Common use of Extension Right Clause in Contracts

Extension Right. Section 33 entitled “Extension Right” is hereby added to this Lease: 33. EXTENSION RIGHT. A. Tenant shall have the right (the “Extension Right”) to extend the Term for three (3) periods of five (5) years following the expiration of the Term (the “Extension Period”) on the condition that: (1) Tenant shall exercise the Extension Right by giving Landlord written notice (the “Extension Notice”) of Tenant’s election to extend at least six (6) months prior to the commencement of the applicable Extension Period (an “Extension Period”), and there exists no event of default under the Lease; and (2) if the Extension Right is exercised by Tenant as set forth in Subsection 33.A(1) hereof, the Extension Period shall commence on the expiration of the Tenth (10th) Year or the Fifth (5th) Year of the prior Extension Period; and (3) all terms and conditions of the Lease, including those containing the right and remedy of Landlord to confess judgment for possession, shall be applicable during the Extension Periods except that Minimum Rent for the Extension Periods shall be determined as provided in Section 33.B hereof. B. If the Tenant exercises the Extension Right as provided in this Section 33, then during each Extension Period the Minimum Rent shall be equal to the product of the “Fair Rental Value” (hereinafter defined) on a square footage basis multiplied by the then square footage of the Premises (exclusive of any Storage Space). “Fair Rental Value” means what Landlord and Tenant agree to be the fair rental value of the Premises during the subject Extension Period taking into consideration (i) prevailing rental market conditions (including concessions such as “free rent” and other allowances) for commercial office space comparable to the Premises located in the Building and elsewhere in the Center City area of Philadelphia, Pennsylvania; (ii) the fact that Tenant would remain in occupancy of the Premises (e.g., no “down time” or loss of rental income, no payment of brokerage commissions for a new tenant, no construction or fit-up expense to prepare the space for a new tenant, and no moving or other expenses incurred by Tenant in connection with a relocation); and, (iii) a step up of the Base Years for the OMC Sum and Taxes (i.e., Subsections ▇.▇(2) and l.L(2)] to the most recent calendar year prior to the commencement of the subject Extension Period. If Landlord and Tenant are unable to agree on the Minimum Rent for the Extension Period within thirty (30) days after Tenant gives Landlord the Extension Notice, the Minimum Rent for the Extension Period shall be determined by appraisal as hereinafter set forth; provided that Tenant shall have the right to revoke its exercise of the Extension Right for the Extension Period by written notice to Landlord at any time during such thirty (30) day period and, in which event, the Term shall expire on the expiration date of the Term. In the event the Minimum Rent for the Extension Period is required to be established by appraisal, if Landlord and Tenant cannot agree on an appraiser, then Landlord and Tenant each shall nominate one (1) real estate appraiser (MAI or equivalent) located in the) City of Philadelphia to appraise and determine the air Rental Value of the Premises during the Extension Period. If the two (2) appraisers nominated and appointed by the parties shall differ in judgment as to such Fair Rental value, then they shall appoint a third (3rd) reputable and impartial real estate appraiser MAI or equivalent) located in the City of Philadelphia to determine such Fair Rental Value. If the appraisers selected by Landlord and Tenant are unable to agree on a third (3rd) appraiser, the third appraiser shall be selected by the President of the American Institute of Real Estate Appraisers or if not in existence at the time in question, an equivalent successor person and

Extension Right. For the avoidance of doubt, the Extension Rights granted to Tenant pursuant to Section 33 entitled “Extension Right” is hereby added to this Lease: 33. EXTENSION RIGHT. A. Tenant shall have the right (the “Extension Right”40(a) to extend the Term for three (3) periods of five (5) years following the expiration of the Term (Lease shall apply to Building 6. Notwithstanding anything to the “contrary contained in Section 40(a), if Tenant elects to exercise any Extension Period”Right(s) on the condition that: (1) Tenant shall exercise the Extension Right by giving Landlord written notice (the “Extension Notice”) of Tenant’s election for Building 6 pursuant to extend at least six (6) months prior to Section 40(a), upon the commencement of the applicable Extension Period Term, Base Rent for Building 6 shall be payable at the Building 6 Market Rate (an “as defined below). Base Rent for Building 6 shall thereafter be adjusted on each anniversary of the commencement date of such Extension Period”), Term by a percentage as determined by Landlord and there exists no event of default under the Lease; and (2) if the Extension Right is exercised agreed to by Tenant at the time the Building 6 Market Rate is determined (or as set forth in Subsection 33.A(1) hereof, the Extension Period shall commence on the expiration part of the Tenth (10th) Year or the Fifth (5th) Year determination of the prior Extension Period; and (3) all terms and conditions of the Lease, including those containing the right and remedy of Landlord to confess judgment for possession, shall be applicable during the Extension Periods except that Minimum Rent for the Extension Periods shall be determined Building 6 Market Rate as provided in Section 33.B hereof. B. If 40(b) if the Tenant exercises the Extension Right as provided in this Section 33, then during each Extension Period the Minimum Rent shall be equal to the product of the “Fair Rental Value” (hereinafter defined) on a square footage basis multiplied by the then square footage of the Premises (exclusive of any Storage Space). “Fair Rental Value” means what Landlord and Tenant agree to be the fair rental value of the Premises during the subject Extension Period taking into consideration (i) prevailing rental market conditions (including concessions such as “free rent” and other allowances) for commercial office space comparable to the Premises located in the Building and elsewhere in the Center City area of Philadelphia, Pennsylvania; (ii) the fact that Tenant would remain in occupancy of the Premises (e.g., no “down time” or loss of rental income, no payment of brokerage commissions for a new tenant, no construction or fit-up expense to prepare the space for a new tenant, and no moving or other expenses incurred by Tenant in connection with a relocation); and, (iii) a step up of the Base Years for the OMC Sum and Taxes (i.e., Subsections ▇.▇(2) and l.L(2)] to the most recent calendar year prior to the commencement of the subject Extension Period. If Landlord and Tenant parties are unable to agree on the Minimum Rent Building 6 Market Rate). As used herein, “Building 6 Market Rate” shall mean the rate that comparable landlords of comparable buildings have accepted in current transactions from non-equity (i.e., not being offered equity in the buildings), nonrenewal, non-expansion and nonaffiliated tenants of similar financial strength for space of comparable size, quality (based on the Building Shell and the depreciated amount of the Building 6 Tenant Improvements paid for with the Building 6 TI Allowance (assuming a 38-year amortization schedule) and the land value for Building 6 agreed upon by the parties (for the Extension Period within thirty (30) days after Tenant gives Landlord the Extension Noticeavoidance of doubt, the Minimum Rent “land value” for the Extension Period Building 6 shall be determined by appraisal as hereinafter set forth; provided mean that Tenant shall have the right to revoke its exercise portion of the Extension Right Project allocated to or required for Building 6 along with the Extension Period by written notice parking required pursuant to Landlord at applicable Legal Requirements in connection with Building 6 (which may include the land upon which the P1 Parking Structure is located) and not any time during such thirty excess land), parking spaces allocated to Building 6 and floor height in first class office/research and development buildings (30) day period andwith a manufacturing component, if applicable), as applicable, in which eventthe University Towne Center area of San Diego for a comparable term, with the Term shall expire on the expiration date determination of the Term. In the event the Minimum Rent for the Extension Period is required Building 6 Market Rate to be established by appraisaltake into account all relevant factors, including tenant inducements, leasing commissions, allowances or concessions, if Landlord and Tenant cannot agree on an appraiser, then Landlord and Tenant each shall nominate one (1) real estate appraiser (MAI or equivalent) located in the) City of Philadelphia to appraise and determine the air Rental Value of the Premises during the Extension Periodany. If the two (2) appraisers nominated and appointed by the parties shall allowances, free rent and/or other economic concessions granted with respect to Building 6 pursuant to this Section 11 differ in judgment as to such Fair Rental value, then they shall appoint a third (3rd) reputable and impartial real estate appraiser MAI or equivalent) located from those granted in the City of Philadelphia comparable transactions, an adjustment to determine such Fair Rental Value. If the appraisers selected by Landlord and Tenant are unable to agree applicable Building 6 Market Rate shall be made on a third (3rd) appraiserbasis consistent with the adjustments commonly made in the market for comparable differences in concession packages. For the avoidance of doubt, in no event shall the third appraiser shall be selected Building 6 Market Rate include the cost of any tenant improvements or other alterations to Building 6 paid for solely by the President of the American Institute of Real Estate Appraisers or if not in existence at the time in question, an equivalent successor person andTenant.

Extension Right. Section 33 entitled “Extension Right” is hereby added to this Lease: 33. EXTENSION RIGHT. A. Tenant shall have the right (the “First Extension Right”) to extend the Term term of this Lease for three (3) periods a period of five (5) 3 years following the expiration of the Term (the “First Extension PeriodTerm”), and, if the First Extension Right has been exercised, Tenant shall have the additional right (the “Second Extension Right;” the First Extension Right and the Second Extension Right may be collectively referred to herein as the “Extension Rights” or individually as an “Extension Right”) to extend the term for an additional period of 1 year (the “Second Extension Term”) on the condition that: same terms and conditions as this Lease (1other than Base Rent) Tenant shall exercise the Extension Right by giving Landlord written notice (the “Extension Notice”) of Tenant’s its election to extend exercise each Extension Right at least six (6) 12 months prior to the commencement expiration of the applicable Extension Period (an “Extension Period”), and there exists no event Base Term of default under the Lease; and (2) if the Extension Right is exercised by Tenant as set forth in Subsection 33.A(1) hereof, the Extension Period shall commence on Lease or the expiration of the Tenth (10th) Year or First Extension Term, as applicable. Upon the Fifth (5th) Year commencement of the prior an Extension Period; and (3) all terms and conditions of the LeaseTerm, including those containing the right and remedy of Landlord to confess judgment for possession, shall be applicable during the Extension Periods except that Minimum Rent for the Extension Periods shall be determined as provided in Section 33.B hereof. B. If the Tenant exercises the Extension Right as provided in this Section 33, then during each Extension Period the Minimum Base Rent shall be equal to payable at the product of the “Fair Rental Value” Market Rate (hereinafter defined) on a square footage basis multiplied by the then square footage of the Premises (exclusive of any Storage Spaceas defined below). “Fair Rental Value” means what Landlord and Tenant agree to Base Rent shall thereafter be the fair rental value adjusted on each annual anniversary of the Premises during the subject Extension Period taking into consideration (i) prevailing rental market conditions (including concessions such as “free rent” and other allowances) for commercial office space comparable to the Premises located in the Building and elsewhere in the Center City area of Philadelphia, Pennsylvania; (ii) the fact that Tenant would remain in occupancy of the Premises (e.g., no “down time” or loss of rental income, no payment of brokerage commissions for a new tenant, no construction or fit-up expense to prepare the space for a new tenant, and no moving or other expenses incurred by Tenant in connection with a relocation); and, (iii) a step up of the Base Years for the OMC Sum and Taxes (i.e., Subsections ▇.▇(2) and l.L(2)] to the most recent calendar year prior to the commencement of such Extension Term by a percentage as determined by Landlord and agreed to by Tenant at the subject time the Market Rate is determined. As used herein, “Market Rate” shall mean the then market rental rate as determined by Landlord and agreed to by Tenant, which shall in no event be less than the Base Rent payable as of the date immediately preceding the commencement of such Extension PeriodTerm increased by the Rent Adjustment Percentage multiplied by such Base Rent. If In addition, Landlord may impose a market rent for the parking rights provided hereunder. Notwithstanding anything to the contrary contained in this Lease, Tenant’s Extension Rights granted above may only be exercised if the term of that certain Lease Agreement dated as of April 6, 2000 (as amended and assigned, the “Suite 650 Lease”), to which Landlord and Tenant are unable now parties, and which covers Suites 640 and 650 in the Building, shall be concurrently extended pursuant to agree Section 40 of the Suite 650 Lease so that both this Lease and the Suite 650 Lease expire on the Minimum Rent for same date. Accordingly, if the Extension Period within thirty (30) days after Tenant gives Landlord term of the Extension NoticeSuite 650 Lease is not extended pursuant to Section 40 of the Suite 650 Lease, the Minimum Rent for the Extension Period shall be determined by appraisal as hereinafter set forth; provided that Tenant shall have the no right to revoke its exercise extend the term of this Lease pursuant to Section 40 of this Lease. If, on or before the date which is 120 days prior to the expiration of the Base Term of this Lease or the expiration of the First Extension Right for Term, as applicable, Tenant has not agreed with Landlord’s determination of the Market Rate and the rent escalations during such subsequent Extension Period Term after negotiating in good faith, Tenant may by written notice to Landlord at any time during such thirty (30) day period and, in which event, the Term shall expire on not later than 20 days prior to the expiration date of the Base Term of this Lease or the expiration of the First Extension Term, as applicable, elect arbitration as described in Section 40(b) below. In If Tenant does not elect such arbitration, Tenant shall be deemed to have waived any right to extend the event term of the Minimum Rent for Lease and the Extension Period is required to be established by appraisal, if Landlord and Tenant cannot agree on an appraiser, then Landlord and Tenant each Rights shall nominate one (1) real estate appraiser (MAI or equivalent) located in the) City of Philadelphia to appraise and determine the air Rental Value of the Premises during the Extension Period. If the two (2) appraisers nominated and appointed by the parties shall differ in judgment as to such Fair Rental value, then they shall appoint a third (3rd) reputable and impartial real estate appraiser MAI or equivalent) located in the City of Philadelphia to determine such Fair Rental Value. If the appraisers selected by Landlord and Tenant are unable to agree on a third (3rd) appraiser, the third appraiser shall be selected by the President of the American Institute of Real Estate Appraisers or if not in existence at the time in question, an equivalent successor person andterminate.

Extension Right. Section 33 entitled “Extension Right” is hereby added to this Lease: 33. EXTENSION RIGHT. A. Tenant shall have the right (the “"Extension Right”") to extend the Term for three (3) periods of five (5) years following the expiration of the Term (the “"Extension Period”") on the condition that: : (1) Tenant shall exercise the Extension Right by giving Landlord written notice (the “"Extension Notice”") of Tenant’s 's election to extend at least six (6) months prior to the commencement of the applicable Extension Period (an “"Extension Period”"), and there exists no event of default under the Lease; and and (2) if the Extension Right is exercised by Tenant as set forth in Subsection 33.A(133.A(l) hereof, the Extension Period shall commence on the expiration of the Tenth (10th) Year or the Fifth (5th) Year of the prior Extension Period; and and (3) all terms and conditions of the Lease, including those containing the right and remedy of Landlord to confess judgment for possession, shall be applicable during the Extension Periods except that Minimum Rent for the Extension Periods shall be determined as provided in Section 33.B hereof. B. If the Tenant exercises the Extension Right as provided in this Section 33, then during each Extension Period the Minimum Rent shall be equal to the product of the “"Fair Rental Value” " (hereinafter defined) on a square footage basis multiplied by the then square footage of the Premises (exclusive of any Storage Space). “"Fair Rental Value” " means what Landlord and Tenant agree to be the fair rental value of the Premises during the subject Extension Period taking into consideration (i) prevailing rental market conditions (including concessions such as “"free rent” " and other allowances) for commercial office space comparable to the Premises located in the Building and elsewhere in the Center City area of Philadelphia, Pennsylvania; (ii) the fact that Tenant would remain in occupancy of the Premises (e.g., no “"down time” " or loss of rental income, no payment of brokerage commissions for a new tenant, no construction or fit-up expense to prepare the space for a new tenant, and no moving or other expenses incurred by Tenant in connection with a relocation); and, (iii) a step up of the Base Years for the OMC Sum and Taxes (i.e., Subsections ▇.▇(2) and l.L(2)] to the most recent calendar year prior to the commencement of the subject Extension Period. If Landlord and Tenant are unable to agree on the Minimum Rent for the Extension Period within thirty (30) days after Tenant gives Landlord the Extension Notice, the Minimum Rent for the Extension Period shall be determined by appraisal as hereinafter set forth; provided that Tenant shall have the right to revoke its exercise of the Extension Right for the Extension Period by written notice to Landlord at any time during such thirty (30) day period and, in which event, the Term shall expire on the expiration date of the Term. In the event the Minimum Rent for the Extension Period is required to be established by appraisal, if Landlord and Tenant cannot agree on an appraiser, then Landlord and Tenant each shall nominate one (1) real estate appraiser (MAI or equivalent) located in the) City of Philadelphia to appraise and determine the air Rental Value of the Premises during the Extension Period. If the two (2) appraisers nominated and appointed by the parties shall differ in judgment as to such Fair Rental value, then they shall appoint a third (3rd) reputable and impartial real estate appraiser MAI or equivalent) located in the City of Philadelphia to determine such Fair Rental Value. If the appraisers selected by Landlord and Tenant are unable to agree on a third (3rd) appraiser, the third appraiser shall be selected by the President of the American Institute of Real Estate Appraisers or if not in existence at the time in question, an equivalent successor person andand organization). The determination of the appraisers as to the Fair Rental Value of the Premises for the Extension Period shall be final and binding on Landlord and Tenant, and the Minimum Rent during the Extension Period shall be so determined. The cost of the appraisal shall be borne equally by Landlord and Tenant. In the event the Minimum Rent for the Extension Period has not been determined pursuant to this Section 33.B prior to the commencement of the Extension Period, Tenant shall continue to pay Landlord the rent payable for the Premises pursuant to this Lease for the Year immediately preceding until the Minimum Rent for the Extension Period is determined. The Minimum Rent for the Extension Period shall be payable retro-actively from the commencement of the Extension Period notwithstanding the fact that the Minimum Rent for the Extension Period may not be determined as of that time. Within thirty (30) days after the determination is made and Tenant has received notice thereof [or, if later, on or before the first day of the month following the end of the thirty (30) day period] Tenant shall pay to Landlord, if the Minimum Rent for the Extension Period is determined to be higher than that payable during the preceding Year, the amount of the difference; but if the same is lower, the amount of the resulting overpayment in the interim shall be credited against the next succeeding installments of Minimum Rent payable by Tenant.

Extension Right. Section 33 entitled “Extension Right” is hereby added to this Lease: 33. EXTENSION RIGHT. A. Tenant shall have the 1 right (the “Extension Right”) to extend the Base Term for three (3) periods of five (5) years following (the “Extension Term”) on the same terms and conditions as this Lease (other than with respect to Base Rent) by giving Landlord written notice of its election to exercise the Extension Right at least 9 months prior to the expiration of the Base Term of the Lease. Upon the commencement of the Extension Term, Base Rent shall be payable at the Market Rate (as defined below). Base Rent shall thereafter be adjusted on each annual anniversary of the commencement of such Extension Term by a percentage as determined by Landlord and agreed to by Tenant at the time the Market Rate is determined, or as determined by arbitration pursuant to Section 39(b) below. As used herein, “Market Rate” shall mean the arm’s length fair market annual rental rate per rentable square foot rate that comparable landlords of comparable buildings have accepted in current transactions from non-equity (i.e., not being offered equity in the buildings) and nonaffiliated tenants of similar financial strength for space of comparable size, quality (including all tenant improvements, Alterations and other improvements) and floor height in Class A laboratory/office buildings in T▇▇▇▇▇ ▇▇▇▇▇ for a comparable term, with the determination of the Market Rate to take into account all relevant factors, including tenant inducements, views, parking costs, age of the building and mechanical systems serving the Premises, leasing commissions, allowances or concessions, if any. If, on or before the date which is 180 days prior to the expiration of the Base Term of this Lease, Tenant has not agreed with Landlord’s determination of the Market Rate and the rent escalations during the Extension Period”) on the condition that: (1) Term after negotiating in good faith, Tenant shall be deemed to have elected arbitration as described in Section 39(b). Tenant acknowledges and agrees that, if Tenant has elected to exercise the Extension Right by giving delivering notice to Landlord written notice (the “Extension Notice”) of Tenant’s election as required in this Section 39(a), Tenant shall have no right thereafter to rescind or elect not to extend at least six (6) months prior to the commencement term of the applicable Extension Period (an “Extension Period”), and there exists no event of default under the Lease; and (2) if the Extension Right is exercised by Tenant as set forth in Subsection 33.A(1) hereof, the Extension Period shall commence on the expiration of the Tenth (10th) Year or the Fifth (5th) Year of the prior Extension Period; and (3) all terms and conditions of the Lease, including those containing the right and remedy of Landlord to confess judgment for possession, shall be applicable during the Extension Periods except that Minimum Rent Lease for the Extension Periods shall be determined as provided in Section 33.B hereofTerm. B. If the Tenant exercises the Extension Right as provided in this Section 33, then during each Extension Period the Minimum Rent shall be equal to the product of the “Fair Rental Value” (hereinafter defined) on a square footage basis multiplied by the then square footage of the Premises (exclusive of any Storage Space). “Fair Rental Value” means what Landlord and Tenant agree to be the fair rental value of the Premises during the subject Extension Period taking into consideration (i) prevailing rental market conditions (including concessions such as “free rent” and other allowances) for commercial office space comparable to the Premises located in the Building and elsewhere in the Center City area of Philadelphia, Pennsylvania; (ii) the fact that Tenant would remain in occupancy of the Premises (e.g., no “down time” or loss of rental income, no payment of brokerage commissions for a new tenant, no construction or fit-up expense to prepare the space for a new tenant, and no moving or other expenses incurred by Tenant in connection with a relocation); and, (iii) a step up of the Base Years for the OMC Sum and Taxes (i.e., Subsections ▇.▇(2) and l.L(2)] to the most recent calendar year prior to the commencement of the subject Extension Period. If Landlord and Tenant are unable to agree on the Minimum Rent for the Extension Period within thirty (30) days after Tenant gives Landlord the Extension Notice, the Minimum Rent for the Extension Period shall be determined by appraisal as hereinafter set forth; provided that Tenant shall have the right to revoke its exercise of the Extension Right for the Extension Period by written notice to Landlord at any time during such thirty (30) day period and, in which event, the Term shall expire on the expiration date of the Term. In the event the Minimum Rent for the Extension Period is required to be established by appraisal, if Landlord and Tenant cannot agree on an appraiser, then Landlord and Tenant each shall nominate one (1) real estate appraiser (MAI or equivalent) located in the) City of Philadelphia to appraise and determine the air Rental Value of the Premises during the Extension Period. If the two (2) appraisers nominated and appointed by the parties shall differ in judgment as to such Fair Rental value, then they shall appoint a third (3rd) reputable and impartial real estate appraiser MAI or equivalent) located in the City of Philadelphia to determine such Fair Rental Value. If the appraisers selected by Landlord and Tenant are unable to agree on a third (3rd) appraiser, the third appraiser shall be selected by the President of the American Institute of Real Estate Appraisers or if not in existence at the time in question, an equivalent successor person and

Extension Right. Section 33 entitled “Extension Right” is hereby added to this Lease: 33. EXTENSION RIGHT. A. (i) Tenant shall have the 1 right (the “Extension Right”) to extend the Term for three (3) periods of five (5) years following the expiration term of the Term Lease for a period of 5 years (the “Extension PeriodTerm”) on the condition that: same terms and conditions as the Lease (1other than with respect to Base Rent and the Improvement Allowance) Tenant shall exercise the Extension Right by giving Landlord written notice (the “Extension Notice”) of Tenant’s its election to extend exercise the Extension Right at least six 12 months prior, and no earlier than 15 months prior, to the Third Amendment Expiration Date. (6ii) months prior to Upon the commencement of the applicable Extension Period (an “Extension Period”)Term, and there exists no event of default under the Lease; and (2) if the Extension Right is exercised by Tenant as set forth in Subsection 33.A(1) hereof, the Extension Period shall commence on the expiration of the Tenth (10th) Year or the Fifth (5th) Year of the prior Extension Period; and (3) all terms and conditions of the Lease, including those containing the right and remedy of Landlord to confess judgment for possession, shall be applicable during the Extension Periods except that Minimum Rent for the Extension Periods shall be determined as provided in Section 33.B hereof. B. If the Tenant exercises the Extension Right as provided in this Section 33, then during each Extension Period the Minimum Base Rent shall be equal to payable at the product of the “Fair Rental Value” Market Rate (hereinafter defined) on a square footage basis multiplied by the then square footage of the Premises (exclusive of any Storage Spaceas defined below). “Fair Rental Value” means what Landlord and Tenant agree to Base Rent shall thereafter be the fair rental value adjusted on each annual anniversary of the Premises during the subject Extension Period taking into consideration (i) prevailing rental market conditions (including concessions such as “free rent” and other allowances) for commercial office space comparable to the Premises located in the Building and elsewhere in the Center City area of Philadelphia, Pennsylvania; (ii) the fact that Tenant would remain in occupancy of the Premises (e.g., no “down time” or loss of rental income, no payment of brokerage commissions for a new tenant, no construction or fit-up expense to prepare the space for a new tenant, and no moving or other expenses incurred by Tenant in connection with a relocation); and, (iii) a step up of the Base Years for the OMC Sum and Taxes (i.e., Subsections ▇.▇(2) and l.L(2)] to the most recent calendar year prior to the commencement of the subject Extension Period. If Term by a percentage agreed upon by Landlord and Tenant are unable at the time the Market Rate is determined. As used herein, “Market Rate” shall mean the rate for space that Landlord and affiliates of Landlord have accepted at the Project and at comparable laboratory/office projects in the ▇▇▇▇▇▇ ▇▇▇▇▇ submarket during the 12-month period prior to agree on the Minimum Rent for the Extension Period within thirty (30) days after Tenant gives Landlord the Extension Notice, the Minimum Rent for the Extension Period shall be determined by appraisal as hereinafter set forth; provided that Tenant shall have the right to revoke its Tenant’s exercise of the Extension Right for from non-equity (i.e., not being offered equity in the Extension Period by written notice to Landlord at any time during such thirty buildings) and nonaffiliated tenants of similar financial strength (30) day period andthe “Portfolio Comps”); provided, in which event, the Term shall expire on the expiration date of the Term. In the event the Minimum Rent for the Extension Period is required to be established by appraisalhowever, if Landlord and Tenant cannot agree on an appraiserdetermines, in its reasonable discretion, that there are no Portfolio Comps at a market rate, then the Market Rate shall be the rate that comparable landlords of comparable buildings have accepted in current transactions from non-equity (i.e., not being offered equity in the buildings) and nonaffiliated tenants of similar financial strength. In determining the Market Rate, the comparable space shall be of comparable quality (including the Premises Improvements, Alterations and other improvements) and floor height in comparable laboratory/office buildings in the ▇▇▇▇▇▇ ▇▇▇▇▇ submarket (including those owned by Landlord and Tenant each shall nominate one (1or affiliates of Landlord) real estate appraiser (MAI or equivalent) located in the) City of Philadelphia to appraise and determine for a comparable term, with the air Rental Value determination of the Premises during the Extension Period. If the two Market Rate to take into account all relevant factors, including tenant inducements, views, available amenities (2) appraisers nominated and appointed by the parties shall differ in judgment as to such Fair Rental valueincluding, then they shall appoint a third (3rd) reputable and impartial real estate appraiser MAI or equivalent) located in the City of Philadelphia to determine such Fair Rental Value. If the appraisers selected by Landlord and Tenant are unable to agree on a third (3rd) appraiserwithout limitation, the third appraiser shall be selected by the President Amenities), age of the American Institute Buildings, age of Real Estate Appraisers mechanical systems serving the Premises, parking costs, leasing commissions, allowances or concessions, if not any. Landlord shall notify Tenant in existence at writing of Landlord’s determination of the time in question, an equivalent successor person andMarket Rate within 30 days after Tenant’s written request therefor.