitments of any Existing Class converted into Extended Commitments pursuant to any Property Location or Property Locations, in Tenant’s sole discretion, for Extension Request. Any Extended Commitments of any Extension Series shall constitute a period separate Class of Revolving Commitments from the Existing Class from which they were converted and from any other Existing Commitments. (iii) The Borrower shall provide the applicable Extension Request at least ten (10) years Business Days prior to the date on which Lenders under the applicable Existing Class or Existing Classes are requested to respond, and shall agree to such procedures, if any, as may be established by, or acceptable to, the Administrative Agent, in each case acting reasonably, to accomplish the purpose of this Section 2.22(b). Any Lender (individually, an “Extending Lender”) wishing to have all or a portion of its Revolving Commitments of the Existing Class or Existing Classes subject to such Extension Request converted into Extended Commitments shall notify the Administrative Agent (an “Extension PeriodElection”) on or prior to the date specified in such Extension Request of the amount of its Revolving Commitments of the Existing Class or Existing Classes subject to such Extension Request that it has elected to convert into Extended Commitments (subject to any minimum denomination requirements imposed by the Administrative Agent); provided, and collectivelythat if any Lenders of an Existing Class fail to respond, such Lenders will be deemed to have declined to extend their Revolving Commitments. In the “event that the aggregate amount of Revolving Commitments of the Existing Class or Existing Classes subject to Extension Periods”)Elections exceeds the amount of Extended Commitments requested pursuant to the Extension Request, Revolving Commitments of the Existing Class or Existing Classes subject to Extension Elections shall be converted to Extended Commitments on a pro rata basis based on the amount of Revolving Commitments included in each such Extension Period Election (subject to begin respectively upon rounding). Notwithstanding the expiration conversion of any Existing Commitment into an Extended Commitment, such Extended Commitment shall be treated identically to all other Revolving Commitments for purposes of the initial Term or obligations of a Lender in respect of Swingline Loans under Section 2.4 and Letters of Credit under Section 3, except that the prior applicable Extension PeriodAmendment may provide that the date on which the Swingline Loan has to be repaid and/or the last day for issuing Letters of Credit may be extended and the related obligations to make Swingline Loans and issue Letters of Credit may be continued (pursuant to mechanics to be specified in the applicable Extension Amendment) so long as the Swingline Lender and/or the applicable Issuing Lender, as applicable, have consented to such extensions (it being understood that no consent of any other Lender shall be required in connection with any such extension). (iv) Extended Commitments shall be established pursuant to an amendment (an “Extension Amendment”) to this Agreement (which, except to the case may be. All of extent expressly contemplated by the terms, covenants and provisions penultimate sentence of this Lease Section 2.22(b)(iv) and notwithstanding anything to the contrary set forth in Section 10.1, shall apply to each Extension Period not require the consent of any Lender other than the Extending Lenders with respect to the Property Locations Extended Commitments established thereby) executed by the Loan Parties, the Administrative Agent and the Extending Lenders. No Extension Amendment shall provide for any tranche of Extended Commitments in an aggregate principal amount that Tenant elects is less than $25,000,000. Notwithstanding anything to extendthe contrary in this Section 2.22(b) and without limiting the generality or applicability of Section 10.1 to any Section 2.22(b) Additional Amendments, except any Extension Amendment may provide for additional terms and/or additional amendments other than those referred to or contemplated above (any such additional amendment, a “Section 2.22(b) Additional Amendment”) to this Agreement and the other Loan Documents; provided, that Base Rent such Section 2.22(b) Additional Amendments are within the requirements of Section 2.22(b)(ii) and do not become effective prior to the time that such Section 2.22(b) Additional Amendments have been consented to (including, without limitation, pursuant to consents applicable to holders of any Extended Commitments provided for in any Extension Amendment) by such of the Lenders, Loan Parties and other parties (if any) as defined may be required in order for such Section 2.01 below2.22(b) for Additional Amendments to become effective in accordance with Section 10.1. Such Extension Amendment shall provide that each of the Extension Periods shall continue to be adjusted representations and warranties made by a Loan Party in or pursuant to the terms Loan Documents shall be true and correct in all material respects on and as of Sections 1.04 the date of such extension, before and 2.01 belowafter giving effect to such extension, payable in equal monthly installments as Monthly Base Rent (if made on and as defined in Section 2.01)of such date. In order connection with any Extension Amendment, the Borrower shall deliver an opinion of counsel reasonably acceptable to exercise the Extension Options, Tenant shall give Landlord notice Administrative Agent (i) as to the enforceability of such exercise Extension Amendment, this Agreement as amended thereby, and such of the other Loan Documents (which notice shall identify if any) as may be amended thereby (in the Property Locations that are to be extendedcase of such other Loan Documents as contemplated by the immediately preceding sentence), (ii) no later than one hundred twenty (120) days prior to the end of effect that such Extension Amendment, including the initial Term of this Lease or the prior Extension PeriodExtended Commitments provided for therein, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all conflict with or violate the terms and conditions then provisions of Section 10.1 of this Agreement and (iii) covering such other matters as the Administrative Agent may reasonably request in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseconnection therewith.

Extension Options. Landlord Tenant acknowledges and agrees that Tenant shall havehas no options and/or rights to lease additional space at the Project and, except as otherwise expressly provided herein below, Tenant has no options and/or rights to extend the Extended Term. Subject to the terms and it is conditions of this Section 10, Landlord hereby granted, grants to Tenant up to two (2) successive options (the “Extension Options”) to extend the Extended Term (each an “Extension Option”), each for a consecutive period of five (5) years (each an "Option Term"), on the same terms, covenants and conditions as provided for in the Amended Lease during the Extended Term except as otherwise provided below in this Section 10. Monthly Base Rent shall initially be equal to the "fair market rental rate" for the Premises for each Option Term as defined and determined in accordance with the provisions of Section 10.a. below, subject to any Property Location or Property Locationsannual rent increases during each Option Term. The first Extension Option must be exercised, in Tenant’s sole discretionif at all, for a period of by written notice ("Extension Notice") delivered by Tenant to Landlord no sooner than that date which is fifteen (15) months and no later than that date which is ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period months prior to begin respectively upon the expiration of the initial Term or the prior Extended Term. The second Extension PeriodOption must be exercised, as the case may be. All of the termsif at all, covenants by Extension Notice delivered by Tenant to Landlord no sooner than that date which is fifteen (15) months and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty that date which is ten (12010) days months prior to the end expiration of the initial Term of this Lease or the prior Extension Period, as the case may befirst Option Term; provided, however, that the first and second Extension Option shall automatically become void and of no effect if Tenant shall fail fails to give validly exercise the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given first Extension Option. Provided Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), has properly and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give validly exercised an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extendOption, the Extended Term shall be extended automatically from month to month upon by the five (5) year Option Term for that Extension Option, and all the terms terms, covenants and conditions then of the Amended Lease shall remain in effect, full force and effect except that (a) Monthly Base Rent shall initially be increased equal to the "fair market rental rate" for the Premises for that Option Term as defined and determined in accordance with Article 8the provisions of Section 10.a. below, subject to annual rent increases during that Option Term, (b) the other economic terms will be established by Landlord, which may be taken into consideration when determining the fair market rental rate for that Option Term, (c) if Tenant fails to timely and in validly exercise the second Extension Option, the second Extension Option shall be void and of no event effect and tenant shall have no further options remaining, (d) after the Term extend beyond the last date exercise of the last second Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension PeriodsOption, Tenant shall have no further options remaining, and (e) Landlord shall have no obligation whatsoever in connection with any such extension to remodel, alter or additional right improve the Premises or Building for use by Tenant, to renew provide any improvement or extend construction allowance to Tenant, or to pay or reimburse Tenant for any remodeling, alterations or improvements to the Premises or Building. The extension rights under this LeaseSection are “one-time, if at all” rights only, and are not renewing or reoccurring rights whether in connection with any further extension of the Term or otherwise.

Extension Options. So long as this lease is in full force and effect and Tenant is not in default beyond any applicable notice and cure period in the performance of any of the covenants or terms and conditions of this lease at the time of notification to Landlord agrees or at the time of commencement of the applicable Extension Term, as that term is hereinafter defined, Tenant shall havehave the option (each, and it is hereby granted, two (2) successive options (the an “Extension OptionsOption”) to extend the Term as to any Property Location or Property LocationsTerm, in at Tenant’s sole discretionelection, for either (a) the entire Premises or (b) a period portion of ten the Premises consisting of a minimum of 150,000 square feet of net rentable area in the Building in full floor increments, and subject to the criteria set forth in the immediately succeeding sentence, for up to four (104) additional periods of five (5) years each (individuallyeach, an “Extension Period”, and collectively, the “Extension PeriodsTerm”), each such Extension Period on the same terms and conditions of this lease, except the Base Rental shall be adjusted to begin respectively upon ninety-five percent (95%) of the Prevailing Market Rate (as that term is defined in Exhibit I attached to this lease), subject to the following terms and conditions: Tenant shall provide Landlord with no less than eighteen (18) months written notice prior to the expiration of the initial Term or the prior applicable Extension Period, as Term of its desire to extend the case may be. All Term and shall identify to Landlord whether or not Tenant proposes to lease all of the terms, covenants and provisions Premises or the portion of this Lease shall apply the Premises to each Extension Period be extended. If Tenant elects to renew with respect to only a portion of the Property Locations that Premises, the portion of the Premises to be returned to Landlord shall be in full floors in up to three (3) “blocks” of space with each “block” being at least two (2) full floors, except Tenant shall have the right to elect to not renew (and thereby exclude from the Premises) with respect to one (1) single full floor wherever located. Within fifteen (15) days after Tenant’s exercise of the applicable Extension Option, Landlord shall advise Tenant in writing of its determination of the Prevailing Market Rate, on a rentable square foot basis, as of the beginning of the then-applicable Extension Term and any escalations of said Prevailing Market Rate during the then-applicable Extension Term. Within thirty (30) days of receipt of Landlord’s applicable notice, Tenant shall advise Landlord, in writing, whether or not Tenant accepts or rejects the Prevailing Market Rate proposed by Landlord. If Tenant accepts such rate in writing, then the Base Rental rate during the applicable Extension Term shall be said rate with escalations as provided in the determination, if any. If Tenant rejects in writing the Prevailing Market Rate proposed by Landlord, Landlord and Tenant shall negotiate diligently and in good faith for a period of fifteen (15) days to reach a mutual agreement on the Prevailing Market Rate. If the parties are unable to come to an agreement within such period, Tenant shall have the option, exercisable by written notice delivered to Landlord within fifteen (15) days after the expiration of such fifteen (15) day period, to elect to either (i) arbitrate such Rate or (ii) withdraw and rescind Tenant’s notice of exercise of the applicable Extension Option and allow the then-current Term to expire. If Tenant elects to extendarbitrate the Prevailing Market Rate, except Tenant shall have the option to specify in such notice its selection of a real estate broker, who shall act on Tenant’s behalf in determining the Prevailing Market Rate. Within fifteen (15) days after Landlord’s receipt of Tenant’s selection of a real estate broker, Landlord, by written notice to Tenant shall designate a real estate broker, who shall act on Landlord’s behalf in the determination of the Prevailing Market Rate. If the two (2) brokers are unable to agree upon the Prevailing Market Rate within fifteen (15) days following the appointment of Landlord’s broker, the two brokers shall select a third broker meeting the qualifications stated below. Within three (3) business days after such third broker is appointed, the appointed third broker shall select one of the other two brokers determinations and such third broker will notify Landlord and Tenant of such determination of the Prevailing Market Rate, which determination shall be binding upon both Landlord and Tenant. In the event that the arbitration process has not been completed prior to the commencement of the applicable Extension Term, then upon commencement of the applicable Extension Term, and until the process is completed (the “Interim Period”), Tenant shall pay Landlord monthly Base Rent Rental equal to the Base Rental for the immediately preceding lease year (as defined in Section 2.01 below5.01(c) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease lease), until the increase or decrease in the prior Extension Period, Base Rental is determined by such process as the case may beprovided herein; provided, however, that if such payments made during the Interim Period shall be subject to adjustment based upon the results of such process. If, as a result of such arbitration process, it is determined that Tenant has underpaid Base Rental during the Interim Period, then such underpaid Base Rental shall fail be due from Tenant to give the notice Landlord within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty ten (120) day period until thirty (3010) days after expiration of the Interim Period. If, as a result of such arbitration process, it is determined that Tenant has overpaid Base Rental during the Interim Period, then such overpaid Base Rental shall be due to Tenant by Landlord within ten (10) days after expiration of the Interim Period. All brokers selected in accordance with this Special Stipulation No. 7 must be licensed in the State of Georgia as a real estate broker and shall have at least ten (10) years prior experience in commercial office leasing in the metropolitan Atlanta, Georgia area. If either Landlord or Tenant fails or refuses to select a broker, the other broker shall alone determine the Prevailing Market Rate. Landlord and Tenant agree that they shall be bound by the determination of Prevailing Market Rate pursuant to this Special Stipulation No. 7 for the applicable Extension Term. Landlord shall have given Tenant notice bear the fee and expenses of Landlord’s election to terminate such option (“Landlord’s Notice”), its broker and Tenant may exercise such option at any time until shall bear the expiration fee and expenses of said thirty (30) day periodits broker. It is the intention Each of the parties to avoid forfeiture shall bear one-half (1/2) of Tenantthe cost of the third broker’s rights fee. If Tenant elects to extend the Term under any this lease as to only a portion of the options Premises, then prior to the commencement of the Extension Term, Tenant shall surrender possession of the portion of the Premises for which this lease is not extended to Landlord in the condition required for surrendered premises under Section 4.01 of this lease, but subject to the limitations on such surrender obligations set forth in Section 5.01(e) of this Lease through inadvertent failure lease. The right granted to give the extension notice within the time limits prescribedTenant under this Special Stipulation No. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice 7 is personal to Tenant, then until but may be exercised by any Affiliate of Tenant or any transferee through a Permitted Transfer. In the expiration event of thirty (30) days following Landlord’s Notice, any other assignment of this lease or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extendsublease by Tenant, the Term Extension Options granted to Tenant herein shall thenceforth be extended automatically from month to month upon all the terms void and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseforce and effect.

Extension Options. Landlord agrees (A) Provided that at the respective times of exercise ----------------- of each of the herein described options to extend (i) there exists no Event of Default beyond applicable notice and cure periods provided in Section 15.1 and (ii) this Lease is still in full force and effect, Tenant shall have, and it is hereby granted, two (2) successive options (have the “Extension Options”) right to extend the Term hereof upon all of the same terms, conditions, covenants and agreements herein contained (except for the Annual Fixed Rent which shall be adjusted during the extension periods as to any Property Location or Property Locations, in Tenant’s sole discretion, hereinafter set forth) for a period three (3) successive periods of ten five (105) years each as hereinafter set forth. Each of said three (individually3) extension periods is sometimes herein referred to as an "Extended Term". (B) (i) If Tenant desires to exercise the then available option to extend the Term, an “Extension Period”then Tenant shall give notice to Landlord, and collectively, not earlier than ------------------------------------ eighteen(18) months nor later than fourteen (14) months prior to the “Extension Periods”), each such Extension Period to begin respectively upon the ------------------------------------------------ expiration of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or (as it may previously have been ------------------------------------ extended hereunder) of Tenant's request for Landlord's quotation to Tenant of a proposed annual rent for the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until applicable Extended Term. Within thirty (30) days after receipt by Landlord of Tenant's request as aforesaid, Landlord shall have given notify Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention 's quotation of the parties to avoid forfeiture of Tenant’s rights to extend proposed Annual Fixed Rent for the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribedapplicable Extended Term. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until If at the expiration of thirty (30) days following (i) after the date when Tenant receives Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date 's quotation of the last Extension proposed Annual Fixed Rent for the applicable Extended Term or (ii) after the date when Landlord is required to notify Tenant of such quotation with none being given by Landlord to Tenant (herein called the "Negotiation Period. Upon "), Landlord and Tenant have not reached agreement on a determination of an annual rental for the failure applicable Extended Term and executed a written instrument extending the term of this Lease pursuant to such agreement, then Tenant to exercise one or any of shall have the options herein right, for thirty (30) days following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon the expiration of the last Negotiation Period, to make a request by written notice to Landlord for a broker determination (the "Broker Determination") of such Extension Periodsthe Prevailing Market Rent (as defined in Exhibit I) for the applicable Extended Term, Tenant which Broker Determination shall have no further or additional right to renew or extend this Lease.be made in the manner set forth in Exhibit I.

Extension Options. Landlord agrees that So long as no Default exists, Tenant shall have, have options to renew and it is hereby granted, two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten four (104) years each successive five (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively 5) year periods ("Option Terms") upon the expiration of same terms and conditions as are provided herein for the initial Term or (the "Initial Term"), subject, however to the redetermination of Monthly Base Rent hereinafter provided. The option for each such Option Term shall be exercised by the giving of notice of exercise during, and at least 150 days prior to the expiration of, the prior Extension Period, Option Term or Initial Term (as the case may be). All The monthly Base Rent shall be redetermined effective as of the terms, covenants beginning of each Option Period at a level equal to 95% of the then current market rate for the rental in the general area in which the Premises are located for comparable warehouse/distribution facilities leased under comparably structured leases (but excluding any rental value attributable to the Tenant Improvements paid for by Tenant and provisions not reimbursed by Landlord). After an exercise by Tenant of an option to renew this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extendfor a new Option Term, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 Landlord and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are use their best efforts to be extended) no later than one hundred twenty (120) agree, at least 120 days prior to the end commencement of such Option Term on the initial Term new Base Rent. In the absence of this Lease or the prior Extension Periodsuch an agreement by such date, as the case may be; providedthen within twenty (20) days after such date, however, that if Landlord and Tenant shall fail to give each appoint an appraiser, the notice two of which will appoint a third appraiser within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord the date of their appointment. Each appraiser shall have given Tenant notice a minimum of Landlord’s election five years' professional experience in appraising comparable property in the area in which the Property is located. Independently, each of the three appraisers will render an opinion as to terminate the market rental and the two appraisers opinions which are closets in value will be averaged to determine the market rental rate on which the new monthly Base Rent of 95% of market rent will be based. Such opinions shall be rendered within sixty (60) days after the date the third of such option three appraisers is appointed. In no event shall the monthly Base Rent so established be less, however, than the monthly Base Rent in effect at the conclusion of the prior Option Term or Initial Term (“Landlord’s Notice”as the case may be), . Landlord and Tenant may exercise will each pay for the cost of their respective appraiser and one-half the cost of the third appraiser. Notwithstanding the foregoing, in the event either party fails to timely appoint an appraiser in accordance with the foregoing, the other party shall notify such option at any time until party in writing of such party's failure and that, if such party fails to make an appointment within five (5) days after such notice, the expiration determination of said thirty the appraiser timely appointed shall control. If the party which receives such notice fails to make an appointment within such five (305) day period. It is , the intention determination of the parties to avoid forfeiture appraiser timely appointed shall control. The initial monthly Base Rent for each Option Term, as so determined, will be increased effective on the twenty-fifth (25th) and forty-ninth (49th) months of Tenant’s rights to extend the such Option Term under any by ninety-five percent (95%) of the options set forth change in this Lease through inadvertent failure to give the extension notice within Consumer Price Index (Los Angeles, Long Beach, Santa Ana - ▇985 = 100) between the time limits prescribed. Accordinglyfirst (1st) and twenty-fourth (24th) and twenty-fifth (25th) and forty-eighth (48th) months, if Tenant shall fail to give an extension notice to Landlord for any respectively, of the Extension Periodseach Option Term, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord provided that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall any such increase in the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one monthly Base Rent be less than six percent (6%), or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leasemore than twelve percent (12%).

Extension Options. Landlord agrees that Tenant shall have, and it is hereby granted, have the option to extend the Term of the Lease for two (2) successive options additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension PeriodsOption(s)”), each such . Yearly Fixed Rent during any Extension Period to begin respectively upon the expiration Term shall be ninety-five (95%) percent of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Fair Market Rent (as defined in Section 2.01 below) for each the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall otherwise be extended automatically from month to month upon on all of the terms and conditions then of this Lease in effecteffect on the last day of the expiring Term, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or additional Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to renew extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend this Leasethe Term.

Extension Options. Landlord agrees that 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have, and it is hereby granted, two (2) successive have the following options (the “Extension Options”) to extend the Term as of the Lease. First Extension Term: Three (3) years (months 61-96) Second Extension Term: Three (3) years (months 97-132) [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to the omitted portions. Tenant’s right to extend the Term of the Lease with respect to any Property Location or Property LocationsExtension Term shall be conditioned upon Tenant having timely and properly exercised its right to extend the Term of the Lease for all prior Extension Terms. 2.3.2 Each Extension Term shall be upon all of the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). Tenant shall have no further options to extend the Term, except as expressly set forth in this Section 2.3. 2.3.3 The monthly Extension Term Base Rent payable with respect to the Tenant Space for each Extension Term shall be equal to the then prevailing base rent then being charged by Landlord for comparable space in the Building for new leases, taking into consideration the quality, size, utility and location thereof, the length of the Extension Term, the credit standing of Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectivelythe amenities provided to Tenant; provided, however, that in no event shall the monthly Base Rent payable by Tenant during the first year of any Extension Term be less than one hundred three percent (103%) of the scheduled monthly Base Rent for the last month of the immediately preceding year of the Term of the Lease; and provided further that, once the Base Rent has been determined in accordance with this Section 2.3 with regard to the first year of an Extension Term, the “monthly Base Rent for each subsequent year of such Extension Periods”)Term shall be increased hereunder as of the first (1st) day of each such subsequent year to be equal to one hundred three percent (103%) of the scheduled monthly Base Rent for the last month of the immediately preceding year of the Term of the Lease, as extended. 2.3.4 With respect to the First Extension Option and the Second Extension Option, Tenant may exercise each such Extension Period Option only by delivering an Extension Option Interest Notice to begin respectively upon Landlord at least nine (9) calendar months (and not more than twelve (12) calendar months) prior to the then applicable expiration date of the initial Term, specifying that Tenant is interested in exercising an Extension Option pursuant to this Section 2.3. Landlord shall thereafter deliver the Extension Option Landlord’s Notice to Tenant. Tenant shall thereafter have the right to exercise the applicable Extension Option by delivering an Extension Option Exercise Notice to Landlord within thirty (30) days after Landlord’s delivery of the Extension Option Landlord’s Notice to Tenant, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease by an Extension Term on the terms set forth (a) in this Section 2.3, and (b) in the Extension Option Landlord’s Notice. 2.3.5 In the event that Tenant shall duly exercise an Extension Option, the Term shall be extended to include the applicable Extension Term (and all references to the Term in this Lease shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all Extension Terms properly exercised by Tenant). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice, or the prior an Extension PeriodOption Interest Notice, as the case may be. All , within the applicable time period specified herein for the delivery thereof, time being of the termsessence, covenants at the election of Landlord, Tenant shall be deemed to have forever waived and provisions relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of this Lease the Term shall apply terminate and shall be of no further force or effect. 2.3.6 Tenant shall have the right to each exercise any Extension Period Option only with respect to the Property Locations entire Tenant Space leased by Tenant at the time that Tenant elects to extenddelivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods Landlord and Tenant shall continue to be adjusted pursuant execute an amendment reflecting such exercise. Notwithstanding anything to the terms contrary herein, any attempted exercise by Tenant of Sections 1.04 an Extension Option shall, at the election of Landlord, be invalid, ineffective, and 2.01 belowof no force or effect if, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise on the date on which Tenant delivers an Extension OptionsOption Exercise Notice, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior an Extension PeriodOption Interest Notice, as the case may be; provided, however, that if Tenant shall fail to give or on the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of date on which the Extension PeriodsTerm is scheduled to commence, and if Landlord either: (i) there shall fail to give Landlord’s Notice to Tenant, then until the expiration be an uncured Event of thirty (30) days following Landlord’s NoticeDefault by Tenant under this Lease, or until Tenant either exercises its option to extend (ii) the Lease is no longer in full force or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Lease.

Extension Options. Landlord agrees that Tenant shall have, and it is hereby granted, have two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locationsof this Lease (each, in Tenant’s sole discretion, an “Extension Option”) for a period of ten five (105) years each (individuallyeach, an “Extension Option Period”, and collectively, the “Extension Periods”), each such Extension . Each Option Period to begin respectively shall be upon the expiration of same terms and conditions contained in this Lease, except for the initial Term or Base Rent, which shall be the prior then-current Fair Market Rent for the Premises determined in accordance with the procedures set forth below. Notwithstanding anything to the contrary in the preceding sentence, Tenant shall have the right to exercise an Extension Period, Option only so long as the case may be. All of the terms, covenants and provisions of (i) this Lease shall apply to each Extension Period with respect to the Property Locations that be in full force and effect, (ii) Tenant elects to extend, except that Base Rent shall not have assigned this Lease or sublet more than twenty percent (as defined in Section 2.01 below20%) for each of the Extension Periods Premises, and (iii) no Event of Default shall continue to have occurred and be adjusted pursuant to continuing as of either the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order date Tenant purports to exercise the Extension Options, Option or the first day of the Option Period. Tenant shall give exercise an Extension Option by giving Landlord written notice of such exercise its election to do so not less than twelve (which notice shall identify the Property Locations that are to be extended12) no later than one hundred twenty (120) days months prior to the end of the initial Term, time being of the essence, and, upon the giving of such notice, the Term shall be deemed to be extended for the Option Period without the execution of any further lease or instrument. (i) As used in this Section 3, “Fair Market Rent” shall mean the amount of annual Base Rent, expressed in dollars and cents per rentable square foot, equal to the market rental then being negotiated for renewal leases for comparable space in “Class A” mid-rise office buildings of similar quality in the suburban Wilmington, Delaware office sub-market, taking into account any rent abatement, tenant allowance and base year being offered to renewal tenants. Landlord shall advise Tenant of the Fair Market Rent within thirty (30) days after Tenant provides Landlord with notice of Tenant's intent to exercise an Extension Option. In the event that Landlord and Tenant are unable to agree on the Fair Market Rent for the Option Period within ten (10) days after Tenant’s receipt of Landlord’s rental notice, then either party may require determination of the Fair Market Rent for such Option Period by giving written notice to that effect to the other party within ten (10) days thereafter, which notice shall designate a real estate broker selected by the initiating party with at least ten (10) years experience in the office leasing business in the suburban Wilmington, Delaware office sub-market. Within ten (10) days after receipt of such notice, the other party to the Lease shall select a real estate broker meeting the same requirements and give written notice of such selection to the initiating party. Within ten (10) days after selection of the second broker, the two (2) real estate brokers so selected shall select a third real estate broker with at least ten (10) years experience in the office leasing business in the suburban Wilmington, Delaware office sub-market who (and whose firm) is not then employed as an exclusive leasing broker or management agent by either party or any of their respective affiliates. Each of the prior Extension Period, three (3) brokers shall determine the Fair Market Rent rate for the Premises as of the case may becommencement of the Option Period for a term equal to the Option Period within ten (10) days after the appointment of the third broker. The Fair Market Rent shall be equal to the arithmetic average of such three determinations; provided, however, that if Tenant any such broker’s determination deviates more than ten percent (10%) from the median of such determinations the Fair Market Rent shall fail be an amount equal to give the notice within average of the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty two (1202) day period until thirty (30) days after closest determinations. Landlord shall have given Tenant notice pay the costs and fees of Landlord’s election to terminate such option (“Landlord’s Notice”)broker in connection with any determination hereunder, and Tenant may exercise such option at any time until shall pay the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture costs and fees of Tenant’s rights to extend the Term under any broker in connection with such determination. The cost and fees of the options set forth in this Lease through inadvertent failure third broker shall be paid one-half by Landlord and one-half by Tenant. If a party fails to give the extension notice designate a real estate broker within the time limits prescribed. Accordinglyperiod required by this paragraph, if Tenant the “third” real estate broker shall fail to give an extension notice to Landlord for any of be selected by the Extension Periodsbroker designated by the initiating party, and if Landlord those two brokers shall fail to give Landlord’s Notice to Tenant, then until determine the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this LeaseFair Market Rental by averaging their determinations.

Extension Options. Landlord agrees that Tenant County shall have, and it is hereby granted, two (2) successive options have the right to extend the Initial Term of this Lease (the “Extension Options”Option“) to extend for the Term as to any Property Location or Property Locations, additional term(s) specified in Tenant’s sole discretion, for a period of ten the Basic Lease Information (10) years each (individually, an “Extension Period”, and collectively, the “Extended Term“). Such Extension Periods”), each such Extension Period to begin respectively upon the expiration Option(s) shall be on all of the initial terms and conditions contained in this Lease except that the rent for the Extended Term or shall be fair market rent on the prior Extension Period, as the case may be. All date of exercise of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to Option(s) (but not less than the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to at the end of the initial Term Initial Term. County, at its sole discretion, may exercise the Extension Option(s), if at all, by giving written notice to Landlord no earlier than 360 days or later than 270 days prior to expiration of this Lease or the prior Extension Period, as the case may beterm to be extended; provided, however, that if Tenant shall fail County is in material default under this Lease on the date of giving such notice and fails to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate cure such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options default as set forth in this Lease through inadvertent Section 15.1, Landlord may reject such exercise by delivering written notice thereof to County promptly after such failure to give cure. At the extension notice commencement of the Extended Term, the Base Rent shall be adjusted to equal the prevailing market rate for space of comparable size and location to the Premises then being offered for rent in other buildings similar in age, location and quality to the Premises situated within the time limits prescribedDowntown Redwood City area (“Reference Area”); provided, however, in no event shall the Base Rent be reduced below the Base Rent for the lease year prior to commencement of such Extended Term. AccordinglyAs used herein, if Tenant the term “prevailing market rate” shall fail to give an extension mean the base rental for such comparable space, taking into account (i) any additional rental and all other payments and escalations payable hereunder, (ii) floor location and size of the premises covered by leases of such comparable space, (iii) the duration of the renewal term and the term of such comparable leases, (iv) free rent given under such comparable leases and any other tenant concessions, and (v) building standard tenant improvement allowances and other allowances given under such comparable leases. If County disputes Landlord’s determination of the prevailing market rate, County shall so notify Landlord within fourteen (14) days following Landlord’s notice to Landlord for any County of the Extension Periods, prevailing market rate and if Landlord such dispute shall fail to give Landlord’s Notice to Tenant, then until the expiration of be resolved as follows: (a) Within thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option notice to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date County of the last Extension Periodprevailing market rate, Landlord and County shall attempt in good faith to meet no less than two (2) times, at a mutually agreeable time and place, to attempt to resolve any such disagreement. (b) If within this thirty (30) day period Landlord and County cannot reach agreement as to the prevailing market rate, they shall each select one appraiser or commercial real estate broker to determine the prevailing market rate. Upon the failure of Tenant to exercise one or any Each such appraiser shall arrive at a determination of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon prevailing market rate and submit his or her conclusions to Landlord and County within thirty (30) days of the expiration of the last thirty (30) day consultation period described in (a) above. (c) If only one appraisal is submitted within the requisite time period, it shall be deemed to be the prevailing market rate. If both appraisals are submitted within such time period, and if the two appraisals so submitted differ by less than ten percent (10%) of the higher of the two, then the average of the two shall be the prevailing market rate. If the two appraisals differ by more than ten percent (10%) of the higher of the two, then the two appraisers shall immediately select a third appraiser who will within thirty (30) days of his or her selection make a determination of the prevailing market rate and submit such determination to Landlord and County. This third appraisal will then be averaged with the closer of the two previous appraisals and the result shall be the prevailing market rate. (d) If County’s County Manager or designee does not approve of the prevailing market rate as determined by the appraisal procedure specified above, the County Manager shall revoke the exercise of the Extension Periods, Tenant Option by County. (e) All appraisers specified herein shall have no further or additional right be members of the American Institute of Real Estate Appraisers (MAI) with not less than five (5) years’ experience appraising leases of commercial properties similar to renew or extend this Leasethe Premises in the San Mateo County area. Landlord and County shall pay the cost of the appraiser selected by such party and one-half of the cost of the third appraiser plus one-half of any other costs incurred in the arbitration.

Extension Options. Landlord agrees that a. Tenant shall have, and it is hereby granted, have two (2) successive options to further extend the Term (the “Extension OptionsOptions to Extend”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period successive periods of ten five (105) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each subject to and on the terms set forth herein. The Options to Extend are in lieu of, and not in addition to, any extension options in the Lease. Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option to Extend, it shall give Landlord a notice (the “Inquiry Notice”) of such Extension Period desire not later than fifteen (15) months prior to begin respectively upon the expiration of the initial Term or then-current Term. Thereafter, the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Fair Market Rent (as defined in Section 2.01 3(c) below) for the applicable Extension Period shall be determined in accordance with Section 3(d) below. After the applicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (the “Exercise Notice”) of its election to do so not later than twelve (12) months prior to the expiration of the then-current Term. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived such Option to Extend hereunder. b. Notwithstanding any contrary provision of the Lease as amended hereby, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the each Extension Periods Period, (i) the Lease as amended hereby is in full force and effect, (ii) there is no Event of Default of Tenant under the Lease as amended hereby and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area of the Premises. c. All of the terms, provisions, covenants and conditions of the Lease as amended hereby shall continue to apply during each Extension Period, except that the Annual Fixed Rent Rate during each Extension Period (the “Extension Rent”) shall be adjusted pursuant equal to the terms fair market rent for the Premises determined as of Sections 1.04 and 2.01 below, payable the date twelve (12) months prior to expiration of the then-current Term in equal monthly installments as Monthly Base Rent (as defined accordance with the procedure set forth in Section 2.013(d) below (the “Fair Market Rent”). d. The Fair Market Rent for each Extension Period shall be determined as follows: within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to any Option to Extend, Landlord shall give Tenant notice of Landlord’s determination of the Fair Market Rent for the applicable Extension Period. In order to exercise the Extension OptionsWithin ten (10) days after Tenant receives such notice, Tenant shall give notify Landlord of its agreement with or objection to Landlord’s determination of the Fair Market Rent, whereupon, if Tenant objects, the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord of Tenant’s agreement with or objection to Landlord’s determination of the Fair Market Rent within such ten (10) day period, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord’s determination of the Fair Market Rent as set forth in the notice from Landlord described in this Section. e. If Tenant notifies Landlord of Tenant’s objection to Landlord’s determination of Fair Market Rent under the preceding subsection, such exercise (which notice shall identify also set forth a request for arbitration and Tenant’s appointment of a commercial real estate broker having at least ten (10) years experience in the Property Locations that are to be extended) no later than one hundred twenty commercial leasing market in Cambridge, Massachusetts (120an “Arbitrator”). Within five (5) days prior thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the end of Fair Market Rent for the initial Term of this Lease or the prior applicable Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice Period within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until appointment of the second Arbitrator. On or before the expiration of said such thirty (30) day period. It is , the intention two Arbitrators shall confer to compare their respective determinations of the parties Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to avoid forfeiture of Tenant’s rights to extend the Term under any ten percent (10%) of the options set forth in this Lease through inadvertent failure to give lower of said amounts, then the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any final determination of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Fair Market Rent shall be increased in accordance with Article 8equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%), and in no event then the two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the Term extend beyond “Third Arbitrator”), who shall be instructed to determine the last date Fair Market Rent for the applicable Extension Period within ten (10) days after its appointment by selecting one of the last Extension Periodamounts determined by the other two Arbitrators. Upon Each party shall bear the failure of Tenant to exercise one or any cost of the options herein following ▇▇▇▇▇▇▇▇’s NoticeArbitrator selected by such party. The cost for the Third Arbitrator, andif any, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leasebe shared equally by Landlord and Tenant.

Extension Options. Landlord agrees that a. Tenant shall have, and it is hereby granted, have two (2) successive options to further extend the Term (the “Extension OptionsOptions to Extend”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period successive periods of ten five (105) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each subject to and on the terms set forth herein. The Options to Extend are in lieu of, and not in addition to, any extension options in the Lease. Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option to Extend, it shall give Landlord a notice (the “Inquiry Notice”) of such Extension Period desire not later than fifteen (15) months prior to begin respectively upon the expiration of the initial Term or then-current Term. Thereafter, the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Fair Market Rent (as defined in Section 2.01 3(c) below) for the applicable Extension Period shall be determined in accordance with Section 3(d) below. After the applicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (the “Exercise Notice”) of its election to do so not later than twelve (12) months prior to the expiration of the then-current Term. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived such Option to Extend hereunder. b. Notwithstanding any contrary provision of the Lease as amended hereby, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the each Extension Periods Period, (i) the Lease is in full force and effect, (ii) there is no Event of Default of Tenant under the Lease as amended hereby and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area of the Premises. c. All of the terms, provisions, covenants and conditions of the Lease as amended hereby shall continue to apply during each Extension Period, except that the Annual Fixed Rent Rate during each Extension Period (the “Extension Rent”) shall be adjusted pursuant equal to the terms fair market rent for the Premises determined as of Sections 1.04 and 2.01 below, payable the date twelve (12) months prior to expiration of the then-current Term in equal monthly installments as Monthly Base Rent (as defined accordance with the procedure set forth in Section 2.013(d) below (the “Fair Market Rent”). d. The Fair Market Rent for each Extension Period shall be determined as follows: within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to any Option to Extend, Landlord shall give Tenant notice of Landlord’s determination of the Fair Market Rent for the applicable Extension Period. In order to exercise the Extension OptionsWithin ten (10) days after Tenant receives such notice, Tenant shall give notify Landlord of its agreement with or objection to Landlord’s determination of the Fair Market Rent, whereupon, if Tenant objects, the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord of Tenant’s agreement with or objection to Landlord’s determination of the Fair Market Rent within such ten (10) day period, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord’s determination of the Fair Market Rent as set forth in the notice from Landlord described in this Section. e. If Tenant notifies Landlord of Tenant’s objection to Landlord’s determination of Fair Market Rent under the preceding subsection, such exercise (which notice shall identify also set forth a request for arbitration and Tenant’s appointment of a commercial real estate broker having at least ten (10) years experience in the Property Locations that are to be extended) no later than one hundred twenty commercial leasing market in Cambridge, Massachusetts (120an “Arbitrator”). Within five (5) days prior thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the end of Fair Market Rent for the initial Term of this Lease or the prior applicable Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice Period within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until appointment of the second Arbitrator. On or before the expiration of said such thirty (30) day period. It is , the intention two Arbitrators shall confer to compare their respective determinations of the parties Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to avoid forfeiture of Tenant’s rights to extend the Term under any ten percent (10%) of the options set forth in this Lease through inadvertent failure to give lower of said amounts, then the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any final determination of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Fair Market Rent shall be increased in accordance with Article 8equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%), and in no event then the two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the Term extend beyond “Third Arbitrator”), who shall be instructed to determine the last date Fair Market Rent for the applicable Extension Period within ten (10) days after its appointment by selecting one of the last Extension Periodamounts determined by the other two Arbitrators. Upon Each party shall bear the failure of Tenant to exercise one or any cost of the options herein following ▇▇▇▇▇▇▇▇’s NoticeArbitrator selected by such party. The cost for the Third Arbitrator, andif any, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leasebe shared equally by Landlord and Tenant.

Extension Options. Landlord agrees that Provided Tenant is not then in default of any term or provision of this Lease, beyond any applicable notice rights and cure periods, Tenant shall have, and it is hereby granted, have the option to extend the Term for two (2) successive options separate periods of five (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (105) years each (individuallyeach, an “Extension PeriodOption”) upon all the terms and conditions contained in this Lease, and collectively, the “Extension Periods”), each except as otherwise expressly set forth in this Paragraph 3. Each such Extension Period Option is exercisable by Tenant giving notice to begin respectively upon Landlord at least three hundred sixty-five (365) days, but no more than four hundred eighty (480) days prior to the expiration of the initial Term Term, or of the prior preceding Extension PeriodOption period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that If Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give timely notifies Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights intention to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordinglyexercise an Extension Option, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice deliver written notice to Tenant, then until the expiration of within thirty (30) days following Landlord’s Noticereceipt of Tenant’s extension notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date Landlord’s determination of the last Extension Period. Upon the failure of fair market rental value (“FMRV”) that will payable by Tenant to exercise one or any as Base Rental during each year of the options herein following ▇▇▇▇▇▇▇▇’s NoticeExtension Option period. Landlord shall make a reasonable determination of FMRV Base Rental based on the fixed base rent at which office space in the Building will be leasing, andas of the date on which the Extension Option period will commence, in any eventnon-sublease, upon expiration non-equity leasehold transactions involving space comparable in size and location to the Premises, for a comparable length of extension term and taking into consideration customary rent and lease concessions provided to other similarly sized credit worthy tenants. The FMRV determination by Landlord shall include an annual rental increase during each Lease Year of the last Extension Option period. Within sixty (60) days after Tenant’s receipt of such Extension Periodsthe FMRV determination notice from Landlord, Tenant shall send Landlord written notice that Tenant (i) rejects Landlord’s determined and rescinds its previous election to exercise an Extension Option (the “Rescission Notice”), whereupon Tenant’s notice will be deemed to have no rescinded, such right to exercise any Extension Option shall lapse, and the Term of the Lease will expire at the end of the then-current Term without any further or additional right of Tenant to renew extend the Term or extend otherwise remain in possession of the Premises, (ii) Tenant accepts Landlord’s determination of FMRV Base Rental, whereupon the Extension Option shall be conclusively exercise at the Base Rental set forth in Landlord’s notice (the “Acceptance Notice”), or (iii) Tenant disagrees with Landlord’s determination of FMRV Base Rental, but proposes an alternative FMRV amount, which alternative amount shall be set forth therein (the “Dispute Notice”). In the event that Tenant fails to send any notice within such 60-day period, then Tenant conclusively shall be deemed to have delivered an Acceptance Notice and Landlord’s determination of FMRV Base Rental payable by Tenant during the Extension Option period, as set forth in Landlord’s notice to Tenant, shall be binding on Tenant and Landlord as though expressly set forth in this LeaseLease and no amendment of this Lease shall be required to memorialize such Base Rental; provided, however, that Tenant and Landlord agree to execute a writing confirming such Base Rental promptly following Landlord’s request therefor. In the event Tenant delivers a Dispute Notice, Landlord and Tenant shall negotiate in good faith for a period not to exceed to sixty (60) days in order to attempt to determine a mutually acceptable FMRV Base Rental amount. If the parties cannot reach such an agreement within such 60-day period, Tenant may, within ten (10) days thereafter deliver a Rescission Notice, failing which the parties’ dispute shall be resolved in accordance with Addendum A attached hereto and incorporated herein by reference.

Extension Options. (b) Notwithstanding any contrary provision of this Lease, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the date Tenant gives Landlord agrees that its Exercise Notice for each Option to Extend and on the date of commencement of each Extension Period: (i) this Lease is in full force and effect, (ii) there is no default of Tenant shall haveunder this Lease, and it is hereby granted, two (2iii) successive options Tenant has not assigned this Lease or subleased fifty percent (the “Extension Options”50%) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon the expiration more of the initial Term rentable floor area of the Premises (or agreed to so assign or sublease the prior Extension Period, as the case may be. Premises). (c) All of the terms, provisions, covenants and provisions conditions of this Lease shall continue to apply during each Extension Period, except that the Annual Fixed Rent Rate during each applicable Extension Period (the "Extension Rent") shall be equal to the greater of (i) the Annual-Fixed Rent Rate payable during the last year of the then current Term of this Lease, or (ii) the fair market rent for the Premises for the applicable Extension Period, determined in accordance with the procedure set forth in Subsection (d) below (the "Extension Period Fair Market Rent"). (d) The Extension Period Fair Market Rent for each Extension Period shall be determined as follows: within twenty (20) days after Tenant gives Landlord its Exercise Notice, Landlord shall give Tenant notice of Landlord's determination of the Fair Market Rent for the applicable Extension Period. Within fifteen (15) days after such notice from Landlord, Tenant shall notify Landlord of its agreement with respect or objection to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each Landlord's determination of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 belowPeriod Fair Market Rent, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise whereupon the Extension Options, Period Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant shall give does not notify Landlord notice of within such exercise fifteen (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (12015) day period until of Tenant's agreement with or objection to Landlord's determination of the Extension Period Fair Market Rent, then the Extension Period Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord's determination of the Extension Period Fair Market Rent as set forth in the notice from Landlord described in this Subsection (d). (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of the Extension Period Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of an Arbitrator. Within ten (10) days thereafter, Landlord shall, by notice to Tenant, appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Extension Period Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord shall have given Tenant notice Landlord's appointment of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the second Arbitrator. On or before the expiration of said such thirty (30) day period. It is , the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant two Arbitrators shall fail to give an extension notice to Landlord for any confer and compare their respective determinations of the Extension Periods, and if Landlord shall fail Period Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to give Landlord’s Notice to Tenantten percent (10%) of the lower of said amounts, then until the expiration final determination of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Extension Period Fair Market Rent shall be increased in accordance with Article 8, and in no event shall equal to the Term extend beyond the last date average of said amounts. If such difference between said amounts is greater than ten percent (10%) of the last lower of said amounts then the two Arbitrators shall have ten (10) days thereafter to appoint a Third Arbitrator, who shall be instructed to determine the Extension Period. Upon Period Fair Market Rent for the failure of Tenant to exercise applicable Extension Period within ten (10) days after its appointment by selecting one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration amounts determined by the other two 13 -13- Arbitrators. Each party shall bear the cost of the last Arbitrator selected by such party. The cost of such Extension Periodsthe Third Arbitrator, Tenant if any, shall have no further or additional right to renew or extend this Leasebe shared equally by Landlord and Tenant.

Extension Options. Landlord agrees that (a) Tenant shall have, and it is hereby granted, granted options to extend the Lease Term for two (2) successive options additional periods of five (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (105) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period additional period being herein referred to begin respectively upon as an "Extended Term") by giving written notice of such extension to Landlord at least nine (9) months prior to the expiration of the initial Lease Term or the prior Extension Periodthen current Extended Term, as the case may be. All Tenant shall have the right to exercise these options to extend provided that on the date of such exercise no default or event of default under this Lease then exists. Each Extended Term shall be upon all of the same terms, covenants and provisions conditions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, then applicable except that the Base Rent Rental Rate during the Extended Terms shall be the "Market Rate" (as defined in Section 2.01 below) for each hereinafter defined), and except that after the exercise of the Extension Periods shall continue to be adjusted pursuant to option for the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Optionsfirst Extended Term, Tenant shall give Landlord notice of such exercise have only one (which notice shall identify the Property Locations that are to be extended1) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, and after the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date exercise of the last Extension Period. Upon option for the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periodssecond Extended Term, Tenant shall have no further or additional right options to renew or extend the Lease Term. The term "Lease Term" as used in this LeaseLease shall mean the initial Lease Term and any Extended Term which may become effective. For purposes of this Special Stipulation, "Market Rate" shall mean the annual effective rental rate per square foot of rentable floor area then being charged by landlords under new leases of office space in the metropolitan Knoxville, Tennessee market for space similar to the Demised Premises in a building of comparable quality and with comparable parking and other amenities. In determining the Market Rate, Landlord and Tenant (and any appraisers, if applicable) shall take into account the fact that Tenant shall pay Tenant's Share of the Operating Expenses, and that Tenant's Share of Operating Expenses are subject to a cap as provided in Article 7(b) hereof. Also, in determining the Market Rental Rate, Landlord and Tenant (and any appraisers, if applicable) shall compare actual rental rates only (after making appropriate adjustments resulting from the foregoing facts) and shall take into consideration any discounts, allowances, free rent, remodeling credits, construction allowances and other concessions and inducements granted by other landlords.

Extension Options. Landlord agrees that Subject to the terms and conditions below, Tenant shall have, and it is hereby granted, may at its option extend the Term of this Lease for two (2) successive options periods of five (5) years each. Each such period is called a “Renewal Term.” Each Renewal Term shall be upon the same terms contained in this Lease, except that (i) the Base Rent during the Renewal Term shall be calculated as set forth below, (ii) Landlord shall have no obligation to provide Tenant with any tenant improvement allowance in connection with any Renewal Term, and (iii) any reference in the Lease to the “Term” of the Lease shall be deemed to include any Renewal Term and apply thereto, unless it is expressly provided otherwise. Tenant shall have no additional extension options. A. The Base Rent during any Renewal Term shall be 100% of the then prevailing market rate for a comparable term commencing on the first day of the Term for tenants of comparable size and creditworthiness for comparable space in the Building and other first class buildings of comparable age with similar facilities in the vicinity of the Building (the “Extension OptionsRenewal Market Rate”). (1) Not sooner than nine (9) months nor later than six (6) months prior to extend the Term as Commencement Date, Landlord and Tenant shall commence negotiations to any Property Location or Property Locationsagree upon the Renewal Market Rate. If Landlord and Tenant are unable to reach agreement within twenty-one (21) days, then the Renewal Market Rate shall be determined in Tenant’s sole discretionaccordance with Subsection (2) below. (2) If Landlord and Tenant are unable to reach agreement on the Renewal Market Rate within said twenty-one (21) day period, for then within seven (7) days, Landlord and Tenant shall simultaneously submit to each other in a sealed envelope its good faith estimate of the Renewal Market Rate. If the higher of such estimates is not more than one hundred five percent (105%) of the lower, then the Renewal Market Rate shall be the average of the two amounts. Otherwise, the dispute shall be resolved by arbitration in accordance with Subsection (3) below. (3) Within seven (7) days after the exchange of estimates, the parties shall select an independent MAI appraiser with at least five (5) years of experience in appraising similar space in the metropolitan area in which the Project is located (a “Qualified Appraiser”). If the parties cannot agree on a Qualified Appraiser, then within a second period of seven (7) days, each shall select a Qualified Appraiser and within ten (10) years each days thereafter the two appointed Qualified Appraiser shall select a third Qualified Appraiser and the third Qualified Appraiser shall be the sole arbitrator. If one party shall fail to select a Qualified Appraiser within the second seven (individually7) day period, an “Extension Period”then the Qualified Appraiser chosen by the other party shall be the sole arbitrator. The Qualified Appraiser, however selected, shall be a person who has not previously acted in any capacity for either Landlord or Tenant (or any Tenant Affiliate, or any of their subsidiaries or related entities). All of the relevant information used by Landlord and collectivelyTenant to prepare their final offers shall be delivered to the Qualified Appraiser. (4) Within twenty-one (21) days after submission of the relevant information to the Qualified Appraiser, the “Extension Periods”Qualified Appraiser shall determine the Renewal Market Rate provided in no event shall the Market Rate be less than the lower of or more that the higher of the two final offers submitted by Landlord and Tenant. The arbitrator shall notify Landlord and Tenant of its decision, which shall be final and binding. If the Qualified Appraiser reasonably believes that expert advice would materially assist him, then the Qualified Appraiser may retain one or more qualified persons to provide expert advice. Landlord and Tenant shall each bear one-half (½) of the fees of the Qualified Appraiser and the expenses of the appraisal process, including the fees of any expert witnesses retained by the Qualified Appraiser. Notwithstanding the foregoing, each party shall pay the fees of its respective counsel and the fees of any witnesses called by that party. (5) After the Base Rent for the Renewal Tern has been established (whether by Landlord and Tenant or the Qualified Appraiser), each such Extension Period Landlord and Tenant shall execute an amendment to begin respectively upon reflect the new Base Rent and other terms and conditions which will apply during the Renewal Term. B. To exercise any option, Tenant must deliver a binding notice to Landlord not sooner than ten (10) months nor later than eight (8) months prior to the expiration of the initial Term of this Lease, or the prior Extension Periodthen applicable Renewal Term, as the case may be. All of Thereafter, the terms, covenants and provisions of this Lease Renewal Market Rate for the particular Renewal Term shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted calculated pursuant to Subsection A above. Such calculations shall be final and shall not be recalculated at the terms actual commencement of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01)such Renewal Term. In order If Tenant fails to exercise the Extension Options, Tenant shall timely give Landlord its notice of such exercise (which notice shall identify the Property Locations that are exercise, Tenants will be deemed to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises waived its option to extend. C. Tenant’s option to extend or notifies Landlord this Lease is subject to the conditions that: (i) on the date that it does not intend to exercise said Tenant delivers its binding notice exercising an option to extend, Tenant is not in default under this Lease (after the expiration of any applicable notice and cure periods), and (ii) Tenant shall not have assigned the Lease or sublet the entire portion of any Building for substantially the remainder of the Term (or, if applicable, the prior Renewal Term) to any party other than a Tenant Affiliate. For purposes of the foregoing, the term “substantially the remainder of the Term” shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance mean any sublease with Article 8, and in no event shall the Term extend beyond an expiration date occurring during the last date six (6) months of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this LeaseTerm.

Extension Options. Landlord agrees Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and the Tenant is, as of the date of exercise and as of the commencement date of each Extension Term, actually occupying at least fifty percent (50%) of the Premises for its own business purposes, the Tenant shall have, and it is hereby granted, have the right to extend the Term hereof for two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period periods of ten (10) years each (individually, each such period an “Extension PeriodTerm”) on the following terms and conditions: (a) Such right to extend the Term shall be exercised by the giving of notice by Tenant to Landlord at least twelve (12) months prior to the expiration of the Initial Term or the then current Extension Term, as applicable (the “Extension Notice Deadline Date”). Upon the giving of such notice on or before the Extension Notice Deadline Date, this Lease and collectivelythe Term hereof shall be extended for an additional term, as specified above, without the necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the Extension Term to be determined as set forth below. Time shall be of the essence with respect to the Tenant’s giving notice to extend the Term on or before the Extension Notice Deadline Date. In no event may the Tenant extend the Term under this Section 2.6 for more than twenty (20) years after the expiration of the Initial Term. (b) Each Extension Term shall be upon all the terms, conditions and provisions of this Lease, except the Annual Fixed Rent payable during each Extension Term shall be the then Extension Fair Rental Value of the Premises for such Extension Term, to be determined under Section 2.6(d) or Section 2.6(e) below, but in no case less than the Annual Fixed Rent that was applicable thereto immediately preceding the Extension Term with respect to which the Extension Fair Rental Value is to be established (the “Then Applicable Annual Fixed Rental Rate”). For purposes of this Section 2.6, the “Extension PeriodsFair Rental Value” of the Premises shall mean the then current fair market annual rent, for leases of other space in Cambridge, Massachusetts similarly improved, taking into account the condition to which such premises have been improved (including any replacements of existing improvements or performance of maintenance obligations (“Replacements”), each but excluding any capital improvements to the Premises (i.e., other than Replacements) that enhance the value thereof, provided the same are made by the Tenant during the sixty (60) month period immediately preceding the applicable Extension Notice Deadline Date), and the economic terms and conditions specified in this Lease that will be applicable thereto. (c) If the Tenant makes a written request to the Landlord for a proposal for the Extension Fair Rental Value for the upcoming Extension Term (“Tenant’s Extension Rental Request”) on or before the day two (2) months prior to the Extension Notice Deadline Date, then the Landlord shall make such a written proposal (“Landlord’s Proposal”) to the Tenant within fifteen (15) days after receipt of Tenant’s Extension Rental Request, but in no event shall the Landlord be required to deliver such a proposal sooner than fifteen (15) months prior to the scheduled commencement of such Extension Period Term. Following delivery by the Landlord of Landlord’s Proposal to begin respectively upon the expiration Tenant, the parties will endeavor in good faith to reach agreement with respect to the establishment of the initial Term Extension Fair Rental Value for the Extension Term. (d) Unless the parties have already mutually agreed upon such Extension Fair Rental Value, on or before the day that is ten (10) days prior to the applicable Extension PeriodNotice Deadline Date, the Landlord and the Tenant shall deliver to each other their final Landlord’s Proposal (or any final change that the Landlord wishes to make to any previously furnished Landlord’s Proposal) and a written proposal from the Tenant for the Extension Fair Rental Value of the Premises (the “Tenant’s Proposal”), as the case may be, and each of such Landlord’s Proposal and such Tenant’s Proposal shall be binding on the Landlord and the Tenant, respectively, for the purpose of conducting the resolution procedure described in clause (e) below. All Failure by the Landlord or the Tenant to timely deliver a final Landlord’s Proposal or final Tenant’s Proposal (time being of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01essence). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, howevershall result in the other party’s proposal being deemed the Extension Fair Rental Value, that if and failure by the Landlord or the Tenant to timely make any final change to the then most recently delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, shall render no longer subject to change the last previously delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, which shall thereupon become final. (e) If the Tenant exercises its election to extend the Term under clause (a) above, without the Extension Fair Rental Value of the Premises having been established by mutual agreement of the parties as contemplated under clause (c) above, then unless a final Landlord’s Proposal and a final Tenant’s Proposal has been established under clause (d) above, the Landlord shall furnish a final Landlord’s Proposal to the Tenant, and the Tenant shall fail to give the notice within the aforesaid time limit, furnish a final Tenant’s right Proposal to exercise the Landlord, within thirty (30) days of the Tenant’s having exercised its option shall nevertheless continue during said one hundred twenty (120) day period until election to extend the Term. Within thirty (30) days after Landlord shall have given Tenant notice the later to occur of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until x) the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights exercise of its election to extend the Term under any or (y) the establishment of a final Landlord’s Proposal and a final Tenant’s Proposal in accordance with this clause (e), unless the options set forth parties have mutually agreed upon the identity of a real estate professional (“Arbiter”) with at least ten (10) years continuous experience in this Lease through inadvertent failure the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who has agreed to give serve as hereinafter provided (the extension notice within “Deciding Arbiter”), the time limits prescribed. Accordingly, if Landlord and the Tenant shall fail to give each appoint an extension notice to Landlord for any of the Extension PeriodsArbiter who shall, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of within thirty (30) days following of selection, select a third Arbiter to serve as the Deciding Arbiter. The Deciding Arbiter shall select either Landlord’s NoticeProposal or Tenant’s Proposal as the proposal most accurately stating the Extension Fair Rental Value of the Premises. If the two Arbiters respectively selected by the parties (the “Party Selected Arbiters”) cannot agree upon the selection of a Deciding Arbiter, then such two Party Selected Arbiters shall seek the selection of the Deciding Arbiter by the Greater Boston Real Estate Board. The Deciding Arbiter shall give notice of his or until her selection to the Landlord and the Tenant and its selection of either exercises its option to extend Landlord’s Proposal or notifies Landlord that it does not intend to exercise said option to extend, the Term Tenant’s Proposal shall be extended automatically from month to month final and binding upon all the terms Landlord and conditions then the Tenant. Each party shall pay the fees and expenses of its real estate professional counsel and any Party Selected Arbiter that such party selects, if any, in effect, except that Monthly Base Rent shall be increased in accordance connection with Article 8any proceeding under this paragraph, and in no event shall the Term extend beyond the last date one-half of the last Extension Period. Upon the failure of Tenant to exercise one or any fees and expenses of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration Deciding Arbiter. In the event that the commencement of the last Extension Term occurs prior to a final determination of the Extension Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rent in effect immediately preceding the commencement of such Extension PeriodsTerm. If the Annual Fixed Rent for the Extension Term is determined to be greater than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, then the Tenant shall have no further or additional right pay to renew or extend this Leasethe Landlord the amount of such underpayment within thirty (30) days of the Expansion Rent Determination Date.

Extension Options. Landlord agrees that Subject to Sections 34B, C and D below, the Term of this Lease may be extended, at the option of Tenant, for three additional periods of five (5) years (each a "Renewal Term"). Any such Renewal Term shall be upon the same terms contained in this Lease, excluding the provisions of Section 32 and Appendix D of this Lease and except for the amount of Base Rent payable during such Renewal Term, and any reference in the Lease to the "Term" of this Lease shall be deemed to include such Renewal Term and apply thereto, unless it is expressly provided otherwise. Tenant shall have, have no extension options beyond the aforesaid options. Any termination of this Lease during the initial Term of this Lease or any Renewal Term shall terminate all further rights under this Section 34. A. The initial Base Rent during any Renewal Term for any space then constituting a portion of the Premises shall be at a rate equal to the Market Renewal Rate. Tenant's obligation to pay Operating Cost Share Rent and it is hereby granted, two (2) successive options (the “Extension Options”) Tax Share Rent pursuant to Section 2A of this Lease shall continue during each Renewal Term. B. Such option to extend the Term as shall be exercised by Tenant delivering an initial non-binding written notice to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten Landlord not less than twelve (1012) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period full calendar months prior to begin respectively upon the expiration of the initial Term or current Renewal Term, as applicable, of this Lease. Thereafter, both parties shall calculate their good faith estimate of the Market Renewal Rate and notify the other of such determination not less than 11 calendar months prior to the expiration of the Term or current Renewal Term, as applicable, and then the terms of Section 33 above shall apply as to the procedure for determining the Market Renewal Rate. C. Tenant's right to exercise its options to extend this Lease pursuant to this Section 33, is subject to the following conditions: (i) that on the date that Tenant delivers its final binding written notice of its election to exercise the subject option to extend, Tenant is not in default under any of the terms of this Lease, after the expiration of any applicable notice and cure periods and no unmatured event of default has occurred and is continuing, and (ii) if applicable, Tenant has exercised its extension option for the prior Extension PeriodRenewal Term or Renewal Terms, as the case may be. All of the terms, covenants and provisions of this Lease shall apply . D. If Tenant fails to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord its initial non-binding written notice of such exercise (which intent or its final binding written notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right intent to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights options to extend the Term under any of the options set forth when due as provided in this Lease through inadvertent failure Section 34, Tenant will be deemed to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said have waived such option to extend. E. For purposes of this Lease, the Term shall be extended automatically from month to month upon all the following terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Lease.the following meanings:

Extension Options. Landlord agrees that Provided no Event of Default then exists, Tenant shall have, have the right and it is hereby granted, option to extend this Lease for two (2) successive options consecutive periods of five (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (105) years each (individually, each a “Renewal Term”) under the same terms and conditions as stated in this Lease (each an “Extension PeriodOption”, ) by delivering written notice of the exercise thereof to Landlord between fifteen (15) months and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon nine (9) months before the expiration of the initial Term or then current term of this Lease. Promptly after the prior Extension PeriodMarket Rental Rate (as defined below) has been established, as Landlord and Tenant shall execute an amendment to this Lease extending the case may be. All of the terms, covenants and provisions term of this Lease on the same terms provided in this Lease, except as follows: (a) The Base Rent payable for each month during each such Renewal Term shall apply be determined utilizing the Market Rental Rate; (b) Tenant shall have no further renewal options unless expressly provided for pursuant to each Extension Period with respect this Section 3 or granted by Landlord in writing; (c) Landlord shall lease to Tenant the Property Locations Premises in its then-current condition, and Landlord shall only provide to Tenant any allowances (e.g., moving allowance, construction allowance, and the like) or other tenant inducements that are generally available to tenants renewing leases of space comparable to this Lease (the amount of the Market Rental Rate shall reflect the provision of any such market allowances or other tenant inducements) unless Tenant elects in its renewal notice to extend, except lease the Premises for the applicable Renewal Term without the benefit of any such market allowances and/or inducements (in which case the Market Rental Rate shall reflect the same); and (d) the Cam Base Year and Tax Base Year shall each be modified to become the first calendar year of the applicable Renewal Term and rental obligations relative to Operating Expenses and Taxes shall be adjusted accordingly. The term “Market Rental Rate” will mean the arms-length fair market annual rental rate per rentable square foot that Base Rent Landlord and owners of Comparable Properties (as defined in Section 2.01 below4(A)(2) above) are, on or about the date on which the Market Rental Rate is being determined, charging for each space comparable to the Premises. The determination of the Extension Periods Market Rental Rate shall continue to be adjusted pursuant to take into account any material economic differences between the terms of Sections 1.04 this Lease and 2.01 belowany comparison lease, payable such as rent abatements, construction costs and other concessions and the manner, if any, in equal monthly installments as Monthly Base Rent which the landlord under any such lease is reimbursed for operating expenses, taxes and electrical expenses. The determination of Market Rental Rate shall also take into consideration (as defined 1) any reasonably anticipated changes in Section 2.01). In order to exercise the Extension OptionsMarket Rental Rate from the time such rate is being determined and the time such rate will become effective under this Lease, Tenant shall give Landlord notice (2) the location, quality and age of such exercise the building, (3) floor level on which notice shall identify space is located, (4) any rental abatement, lease takeovers and/or assumptions, moving expenses and other concessions, (5) the Property Locations that are term of the lease or renewal thereof, (6) the extent of the services to be extendedprovided, (7) no the distinction between a “gross” and a “net” lease, (8) the base year or estimated basic cost per square foot for escalation purposes (including operating costs, insurance and ad valorem taxes), (9) the time the particular rental rate under consideration became or is to become effective, and (10) any other relevant term or condition. Landlord shall provide Tenant with Landlord’s good faith determination of the Market Rental Rate for the applicable Renewal Term not later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until exercises the expiration of said thirty (30) day periodapplicable Extension Option. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periodselect, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of within thirty (30) days following thereafter, in a writing delivered to Landlord to either (i) accept Landlord’s Noticedetermination of such Market Rental Rate (in which case the Lease shall be deemed renewed for the applicable Renewal Term at such rate), or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, (ii) reject the same in which case the Market Rental Rate for the applicable Renewal Term shall will be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased determined in accordance with Article 8the process identified below in this Section 3. Failure by Tenant to provide such election within such 30-day time period shall constitute Tenant’s election under clause (ii) of the preceding sentence. The option herein granted shall be deemed to be personal to Tenant, and in no event if Tenant subleases the entire Premises or otherwise assigns or transfers any interest thereof to another party such option shall lapse, unless such assignment, sublease or transfer was (x) a Permitted Transfer, or (y) at the Term extend beyond time of Tenant’s exercise of an Extension Option the last date total aggregate amount of space subleased (or transferred) is less than half of the last Extension Period. Upon the failure of Tenant to exercise one or any entire area of the options herein following ▇▇▇▇▇▇▇▇Premises. If Tenant rejects or is deemed to have rejected Landlord’s Noticedetermination of the Market Rental Rate for the applicable Renewal Term, andthen Landlord and Tenant shall meet in an effort to negotiate, in any eventgood faith, the Market Rental Rate applicable to the Premises. If Landlord and Tenant have not agreed upon the Market Rental Rate applicable to the Premises within five (5) days, then Landlord and Tenant shall attempt to agree, in good faith, upon expiration a single broker not later than fifteen (15) business days thereafter who shall determine the Market Rental Rate for the Premises. If Landlord and Tenant are unable to agree upon a single broker within such time period, then Landlord and Tenant shall each appoint one broker not later than twenty (20) business days thereafter. Not later than ten (10) business days after the appointment of the last second broker, the two appointed brokers shall appoint a third broker. If either Landlord or Tenant fails to appoint a broker within the prescribed time period, the single broker appointed shall determine the Market Rental Rate. If both parties fail to appoint brokers within the prescribed time periods, then the first broker thereafter selected by a party shall determine the Market Rental Rate. If a single broker is chosen, then such broker shall determine the Market Rental Rate applicable to the Premises. Otherwise, the Market Rental Rate shall be the arithmetic average of such Extension Periodstwo (2) of the three (3) determinations which are the closest in amount, and the third determination shall be disregarded. Landlord and Tenant shall instruct the brokers to complete their determination of the Market Rental Rate not later than fifteen (15) business days after the appointment of the final broker. Each party shall bear the costs of its own broker, and the parties shall share equally the cost of the single or third broker if applicable. Each broker shall have no further or additional right to renew or extend this Leaseat least ten (10) years’ experience in the leasing of Comparable Properties and shall be a licensed real estate broker.

Extension Options. Landlord agrees (a) The Borrower may, at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that Tenant shall have, and it is hereby granted, two (2) successive options each Lender extend the Revolving Maturity Date then in effect hereunder (the “Extension OptionsExisting Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten Revolving Maturity Date (10) years each (individuallyeach, an “Extension PeriodExtending Lender”, ) and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon the expiration additional Commitments of the initial Term or the prior Extension Period, as the case may be. All Additional Commitment Lenders shall be more than 50% of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each aggregate amount of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable Commitments in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days effect immediately prior to the end Extension Date, then, effective as of the initial Term applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Lease or the prior Extension Period, as the case may beAgreement; provided, however, that if Tenant there shall fail be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to give such extension, (i) the notice within Borrower shall deliver to the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention Administrative Agent a certificate dated as of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any Extension Date signed by an Authorized Officer of the options Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in this Lease through inadvertent failure the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to give the extension notice within the time limits prescribed. Accordinglymateriality, if Tenant shall fail to give an extension notice to Landlord for any in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension PeriodsDate, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and if Landlord (iii) the Borrower shall fail pay a fee to give Landlord’s Notice the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to Tenantbe agreed, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term which fee shall be extended automatically from month to month upon all due and payable upon, and subject to, effectiveness of the terms and conditions then in effect, except that Monthly Base Rent Extension. The Commitment of each Non-Extending Lender shall be increased terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Article 8Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in no event shall the Term extend beyond the last date clause (ii) of the last Extension Period. Upon previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the failure of Tenant to exercise one or any Commitments of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration Lenders (after giving effect to termination of the last Commitments of any such Extension PeriodsNon-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, Tenant the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall have no further supersede any provisions in Section 2.18 or additional right 9.02 to renew or extend this Leasethe contrary.

Extension Options. Landlord agrees that Tenant Seller shall have, and it is hereby granted, have two (2) successive options (the “Extension Options”) to extend the Term as Facility Expiration Date from the Initial Facility Expiration Date to any Property Location the anniversary of such date in the succeeding year (or Property Locationsif such day is not a Business Day, the immediately succeeding Business Day) (such date, the “First Extended Facility Expiration Date”) and from the First Extended Facility Expiration Date to the anniversary of such date in Tenant’s sole discretionthe succeeding year (or if such day is not a Business Day, for a period of ten the immediately succeeding Business Day) (10such date, the “Second Extended Facility Expiration Date”) years (each (individuallysuch extension period, an “Extension Period”, and collectively, the “Extension PeriodsTerm”); provided, that the exercise of each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease extension option by Seller shall apply to each Extension Period with respect be subject to the Property Locations that Tenant elects following conditions precedent: (i) Seller shall have delivered to extend, except that Base Rent Buyer a written notice to extend the then effective Facility Expiration Date not less than thirty (as defined in Section 2.01 below30) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent not more than ninety (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended90) no later than one hundred twenty (120) calendar days prior to the end then effective Facility Expiration Date (which notice may be revoked by Seller at any time prior to the then effective Facility Expiration Date), (ii) on the first day of the initial Term of this Lease each Extension Term, (x) no monetary or the prior Extension Period, as the case may benon-monetary Default has occurred and is continuing; provided, howeverthat notwithstanding the foregoing, that if Tenant such non-monetary Default is susceptible of cure and Seller is working diligently to cure such non-monetary Default, then Seller shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights be permitted to extend the Facility Expiration Date so long as such non-monetary Default is cured by the end of any cure period granted under Article 13(a) of this Agreement, (y) no Event of Default has occurred and is continuing and (z) no unsatisfied Margin Deficit then exists for which a Margin Call Notice has been delivered, (iii) by not later than the first day of each Extension Term, Seller shall have paid to Buyer the Extension Fee then due and payable, (iv) the then applicable Minimum Portfolio Purchase Price Debt Yield is satisfied and (v) the representations and warranties made by Seller in Article 9 (other than those contained in Article 9(s) relating to Purchased Assets subject to other Transactions) shall be true and correct in all material respects on the first day of each Extension Term under any with the same force and effect as if made on and as of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordinglysuch date (or, if Tenant shall fail any such representation or warranty is expressly stated to give an extension notice have been made as of a specific date, as of such specific date); provided, that, notwithstanding the foregoing, with respect to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30this Article 3(h)(v) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extendonly, the Term representation and warranty made pursuant to Article 9(o) shall be extended automatically from month made excluding any reference to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one “(or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseprospects)”.

Extension Options. Landlord agrees that Tenant Borrowers shall have, and it is hereby granted, two (2) successive options (have the “Extension Options”) right to extend the Term as Maturity Date from the Initial Maturity Date to any Property Location or Property Locationsthe First Extended Maturity Date (the "First Extension Option") and, provided Borrower has validly exercised the First Extension Option, Borrowers shall have the right to extend the Maturity Date from the First Extended Maturity Date to the Second Extended Maturity Date (the "Second Extension Option"), in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period case subject to begin respectively upon the expiration Borrowers’ satisfaction of the initial Term or the prior Extension Period, as the case may be. All following conditions: (a) Borrowers shall give Administrative Agent written notice of Borrowers’ request for an extension of the termsMaturity Date not earlier than ninety (90) days, covenants and provisions of this Lease shall apply nor later than forty-five (45) days, prior to each Extension Period (x) the Initial Maturity Date, with respect to the First Extension Option, or (y) the First Extended Maturity Date, with respect to the Second Extension Option; (b) As of the date of such notice, and as of (x) the Initial Maturity Date, with respect to the First Extension Option, or (y) the First Extended Maturity Date, with respect to the Second Extension Option, there shall exist no Default or Potential Default (provided that Borrowers shall have an opportunity to cure such Potential Default prior to such Maturity Date to the extent of applicable cure periods under this Agreement or the applicable Loan Document); (c) At Administrative Agent’s request, Borrowers shall have caused to be issued to Lenders, at Borrowers’ sole cost and expense, appropriate endorsements to the Title Policies (but only to the extent available) which confirm the existence and priority of the Liens securing the Obligations in connection with the requested extension; (d) There shall have been no change in the financial condition of Borrowers, or in the condition of the Properties from that which existed on the Effective Date (or with respect to a Property Locations that Tenant elects became a Property hereunder after the Effective Date, from the condition of such Property on the date on which it first became a Property hereunder) which change, as determined by Administrative Agent in its reasonable discretion, has a Material Adverse Effect; (e) The Loan-to-Value Percentage based upon new (or recently obtained) Appraisals obtained by Administrative Agent at Borrowers’ sole cost and expense and with valuation dates within sixty (60) days of (x) the Initial Maturity Date, with respect to extendthe First Extension Option, except that Base Rent or (as defined in Section 2.01 belowy) the First Extended Maturity Date, with respect to the Second Extension Option, shall not exceed the Maximum Applicable Loan-to-Value Percentage; (f) Borrowers shall have provided to Administrative Agent satisfactory evidence (which evidence shall include, without limitation, a detailed current rent roll and a current historical operating statement for each Property) that the Net Operating Income from the Properties is sufficient to yield a Loan Constant which is not less than the Minimum Applicable Loan Constant as of (x) the Initial Maturity Date, with respect to the First Extension Option, or (y) the First Extended Maturity Date, with respect to the Second Extension Option; (g) The Net Operating Income from the Properties shall be sufficient to yield a Debt Service Coverage Ratio of not less than the Minimum DSCR as of (x) the Initial Maturity Date, with respect to the First Extension Option, or (y) the First Extended Maturity Date, with respect to the Second Extension Option; and (h) Borrowers shall pay to Administrative Agent a non-refundable extension fee in an amount equal to two tenths of one percent (0.20%) of the Extension Periods shall continue to be adjusted pursuant then-current Aggregate Loan Commitment on or before (x) the Initial Maturity Date, with respect to the terms of Sections 1.04 First Extension Option, and 2.01 below(y) the First Extended Maturity Date, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior with respect to the end Second Extension Option. Notwithstanding the foregoing, with respect to the exercise of both the initial Term of this Lease or First Extension Option and the prior Second Extension PeriodOption, as Borrowers shall have the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty repay principal outstanding under the Loan in such amount as may be required to reduce the Aggregate Loan Commitment, after giving effect to the required reduction, to an amount such that Borrowers are in compliance with subsections (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”e), (f) and Tenant may exercise such option at any time until the expiration of said thirty (30g) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further or additional right to renew or extend this Leaseabove.