Common use of Option to Extend Clause in Contracts

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE shall have the right to extend the term hereof (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period shall be upon the same terms and conditions of this Lease, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEE.

Option to Extend. On Tenant shall have the right, to be exercised as hereinafter provided, to extend the term of this Lease for 1 period of 3 years (“Extension Term”), on the following terms and conditions (which and subject to the limitations hereinafter set forth. The Extension Term shall be upon the same terms, covenants and conditions LESSOR may waiveas in this Lease, at its election, by written notice to LESSEE at any time) except that LESSEE is not in default Basic Rent shall be the Fair Market Basic Rent for such space on the date such Extension Term shall commence. Tenant shall notify Landlord of its covenants desire to extend the term for the Extension Term by notifying Landlord in writing (the “Extension Notification”) at least 9 months prior to the commencement date of the Extension Term; if Tenant fails to timely deliver the Extension Notification to Landlord, then Tenant’s option to extend shall automatically terminate. Upon Landlord’s receipt of the Extension Notification, Landlord and obligations under Tenant shall make a good faith effort to agree upon the Lease beyond applicable notice and cure periods, both Fair Market Basic Rent of the Premises for the Extension Term. “Fair Market Basic Rent” shall mean that net annual basic rent per rentable square foot of the Premises as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension PeriodTerm that a willing credit-worthy tenant would pay and that a willing landlord would accept in an arms length bona fide negotiation for space comparable to the Premises in condition, as hereinafter definedquality, size and location, with neither party under a compulsion for the appropriate term. In determining “Fair Market Basic Rent,” the parties shall consider rental rates, rent concessions, and other economic terms that a comparable landlord, acting reasonably and in good faith, is then LESSEE shall have the right to extend the term hereof (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’)offering or would then offer, to commence immediately a lessee similar to Tenant for a similar term. In the event that Landlord and Tenant fail to agree upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period shall be upon the same terms and conditions of this Lease, except that the Base Fair Market Basic Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) 90 days of the date Landlord’s receipt of the Extension NoticeNotification, said fair market effective rent then Tenant’s extension right shall automatically terminate. Tenant’s option to extend as set forth in this Section shall be conclusively determined by three (3) appraisers. Within fifteen (15) days contingent upon this Lease being in full force and effect and Tenant not being in default in the performance of any of the expiration terms, covenants and conditions herein contained in respect to a matter as to which notice of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on default has been given hereunder which such appraisers have has not been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser remedied within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEElimited in this Lease.

Option to Extend. On If Tenant is not in Default hereunder on the last day of the initial Lease Term hereof, Tenant shall have the option (hereinafter called the "Option") to extend the initial Lease Term hereof for a period of ten (10) years after the last day of the initial Lease Term (herein called the "Extended Lease Term"), upon the same terms and conditions (provided in this Lease, except for the Minimum Annual Rent, rent escalations and tenant improvement allowances, collectively, which conditions LESSOR may waive, shall be at its election, fair market rental rate as determined below. The Option shall be exercised by written notice from Tenant to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE shall have the right to extend the term hereof (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) Landlord given on or before the date which no less that is six (6) months prior to the expiration of the initial Lease Term. A. The Annual Base Rental rate under this Lease for the Extended Lease Term shall be determined as follows: (i) Within fifteen (15) days following Tenant's written request, made at least nine (9) months, but not more than twelve (12) months prior to the expiration of the then current initial Lease Term. Such Extension Period , stating that Tenant is considering exercising its Option, Landlord shall be upon deliver written notice to Tenant of Landlord's estimation of the same terms and conditions of this Lease, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, rental rate and shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms thereafter negotiate in the nature of rent and rent adjustments customarily then being included good faith with Tenant in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable attempt to agree upon such fair market effective rental rate. The Minimum Annual Rent under this Lease for the Extended Lease Term shall be an amount equal to the then "fair market rental rate", as hereinafter defined, as agreed upon by Landlord and Tenant not later than forty-five (45) days after Tenant's delivery to Landlord of its preliminary notice. In the event Landlord and Tenant are unable to agree upon the definition of the fair market rental rate within such forty-five (45) day period, then the Minimum Annual Rent for the Extended Lease Term shall be the then "fair market rental rate" determined by arbitration as provided below. The term "fair market rental rate shall mean the annual rental rate (projected to the date of the commencement of the Extended Lease Term) which Tenant would expect to pay and Landlord would expect to receive under renewal leases for space of comparable size and quality to the Leased Premises for comparable office buildings in the same submarket area and as provided for in, and upon terms and conditions comparable to, this Lease covering renewal lease premises similar to the Leased Premises and taking into account the direct operating expenses payable by Tenant during the Extended Lease Term, concessions offered by landlords, if any, for such comparable renewal lease space to the Leased Premises, commissions paid, lack of any leasing "downtime", increases in base rent and operating expenses and all other relevant factors. If Landlord and Tenant have not reached agreement on a fair market rental rate within fifteen forty-five (1545) days after Tenant's delivery to Landlord of Tenant's preliminary notice, then, within ten (10) days after that date, each party shall appoint and employ, a qualified real estate professional with at least five (5) years' experience immediately prior to the date in question, to appraise and establish the "fair market rental rate" for renewal leases. The two real estate professionals, thus appointed, shall meet promptly and attempt to agree upon and establish said rate or, upon failing to do so, shall then jointly designate a third real estate professional within ten (10) days of the appointment of the last two real estate professionals. If they are unable to agree upon the third appraiserreal estate professional, either of the parties, after giving five (5) days' notice to the other, may apply to judge of the Superior Court of Gwinnett County, Georgia (to whose jurisdiction for this limited purpose both Landlord and Tenant hereby consent) for the selection of a third real estate professional. Each of the parties shall pay the cost of its own real estate professional and each bear one-half (1/2) of the cost of the third real estate professional. Within thirty (30) days after the selection of the third real estate professional, the third real estate professional shall select as "fair market effective rent rental rate" either the rate suggested by Landlord's real estate professional or the rate suggested by Tenant's real estate professional, but no other amount. In any of said events, the determination so chosen shall be that determined by the appraiser not selected by either LESSOR or LESSEEfinal, conclusive and binding upon both Landlord and Tenant.

Option to Extend. On (a) Provided that Tenant shall have well and faithfully performed in a timely manner all of the conditions (which conditions LESSOR may waiveterms, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations conditions on Tenant's part to be performed under the Lease beyond applicable notice and cure periodsthis Lease, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Tenant shall have the right an option to extend the term hereof of this Lease for one additional period of five (5) years (the “"Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’"), to commence immediately upon the expiration of the then current term. LESSEE may exercise such The Option to Extend shall be exercised only by giving written notice to LESSOR from Tenant received by Landlord no more than eight (the “Extension Notice”) on or before the date which 8) months and no less than twelve six (126) months prior to the expiration of the then current Term. Such Extension Period Initial Term ("Notice of Option to Extend"), failing which notice Tenant's right to extend the term of this Lease shall be upon null and void. The Notice of Option to Extend shall be effective only if given in the same timely manner described and provided Tenant is not in default under this Lease beyond applicable grace and cure periods either on the date of the Notice of Option to Extend or on the date of expiration of the Initial Term.. Any extended term of this Lease shall be on the terms and conditions as the Initial Term, except as otherwise expressly provided herein. Once the term of this Lease, except that Lease is duly extended any reference herein to the Base Term hereof shall mean the term of this Lease as extended (the "Extended Term"). (b) The Basic Rent payable as defined in Section 1.2 hereof for the Extended Term of this Lease shall be set at the then fair market effective rent value figure for the Leased PremisesBasic Rent for the Premises during any such extended term as determined pursuant to this Section 14.29(b). In Notwithstanding anything to the contrary contained herein, in no event, however, event shall the Base Basic Rent for any given lease year of the Extended Term be less than the then-current Base Basic Rent at the expiration for any previous year of the current Term as extended. Within ten (10) days of its receipt of the Notice of Option to Extend, Landlord shall deliver Tenant notice (the "Landlord's Rental Notice") of Landlord's estimate of the fair market value for the Basic Rent for the Premises for the Extended Term. For the purpose of this Section, If Landlord and Tenant cannot agree on such fair market effective rent shall mean value within fourteen (14) days of Tenant's receipt of the Base Rent plus such additional financial terms in Landlord Rental Notice, (the nature of rent and rent adjustments customarily then being included in leases for similar space within "Landlord's Rental Notice Date"), the greater Waltham area. LESSEE parties shall, during within twenty-eight (28) days after the Extension PeriodLandlord's Rental Notice. Date, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said select a single appraiser who will determine such fair market effective rent for value. If the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to parties cannot agree on a single appraiser, then each party will select an appraiser within said fair market effective rent twenty-eight (28) days after the Landlord's Rental Notice Date and such two appraisers will select a third appraiser within thirty seven (307) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) selection of such two appraisers. Within fifteen (15) days The appraisers so selected shall all be members of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Real Estate Appraisers. Each party shall bear the cost of the appraiser selected by such party, and in the cost case of the third appraiser chosen by the other two appraisers, shall be shared equally by LESSOR and LESSEEnot have acted in any capacity for either Landlord or Tenant within five (5) years of such appraiser's selection. If the The three appraisers are unable shall render their decision as to agree upon such fair market effective rent within fifteen (15) days their estimate of the appointment of the third appraiser, the fair market effective rent value of the Premises and a decision by the majority of the appraisers shall be that determined binding upon Landlord and Tenant. The cost of the foregoing appraisers shall be borne equally by the appraiser not selected by either LESSOR or LESSEELandlord and Tenant.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) Provided that LESSEE is Tenant has not been in default of its covenants and obligations under the this Lease beyond any applicable notice and notice, grace or cure periodsperiod(s), both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Tenant shall have the right to extend the term hereof of this Lease for one (1) consecutive three (3) year period (the “Option to ExtendExtended Term”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), by executing and delivering to commence immediately upon Landlord the expiration of the then current term. LESSEE may exercise such Option to Extend Exercise Notice attached hereto as Exhibit B (with all blanks therein fully and accurately completed by giving written notice to LESSOR (the “Extension Notice”Tenant) on or before the date which no less earlier than twelve (12) months and no later than Nine (9) months prior to the expiration of the then current Terminitial Term (the “Extension Option”). Such Extension Period Tenant’s possession and use of the Premises during the Extended Term shall be upon pursuant to all of the same terms and conditions of this Lease, except that (i) Tenant shall not have any further option to extend this Lease and (ii) the initial Base Monthly Rent payable during the Extended Term shall be set equal to the “Fair Market Rent” (as hereafter defined), which initial Base Monthly Rent shall be increased annually on each anniversary of the commencement of the Extended Term (the “Rent Adjustment Date”) by the fair market rent increases, determined at the then fair market effective rent for time and in the Leased Premises. In no eventmanner that the initial Base Monthly Rent during the Extended Term is determined, however, shall the Base Rent be but by not less than the then-current Base increases incorporated into the initial term (the “Rent at the expiration of the current TermAdjustment”). For the purpose of this Section, fair market effective rent “Fair Market Rent” shall mean the Base Rent plus such additional financial terms amount of rent that landlords would charge a tenant for built-out space of equal quality and size in the nature immediate market area of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEEPremises; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days that in no event may the Fair Market Rent be less than 103% of the date of Base Monthly Rent payable in the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of month immediately preceding the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEEExtended Term. If the three appraisers are unable Extended Term commences before the Fair Market Rent is finally determined as provided in this Section, then the Extended Term shall nonetheless commence and Tenant shall fully and timely perform all obligations under this Lease and pay to agree upon such fair market effective rent within fifteen (15) days Landlord Base Monthly Rent during the Extended Term at 103% of the appointment Base Monthly Rent payable under this Lease in the month immediately preceding the Extended Term until the Fair Market Rent is finally determined as provided hereunder, in which case such determination shall be retroactive to the commencement of the third appraiser, Extended Term and Tenant shall immediately thereupon pay Landlord any unpaid Base Monthly Rent during the fair market effective rent Extended Term accruing at a rate equal to the Fair Market Rent. “Fair Market Rent” shall be that determined by the appraiser not selected by either LESSOR or LESSEE.as follows:

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Lessee shall have the right right, to be exercised as hereinafter provided, to extend the term hereof (the “Option to Extend”) of this Lease for one additional (1) period of two (2) years, on the following terms and conditions and subject to the limitations hereinafter set forth, such two (2) year extension period being in this Lease sometimes referred to as the "Renewal Term." (a) That at the time hereinafter set forth for the exercise of the renewal option, this Lease shall be in full force and effect and Lessee shall not be in default in the performance of any of the terms, covenants and conditions herein contained in respect to a matter as to which notice of default has been given hereunder which has not been remedied within the time limited in this Lease, but Lessor shall have the right, at its sole discretion, to waive the non-default conditions herein. (b) That the Renewal Term shall be upon the same terms, covenants and conditions as in this Lease provided; provided, however, the annual Base Rent for the Renewal Term shall be the fair market Base Rent rate for such space on the date such Renewal Term shall commence in relation to comparable (in quality and location) space located in the Minneapolis-St. ▇▇▇▇ metropolitan area. The fair market Base Rent for the Premises shall be determined as of the date six (6) months prior to commencement of the Renewal Term. Provided Lessee has properly elected to renew the term of this Lease, and if Lessor and Lessee fail to agree at least five years, ending on March 31, 2019 (5) months prior to commencement of the “Extension Period’), to commence immediately Renewal Term upon the expiration fair market Base Rent of the then current termPremises, the amount of the fair market Base Rent of the Premises shall be determined by arbitration in accordance with the provisions of Article XXXI hereof. LESSEE may The fair market Base Rent of the Premises shall be based upon the highest and best use of the Premises; provided, however, the non-office areas of the Premises (production and warehouse areas) shall be based on the market rate for non-air-conditioned warehouse space only. The rate for the office areas shall be based upon market rates for office areas. In no event shall the Base Rent of the Premises for the Renewal Term be either less than the Base Rent rate payable nor more than 120% of the Base Rent rate payable (absent temporary abatements) by Lessee immediately prior to commencement of the Renewal Term. (c) That Lessee shall exercise such Option its rights to Extend extend the term of this Lease for the Renewal Term by giving written notice notifying Lessor, in writing, of its election to LESSOR (exercise the “Extension Notice”) on or before right to renew and extend the term of this Lease no later than the date which no less than twelve six (126) months prior to the expiration of the then current Term. Such Extension Period shall be upon the same terms and conditions initial term of this Lease. Upon notification with respect to such renewal, except that the Base Rent payable shall be set at the then fair market effective rent and for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration a period of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days thereafter, the parties hereto shall make a good faith effort to agree upon the fair market Base Rent of the date of Premises for such Renewal Term. In the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of event that Lessor and Lessee fail to agree within the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen time period set forth in this subparagraph (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiserc), the fair market effective rent Base Rent of the Premises for such Renewal Term shall be that determined by Arbitration in the appraiser not selected manner set forth in Article XXXI ("Arbitration") hereof. However, such arbitrators shall be directed to determine the fair market Base Rent for the Premises as above provided and in determining the same said appraisers shall be instructed to make said appraisal independently, without consulting with each other. Any determination by either LESSOR arbitration or LESSEEany agreement reached by the parties hereto with respect to such fair market Base Rent and resulting Base Rent of the Premises for such Renewal Term shall be expressed in writing and shall be executed by the parties hereto, and a copy thereof delivered to each of the parties.

Option to Extend. On 40.1 Landlord grants to Tenant one (1) option to extend the conditions term of this Lease for (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time5) that LESSEE is not in default of its covenants and obligations years under the same terms and conditions existing in the original Lease beyond applicable notice and cure periods, both except as set forth in this Article 40. Basic Annual Rent shall be adjusted on the first day of the extension term to an amount equal to the fair market rental value of the Premises as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Periodextension term, as hereinafter defined, then LESSEE but in no event less than the Basic Annual Rent payable during the last year of the initial term. Tenant shall have the exercise such right to extend the term hereof (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend this Lease by giving written notice to LESSOR Landlord no later than eight (the “Extension Notice”) on or before the date which no less than twelve (12) 8) months prior to the expiration end of the then current Term. Such Extension Period shall be upon original term. 40.2 If Landlord and Tenant after the same terms and conditions use of this Leasereasonable, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE good faith efforts are unable to agree on said the fair market rental value of the Premises, Landlord shall within sixty (60) days after the option is exercised obtain at its expense and deliver to Tenant an independent appraisal of the fair market rental value of the Premises as of the commencement of the extension term. Tenant may also elect to obtain at its expense and deliver to Landlord not later than thirty (30) days after receipt of Landlord's appraisal a second independent appraisal of the fair market rental value of the Premises as of the commencement of the extension term. If Tenant elects not to obtain a second appraisal, Landlord's appraisal shall be conclusive. If Tenant's appraisal is no more than five percent (5%) less than Landlord's appraisal, the fair market rental value of the Premises shall be the arithmetic average of the two appraisals. If Tenant's appraisal is more than five percent (5%) less than Landlord's appraisal, the two appraisers shall appoint a third appraiser to appraise the fair market rental value of the Premises as of the commencement of the extension term, and the fair market rental value of the Premises shall be the arithmetic average of the two appraisals closest in their determination of fair market rental value. Landlord and Tenant shall bear equally the expense of the third appraiser. In no event shall the Basic Annual Rent for the first year of the extension term be less than that payable during the last year of the initial term. As used herein, the term "fair market rental value of the Premises" shall be defined to mean the fair market rental value of the Premises as of the commencement of the extension term in its then existing condition "as-is" (without allowance from Landlord for new tenant improvements or refurbishment) but excluding the value of any Tenant Improvements paid for by Tenant as part of the initial construction or installed and paid for by Tenant after the Term Commencement Date, taking into consideration all relevant factors, including length of term, the uses permitted under the Lease, the quality, size, design, condition, and age of the Premises, the absence of a tenant improvement allowance, the location of the Premises, the monthly base rent for premises comparable to the Premises located in the same general area as the Premises, and the rental adjustments set forth in Section 40.5. 40.3 All appraisers appointed hereunder shall have at least ten (10) years experience in the appraisal of commercial/industrial real property in the Santa Clar▇ ▇▇▇a and shall be members of professional organizations such as the American Appraisal Institute with a designation of MAI or equivalent. 40.4 Any increase or decrease in Basic Annual Rent under this Article 40 which is not determined until after the effective rent date of the increase shall nevertheless be retroactive to the effective date; Tenant shall pay any such retroactive increase with the installment of Rent next due, and Landlord shall promptly reimburse Tenant an amount equal to any such retroactive decrease. 40.5 Basic Annual Rent as of the commencement of the extension term as determined under this Article 40 (and as increased pursuant to this Section 40.5) shall be increased on each annual anniversary of the first day of the extension term (each an "Adjustment Date") by three percent (3%). 40.6 Tenant shall not have the right to exercise this option to extend, notwithstanding anything set forth above to the contrary: (a) During the period of time commencing on the date Landlord gives to Tenant a written notice that Tenant is in material default under any monetary or material non-monetary obligation of this Lease and continuing until the default alleged in said notice is cured; (b) At any time after Landlord has given to Tenant three (3) or more monthly notices of a default in the payment of Basic Annual Rent during the last two years of the initial term, whether or not such defaults are cured; or (c) After the expiration or earlier termination of this Lease. (1) Tenant is in default of a monetary obligation of Tenant for a period of thirty (30) days after such obligation becomes due, (2) Tenant fails to commence to cure a non-monetary default within thirty (30) days of after the date Landlord gives notice to Tenant of the Extension Noticesuch default, said fair market effective rent shall be conclusively determined by or (3) Landlord properly give gives to Tenant three (3) appraisers. Within fifteen (15) days or more notices of a default in the expiration payment of Basic Annual Rent, whether or not such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers defaults are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEEcured.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE Provided Tenant is not in default of its covenants and obligations under the Lease hereunder beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Tenant shall have the right to extend the term hereof (the “Option to Extend”) of this Lease for one additional term period of five years, ending on March 31, 2019 two (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend 2) years by giving written notice to LESSOR (the “Extension Notice”) on or before the date which Landlord to such effect given no less later than twelve (12) months nor earlier than fifteen (15) months prior to the expiration end of the then current Term. Such Extension Period term of this Lease and if Tenant timely and properly gives such notice then the term of this Lease shall be extended without the necessity of any further action between Landlord and Tenant upon all the same terms and conditions of this Lease, set forth herein except that the Base Rent payable fixed rent shall be set at the greater of (x) fixed rent per annum and additional rent under Article VIII for the 12-month period immediately preceding the commencement of the extension term (the “Current Rent”) or (y) the then fair market effective rent for rental value of the Leased Premises. In no eventIf Tenant timely and properly exercises such option to extend, however, then Landlord shall give to Tenant its determination as to the Base Rent be less than the then-current Base Rent at the expiration fair market rental value of the current TermPremises. For If within sixty (60) days after T▇▇▇▇▇’s exercise of its right to extend Landlord has not submitted such determination to Tenant then Tenant may request such determination from Landlord and Landlord shall submit the purpose same to Tenant within ten (10) days after such request. If after receipt of this Section, Landlord’s determination Tenant determines to contest such determination then by notice to Landlord given within thirty (30) days after its receipt of Landlord’s determination Tenant may request that the determination of fair market effective rent rental value be made by arbitration as follows: Each of Landlord and Tenant shall mean the Base Rent plus such additional financial terms designate a person to act as arbitrator, which person shall be a person with at least five years experience in the nature appraisal of rent real property in the City of Boston and rent adjustments customarily then being included in leases for similar space within the greater Waltham areashall not be directly employed by Landlord or Tenant. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises The two appraisers so chosen shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days of their selection determine the date fair market rental value of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should Premises but if the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent rental value within fifteen (15) days such period then the determination shall be made by a third appraiser selected by the two appraisers, which appraiser likewise shall not be directly employed by either Landlord or Tenant and shall have at least five years experience in the appraisal of real property within the appointment City of N▇▇▇▇▇. The determination of the third appraiser, appraiser shall be final. The costs and expenses of the third appraiser shall be borne jointly by Landlord and T▇▇▇▇▇. Until the determination of the fair market effective rental value has been determined Tenant shall pay to Landlord on account of fixed rent for and with respect to the extension term at the rate of the Current Rent per annum, with a prompt adjustment as soon as the fair market rental value of the Premises for the extension term has been determined. Fixed Rent shall be that determined payable during the extension term in monthly installments of 1/12th of the annual amount in advance on the commencement date of the extension term and on the first day of each month thereafter. WITNESS the execution hereof in any number of counterparts, each of which counterparts shall be deemed an original for all purposes, as of the day and year first above written. TDC HERITAGE LLC By: TDC Holding Corp., its manager By: /s/ R▇▇▇▇▇ ▇▇▇▇▇▇ Its hereunto duly authorized PARATEK PHARMA, LLC. By: /s/ D▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Its Hereunto duly authorized (Tenant) G U A R A N T E E FOR VALUE RECEIVED, and in consideration for, and as an inducement to TD HERITAGE LLC (the “Landlord”) to make the foregoing lease (the “Lease”) with PARATEK PHARMA, LLC (the “Tenant”), the undersigned, PARATEK PHARMACEUTICALS, INC., a Delaware corporation (the “Guarantor”), unconditionally guarantees the full performance and observance of all the covenants, conditions and agreements therein provided to be performed and observed by the appraiser Tenant, the Tenant’s successors and assigns, and expressly agrees that the validity of this agreement and the obligations of the Guarantor shall in no way be terminated, affected or impaired by reason of the granting by the Landlord of any indulgences to the Tenant or by reason of the assertion by the Landlord against the Tenant of any of the rights or remedies reserved to the Landlord pursuant to the provisions of the Lease or by the relief of the Tenant from any of the Tenant’s obligations under the Lease by operation of law or otherwise (including, but without limitation, the rejection of the Lease in connection with proceedings under the bankruptcy laws now or hereafter enacted); the Guarantor hereby waiving all suretyship defenses. The obligations of the Guarantor include the payment to Landlord of any monies payable by Tenant under any provisions of the Lease, at law, or in equity, including, without limitation, any monies payable by virtue of the breach of any warranty, the grant of any indemnity or by virtue of any other covenant of Tenant under the Lease. The Guarantor further covenants and agrees that this Guarantee shall remain and continue in full force and effect as to any renewal, modification or extension of the Lease, whether or not selected the Guarantor shall have received any notice of or consented to such renewal, modification or extension. The Guarantor further agrees that its liability under this Guarantee shall be primary (and that the heading of this instrument and the use of the word “guarantee(s)” shall not be interpreted to limit the aforesaid primary obligations of the Guarantor), and that in any right of action which shall accrue to the Landlord under the Lease, the Landlord may, at its option, proceed against the Guarantor, any other guarantor, and the Tenant, jointly or severally, and may proceed against the Guarantor without having commenced any action against or having obtained any judgment against the Tenant or any other guarantor. The Guarantor irrevocably waives any and all rights the Guarantor may have at any time (whether arising directly or indirectly, by either LESSOR operation of law or LESSEEby contract or otherwise) to assert any claim against the Tenant on account of payments made under this Guarantee, including, without limitation, any and all rights of or claim for subrogation, contribution, reimbursement, exoneration and indemnity, and further waives any benefit of and any right to participate in any security deposit or other collateral which may be held by the Landlord; and the Guarantor will not claim any set-off or counterclaim against the Tenant in respect of any liability the Guarantor may have to the Tenant. The Guarantor further represents to the Landlord as an inducement for it to make the Lease, that the Guarantor owns all of the entire outstanding capital stock of the Tenant, that the execution and delivery of this Guarantee is not in contravention of its charter or by-laws or applicable state laws, and has been duly authorized by its Board of Directors. It is agreed that the failure of the Landlord to insist in any one or more instances upon a strict performance or observance of any of the terms, provisions or covenants of the Lease or to exercise any right therein contained shall not be construed or deemed to be a waiver or relinquishment for the future of such term, provision, covenant or right, but the same shall continue and remain in full force and effect. Receipt by the Landlord of rent with knowledge of the breach of any provision of the Lease shall not be deemed a waiver of such breach. No subletting, assignment or other transfer of the Lease, or any interest therein, shall operate to extinguish or diminish the liability of the Guarantor under this Guarantee; and wherever reference is made to the liability of the Tenant named in the Lease, such reference shall be deemed likewise to refer to the Guarantor. All payments becoming due under this Guarantee, including, without limitation, costs of collection, and not paid when due shall bear interest from the applicable due date until received by the Landlord at the interest rate set forth in the Lease. It is further agreed that all of the terms and provisions hereof shall inure to the benefit of the heirs, executors, administrators and assigns of the Landlord, and shall be binding upon the successors and assigns of the Guarantor.

Option to Extend. On Lessor hereby grants to Lessee the conditions option (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any timethe "Option") that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE shall have the right to extend the term hereof of this Lease for one (1) additional five (5) year period (the “"Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’Term"), to commence immediately commencing when the Original Term expires upon the expiration each and all of the then current term. LESSEE may exercise such Option following terms and conditions: (a) Lessee gives to Extend by giving written notice Lessor, and Lessor actually receives on a date which is prior to LESSOR (the “Extension Notice”) on or before the date which that the Option Term would commence (if exercised) by at least nine (9) months, but no less more than twelve (12) months prior to the expiration months, a written notice of the then current exercise of the option to extend this Lease for the Option Term. Such Extension Period If the notification of the exercise of the option is not so given and received, the option shall be upon automatically expire; (b) All of the same provisions of Paragraph 39 of this Lease are conditions of this Option; (c) All of the terms and conditions of this LeaseLease shall apply, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days of the date of the Extension Notice, said fair market effective monthly rent shall be conclusively increased to the fair market rental value for similar buildings in Westlake village at the time the Option Term commences. The fair market rental value for the first year of the Option Term shall be determined by three in accordance with the following procedures: (3i) appraisers. Within fifteen (15) days of receipt by Landlord of Tenant's written exercise of the expiration above-described (respective) option to extend the term of the Lease, Landlord shall advise Tenant in writing of Landlord's opinion of the fair market rental value of the Premises for such thirty option Term (30sometimes also referred to herein as the "Fair Market value"). (ii) day periodIf the proposed Fair Market Value is acceptable to Tenant, LESSOR and LESSEE then Tenant shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third so notify Landlord in writing within fifteen (15) days of receipt by Tenant of Landlord's notice of the date proposed Fair Market Value. Tenant's failure to so notify Landlord, in writing, on which or before the expiration of such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser period shall be appointed by deemed a waiver of its right to so challenge Landlord's determination of Fair Market Value. (iii) In the American Institute of Appraisers. Each party shall bear the cost event Tenant challenges Landlord's opinion of the appraiser selected by such party, and the cost Fair Market Value of the third appraiser Premises, Tenant shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent notify Landlord thereof in writing within fifteen (15) days of receipt by Tenant of Landlord's notice of the proposed Fair Market Value, and the Fair Market Value of the Premises shall be determined by appraisal in accordance with the provisions hereof. Within thirty (30) days following Tenant's notice to Landlord thereof, both Landlord and Tenant shall appoint a reputable licensed real estate broker and shall give written notice of the name and address of such broker to the other party to this Lease. The failure by either party to timely appoint a broker and notify the other party thereof as provided in the immediately preceding sentence shall be deemed a waiver by the failing party of the right to have the Fair Market Value determined by more than one broker. The two brokers thus appointed shall, within ten (10) days after such appointment, themselves appoint a third broker and serve written notice of the broker so appointed upon each of the parties. All brokers appointed hereunder must have at least five (5) years experience in leasing retail and commercial properties within Westlake Village and be qualified by education and experience to appraise properties. The broker(s) so appointed shall meet at the earliest time practicable, but in no event more than ten (10) days after the appointment of all of the third appraiserrequired broker(s), for the purpose of determining the fair market effective rent rental value of the Premises. The decision of the majority of said broker(s) shall constitute the vote of the broker(s) and shall be binding on both of the parties hereto. In the event two of the brokers do not agree on the fair market rental value of the Premises, the average of the two closest appraisals of the fair market rental value of the Premises shall be the Fair Market Value of the Premises for purposes of this Paragraph 3.5. The brokers shall, to the extent possible, base their determination of Fair Market Value upon the then current fair market rental value of comparable buildings of similar size and improvements then, available for lease in Westlake Village. Tenant and Landlord shall each pay the cost and expense of its selected broker, with the cost of the third broker to be borne equally between Landlord and Tenant. During the period of time the parties are determining the Fair Market Value, Tenant shall continue to pay Landlord as a credit against rent due the monthly Base Rent payable the preceding Lease Year. The brokers' determination of the Fair Market Value shall be utilized as the basis for determining the monthly Base Rent for the first year of the Option Term. (iv) if the Fair Market Value for the Premises as determined herein is greater than the monthly Base Rent paid by Tenant during the period of time following the end of the last Lease Year of the Original Term of the Lease, but before the Fair Market Value is determined, then Tenant shall, within thirty (30) days following the determination of the Fair Market Value, pay to Landlord the amount of underpaid sums during said period. (v) Notwithstanding any terms herein to the contrary, in no event shall the monthly Base Rent for the first year of the Option Term be less than monthly Base Rent payable during the immediately preceding Lease Year. (d) For the second Lease Year of the Option Term and each Lease Year thereafter, the monthly Base Rent shall be increased by one hundred three percent (103%) of the monthly Base Rent payable the preceding Lease Year." 7. Paragraph 4.3 is hereby added to the Lease: Commencing on the first anniversary date of the Commencement Date and continuing on the anniversary date of each twelve month period ("Lease Year") thereafter, the monthly Base Rent shall be increased to the following amounts First (April 15, 2002) $ 73,130.00 Second (April 15, 2003) 75,323.90 Third (April 15, 2004) 77,583.62 Fourth (April 15, 2005) 79,911.12 Fifth (April 15, 2006) 82,308.46 Sixth (April 15, 2007) 84,777.71 Seventh (April 15, 2008) 87,321.04 (a) is supplemented as follows: "Notwithstanding the foregoing, Lessee shall have no obligation to remodel or install new improvements which were not in existence as of the Commencement Date of this Lease." 9. The second sentence of Paragraph 7.3(a) is amended to read as follows: "The term 'Trade Fixtures' shall include Lessee's machinery and equipment, including telephone and computer equipment (excepting cabling and wiring), that determined can be removed without doing material damage to the Premises." 10. Paragraph 7.3(b) is supplemented as follows: "Subject to Lessee's compliance with the requirements of Paragraph 7.3(b) and (c), Lessor consents to Lessee's installation, at Lessee's sole cost, of a satellite dish, antennae, microwave relay, fiber optics cable or other such similar equipment for Lessee's own exclusive use on the roof or under the Common Area of the Premises. Lessee shall be responsible, at its sole cost and expense, for the repair and maintenance of any such items installed by Lessee and for any damage to the roof, building or Common Area arising from the installation and maintenance of such items, and shall remove at the expiration or termination of the Lease, at Lessee's sole cost and expense, any items installed by Lessee (provided at Lessor's election, such fiber optics cable shall remain with the Premises) and shall restore the Premises to its original condition as of the Commencement Date of this Lease. Lessee shall be required to submit a copy of any drawings or Specifications ('Plans') in connection with any structural improvements or alterations made by Lessee. 11. The first sentence of Section 7.4(b) is supplemented by the appraiser not selected by either LESSOR or LESSEE.following additional phrase:

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Tenant shall have the right to extend the term hereof (the “Option to Extend”) Initial Term for one additional term of five years, ending on March 31, 2019 (5) year period (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend "EXTENSION TERM") by giving delivering written notice to LESSOR (the “Extension Notice”) Landlord on or before the date which no less than twelve (12) months is one year prior to the expiration Expiration Date, provided that Tenant is not in default at the time such notice is given or at the commencement of the then current Extension Term. Such The Extension Period Term shall be upon on the same terms and conditions of this Leasecontained herein applicable at the Expiration Date, except that the Base Rent payable shall be set at the then then-fair market effective rent rental value for the Leased Premises. In , which means what a landlord under no event, however, shall compulsion to lease the Base Rent be less than Leased Premises and what a tenant under no compulsion to lease the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective Leased Premises would determine as rent for the Extension Term, as of the commencement of the Extension Term, taking into consideration the uses permitted under this Lease, the quality, size, design, age, and location of the Leased Premises Premises, and the rent for comparable buildings located in the vicinity of Mira Loma, California, but excluding any consideration of the value of Tenant's fixtures, machinery, systems, equipment, and other Tenant's Property, Alterations or other improvements installed or located by Tenant therein. The fair market rental value shall be agreed upon as determined by LESSOR and LESSEELandlord in the reasonable exercise of its real estate business judgment; provided, however, if LESSOR and LESSEE are unable Tenant objects to agree on said fair market effective rent such determination made by Landlord, within ten (10) days after receipt of written notice of such rental amount by Tenant, each party shall within fifteen (15) days (after then end of the 10-day period) select an independent third-party appraiser, which appraisers shall within fifteen (15) days after their selection select a third independent third-party appraiser who shall within thirty (30) days of after such selection determine the date of fair market rental value for the Leased Premises for the Extension NoticeTerm, said fair market effective rent which the parties agree shall be conclusively determined by three (3) appraisersbinding. Within fifteen (15) days of Notwithstanding the expiration of such thirty (30) day periodforegoing, LESSOR and LESSEE in no event shall each select an appraiser, who the Rent for the Extension Term be less than the Rent last in effect prior to the Extension Term. The Extension Term shall select a third. Should the two appraisers fail to agree commence at midnight on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE the Initial Term expires and shall fail to appoint an appraiser within continue until the time provided, such appraiser shall be appointed by the American Institute of Appraisersfifth (5th) anniversary thereof. Each party shall bear the cost of the appraiser selected by such party, (The Initial Term and the cost of Extension Term are collectively referred to herein as the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEE"TERM").

Option to Extend. On Provided Lessee is not then in material default under the terms and provision of this Lease, Lessee, subject to the terms and conditions herein contained, shall have the option to extend the term of this Lease for one (which conditions LESSOR may waive1) additional term of five (5) years (the "Renewal Term") commencing January 1, at 2011. The option herein granted shall be conditioned for its electioneffectiveness upon Lessee notifying Lessor in writing, by written notice registered or certified mail before 5:00 p.m., July 1, 2010, of Lessee's decision to LESSEE at any time) that LESSEE is not exercise said option. The base rental rate during the Renewal Term shall be the then fair market rental rate for first class office space of comparable size and quality in default of its covenants and obligations under the Lease beyond applicable notice and cure periodsDowntown San Diego, both as of the time of exercise of the Option to Extend, as hereinafter defined, and prevailing at the commencement of the Extension PeriodRenewal Term. The fair market rental rate shall be determined by mutual agreement between Lessor and Lessee, as hereinafter defined, then LESSEE shall have the right to extend the term hereof (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately and upon the expiration failure of the then current term. LESSEE may exercise such Option parties to Extend by giving written notice to LESSOR so agree at least ninety (the “Extension Notice”90) on or before the date which no less than twelve (12) months days prior to the expiration commencement of the then current Renewal Term. Such Extension Period , the fair market rental rate shall be upon the same terms and conditions of this Lease, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) certified appraisers, each of whom must have knowledge of the office rental market in Downtown San Diego. Within fifteen Lessor and Lessee shall each select, at least eighty-five (1585) days prior to the commencement of the expiration of such thirty (30) day periodRenewal Term, LESSOR and LESSEE shall each select an appraiser, who and the two so selected shall select a third. Should If the two appraisers fail selected by Lessor and Lessee are unable within five (5) days of their selection to agree on a third within fifteen appraiser, the third appraiser, at least eighty (1580) days prior to the commencement of the Renewal Term, shall be selected by the then President of the San Diego Chapter of the Institute of Real Estate Management (or, if he or she shall refuse to or be unable to do so, by a comparable Real Estate Official in San Diego). The appraisal to be made prior to the commencement date on which such appraisers have been appointedof the Renewal Term shall establish the fair market rental rate of the Premises for the 180 day period immediately preceding commencement of the Renewal Term. In determining the fair market rental rate each appraiser shall: take into consideration the then current availability of similar space in buildings of comparable size and age in the San Diego urban area, or if either LESSOR or LESSEE shall fail giving due consideration to appoint an appraiser the location; assume the Premises are in their current condition; consider the amount of space within the time provided, such appraiser Premises; and consider the credit rating of the Lessee. Said appraisers shall be appointed instructed to determine fair market rental rate independently without consulting each other, and thereafter, to submit the appraisals to both Lessor and Lessee contemporaneously in writing no later than sixty (60) days prior to the commencement of the Renewal Term. The rental rate shall be determined by eliminating the American Institute of Appraisershighest and lowest appraisals, and the remaining appraisal shall apply. Each party shall bear pay the cost of the appraiser selected by such party, and the its own appraiser. The cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, and his/her out of pocket expenses, shall be borne equally by Lessor and Lessee. Upon the determination of fair market effective rent rental rate, the parties shall execute an appropriate document confirming said fair market rental rate, and thereafter Lessee shall have ten (10) days in which to make a final election as to whether this lease shall or shall not be so extended. Lessee's choice not to notify Lessor of its final election within the ten (10) days, shall be that determined automatically deemed by Lessor as Lessee's decision the appraiser Lease shall not selected by either LESSOR or LESSEEbe extended.

Option to Extend. On (a) Subject to the conditions provisions of section 60 below, Landlord hereby grants to Tenant the option to extend (which conditions LESSOR may waive"Option to Extend") the term of this Lease for one (1) period of five (5) years ("Option Term*). The Option to Extend must be exercised, if at its electionall, by written notice to LESSEE at any time("Option Notice" received by Landlord not later than one hundred eighty (180) that LESSEE is days and not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE shall have the right to extend the term hereof earlier than two hundred seventy (the “Option to Extend”270) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months days prior to the expiration of the then current Terminitial term of this Lease. Such Extension Period Provided that Tenant has properly exercised an Option to Extend, the term of this Lease shall be upon extended for five (5) years and all of the same terms terms, covenants and conditions of this Leasethe Lease shall remain unmodified and in full force and effect, except that the Base Rent payable Annual Basic Rental shall be modified as set at forth in subsection (b) below. (b) The Annual Basic Rental payable for the then Option Term shall be an amount equal to the fair market effective rent for rental value of the Leased Premises. In , as determined herein, but shall in no event, however, shall the Base Rent event be less than the then-current Base Rent at Annual Basic Rental payable for the expiration last month of the current Termbasic term of the Lease. For Landlord shall determine the purpose of this Section, fair market effective rent rental value of the Premises by using its best good faith judgment. Such fair market rental value shall mean be determined by Landlord in accordance with the Base Rent plus projected (to the commencement of such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases Option to Expand) prevailing market rentals for similar space within in Class "A" commercial office buildings in the greater Waltham areaOrange County Airport marketplace. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said in determining such fair market effective rent for rental value, Landlord shall specifically exclude any consideration of Tenant's occupancy or use of the Leased Premises in place as of the end of the term. Landlord shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable use its best efforts to agree on said deliver to Tenant written notice of such fair market effective rent rental value and the new Annual Basic Rental applicable to such Option to Expand within thirty (30) days after Landlord's receipt of the date of the Extension an Option-Notice, said fair market effective rent . Tenant shall be conclusively determined by three (3) appraisers. Within have fifteen (15) days ("Tenant's Review Period") after receipt of Landlord's notice of such new Annual Basic Rental to reasonably object thereto in writing. In the event Tenant objects to such new Annual Basic Rental submitted by Landlord, Landlord and Tenant shall attempt in good faith to agree upon such new Annual Basic Rental within fifteen (15) days following Tenant's Review Period (the *Outside Agreement Date"), then each party's determination shall be submitted to arbitration in accordance with Paragraph (C) hereof. Failure of Tenant to so object in writing within such period shall conclusively be deemed its approval of the expiration new Annual Basic Rental determined by Landlord as set forth above. (i) Landlord and Tenant shall each appoint one arbitrator who shall by profession be a real estate appraiser who shall have been active over the five (5) year period ending on the date of such appointment in the appraisal of commercial properties in the Orange County Airport Marketplace. Each such arbitrator shall be appointed within thirty (30) day period, LESSOR and LESSEE days after the Outside Agreement Date. (ii) The two arbitrators so appointed shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to of the appointment of the Last appointed arbitrator agree upon and appoint an appraiser within the time provided, such appraiser a third arbitrator who shall be qualified under the same criteria set forth hereinabove for qualification of the initial two arbitrators. (iii) Landlord and Tenant shall each submit a figure for the new Annual Basic Rental for the Premises to the appointed arbitration. The determination of the arbitrators shall be limited solely to the issue of whether Landlord's or Tenant's submitted new Annual Basic Rental for the Premises is the closest to the actual new Annual Basic Rental for the Premises as determined by the American Institute arbitrators, taking into account the requirements of Appraisers. Each party Paragraph (b) and this Paragraph (C) regarding same. (iv) The three arbitrators shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen thirty (1530) days of the appointment of the third appraiserarbitrator reach a decision as to whether the parties shall use Landlord's or Tenant's submitted new Annual Basic Rental, and shall notify Landlord and Tenant thereof. Such decision shall be based upon the projected prevailing fair market rental for similar space in Class "A" commercial office buildings in the Orange County Airport Marketplace. (v) The decision of the majority of the three arbitrators shall be binding upon Landlord and Tenant. (vi) If either Landlord or Tenant fails to appoint an arbitrator within the time period in Paragraph (c)(I) hereinabove, the arbitrator appointed by one of them shall reach a decision, notify Landlord and Tenant thereof, and such arbitrator's decision shall be binding upon Landlord and Tenant. (vii) If the two arbitrators fail to agree upon and appoint a third arbitrator, both arbitrators shall be dismissed and the matter to be decided shall be forthwith submitted to arbitration under the provisions of the American Arbitration Association. (viii) In the event that the new Annual Basic Rental is not established prior to end of the initial term of the Lease or the Option Term then in effect, the Annual Basic Rental immediately payable at the commencement of such Option Tenn shall be the Annual Basic Rental payable in the immediately preceding month. Notwithstanding the above, once the fair market effective rent rental is determined in accordance with this section, the Tenant shall be that determined required to pay to Landlord, with the next payment of rental due hereunder, the aggregate amount by which such fair market rental for such month and all prior months during the appraiser not selected by either LESSOR or LESSEEOption Term exceeds the aggregate Annual Basic Rental paid to Landlord for such months pursuant to this subsection.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Lessee shall have the right one option (“Extension Option”) to extend the term hereof (Term for the “Extension Term. The Extension Option must be exercised by irrevocable notice in writing of such exercise, delivered by Lessee to Extend”) for one additional term of five yearsLessor, ending on March not later than August 31, 2019 2014. The Extension Option shall terminate automatically upon: (the “Extension Period’), to commence immediately upon the expiration 1) any termination of the then current termLease; and (2) execution of a Qualifying Sublease. LESSEE may exercise such The Base Rent for the Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period Term shall be upon the same terms and conditions greater of this Lease, except that (i) the Base Rent payable in effect at the end of the Term, or (ii) 100% of the Fair Market Value, which shall be set at escalate 3% annually. The “Fair Market Value” means the then fair market effective rent value being charged for a five-year lease with annual 3% adjustments for similar premises in the Leased Premisesvicinity of the Premises for a renewal tenant (“Vicinity Rents”). In no eventdetermining Fair Market Value based on Vicinity Rents, however(A) the parties shall take into consideration, without limitation: the cost, if any, of parking; and the comparable age and quality of the premises, traffic, access and area amenities; and (B) the parties shall specifically not take into consideration and shall not reduce the Fair Market Value because of, any of the following, if applicable: brokerage commissions saved by Lessor; or the absence of any unleased periods of time; moving allowances. Lessor and Lessee shall reasonably and in good faith attempt to agree on the Fair Market Value beginning March 1, 2015. If the parties are unable to agree upon the Fair Market Value prior by March 31, 2015, then within five days thereafter each party, at its cost and by giving notice to the other party, shall appoint an independent M.A.I. real estate appraiser with at least five years full time commercial appraisal experience in Orange County to determine such Fair Market Value. If a party does not appoint an appraiser within such five days after the Base Rent be less than the then-current Base Rent at the expiration other party has given notice of the current Term. For name of its appraiser, the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises single appraiser appointed shall be agreed upon the sole appraiser and shall set the Fair Market Value. If there are two appraisers appointed by LESSOR the parties as stated herein, they shall meet promptly and LESSEE; providedattempt to set the Fair Market Value. If the two appraisers are unable to agree within 10 days after the second appraiser has been appointed, however, if LESSOR and LESSEE they shall attempt to elect a third appraiser meeting the above qualifications within 10 days after the last day the two appraisers are given to set the Fair Market Value. If the two appraisers are unable to agree on said fair market effective rent within thirty (30) days the third appraiser, either of the date parties to this Lease, by giving 10 days’ notice to the other party, can apply to the presiding judge of the Extension NoticeSuperior Court of Orange County, said fair market effective rent shall be conclusively determined by three (3) appraisersfor the selection of a third appraiser meeting the qualifications stated in this section. Within fifteen (15) days Each of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party parties shall bear one half of the cost of the appraiser selected by such party, and the cost of appointing the third appraiser and of paying the third appraiser’s fee. The third appraiser, however selected, shall be shared equally by LESSOR and LESSEEa person who has not previously acted in any capacity for either party. If Within 15 days after the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment selection of the third appraiser, a majority of the fair market effective rent appraisers shall set the Fair Market Value after having been instructed to comply with the provisions of (A) and (B) above. If a majority of the appraisers are unable to set the Fair Market Value, the Fair Market Value shall be that determined the average of the two closest appraisals (unless the appraisals are equidistant, in which case, the middle appraisal shall be the Fair Market Value). The Extension Option may be exercised by Lessee during any uncured Lessee defaults, and the appraiser period for exercise shall not selected by either LESSOR or LESSEEbe extended for any cure periods.

Option to Extend. On Provided that Tenant is still occupying the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE Premises and is not then in default of its covenants and obligations under beyond any applicable cure period pursuant to the Lease beyond applicable notice and cure periodsLease, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE shall have the right Tenant may elect to extend the term hereof (of the “Option to Extend”) Lease for one additional term of (1) five years, ending on March 31, 2019 (5) year period (the “Extension Period’Term”), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written Landlord notice to LESSOR (the “Extension Notice”) on or before the date which of such election no less later than twelve (12) months prior to the expiration of the then current TermTerm Expiration Date. Such Extension Period Any extension shall be upon the same terms terms, covenants, and conditions of contained in this Lease, Lease except that Tenant shall have no further right to extend the Lease Term and except that the Base Rent payable for the Extension Term shall be set at the then fair market effective rent for comparable space in comparable properties in the Leased Premises. In no event, however, shall the Base Rent be greater Lowell area and not less than the then-then current Base Rent at the expiration of the current TermRent. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent If Landlord and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE Tenant are unable to agree on said the amount of such fair market effective rent by the date that is thirty (30) days after the date of Tenant’s election notice based on rental rates and terms for comparable space in the greater Lowell area, then Landlord shall promptly specify in writing the rent (the “Landlord’s Rental Rate”) at which Landlord is willing to lease the Premises for the Extension Term and Tenant shall promptly specify in writing the rent (the “Tenant’s Rental Rate”) which Tenant is willing to pay for the Premises for the Extension Term and the amount of the fair market rent shall be established by appraisal in the following manner. The Landlord and Tenant shall each appoint one appraiser and the two appraisers so appointed shall determine the fair market rent within thirty (30) days of Tenant’s election notice. If such appraisers are unable to agree on the date amount of the Extension Notice, said such fair market effective rent within such thirty- (30) day period, they shall be conclusively determined by three appoint a third appraiser within ten (3) appraisers. Within fifteen (1510) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should be instructed to select, as between the rents chosen by the two appraisers fail appraisers, the rent that is closest to agree on a the third within fifteen (15) days appraiser’s estimate of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser fair market rent. The fair market rent shall be appointed the amount so selected by the American Institute of Appraisersthird appraiser and shall be conclusive on the Landlord and Tenant. Each party shall bear the cost of the appraiser selected by such partyits appraiser, and the cost of the third appraiser shall be shared split equally by LESSOR between parties; provided that if the rental rate as so determined is equal to or greater than the Landlord’s Rental Rate, then Tenant shall pay the entire cost of all appraisers and LESSEEif such rate as so determined is equal to or less than Tenant’s Rental Rate, then Landlord shall pay the entire cost of all appraisers. If the three appraisers are unable to agree upon Until such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, time as the fair market effective rent is so determined, Tenant shall continue to pay Base Rent at the rate of $205,530.00 per annum in monthly installments of $17,127.50 with appropriate adjustments once the fair market rent is determined. The third appraiser’s estimate shall be that determined based on the data supplied and used by the original two appraisers and the findings made by the third appraiser not selected by either LESSOR or LESSEEshall be set forth in writing.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE Provided Tenant is not in default Default of its covenants and obligations under the any term or condition of this Lease beyond applicable notice and cure periods, both as of the time date of exercise of the Option renewal term, Tenant shall have the option to Extendrenew the term of the Lease for one additional five (5) year term, on the same terms and conditions of the Lease, except that the Base Rent at the beginning of each renewal term shall be adjusted to equal the then prevailing market rental rate for comparable leases for similar projects within the Central Business District in Austin as hereinafter defined, and at of the commencement of the Extension Period, as hereinafter defined, then LESSEE shall have renewal term (but not less than the right Base Rent in effect immediately prior to extend the term hereof (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration date of the then current renewal term). LESSEE may exercise such Option to Extend The option shall be exercised (if at all) by Tenant giving irrevocable written notice to LESSOR (the “Extension Notice”) on or before the date which no less than Landlord at least twelve (12) months prior to the expiration of the Term. The option shall be personal to the originally named Tenant and any party succeeding to Tenant under a Permitted Transfer. The prevailing market rental rate shall be determined in the following manner: Prevailing market rental rate shall be determined taking into account all relevant factors, including (to the extent relevant) number of months of free rent, if any (which shall be part of the determination of the rental rate), tenant improvement obligations, moving allowances, and leasing commissions and costs. The term "comparable leases" shall not include leases entered into under special circumstances affecting the economics of the tenancies, including following the exercise of options to lease space at other than then current Termprevailing market rate, the lease of awkward or unusually shaped space or space without windows or other usual amenities, leases entered into under conditions where the landlord was forced to lease the space by external legal, economic, or other pressures not generally applicable to the market, or the sublease of space by a sublandlord not primarily in the business of leasing space similar to the Premises. Such Extension Period Within one hundred twenty (120) days after the date Tenant has exercised its option to renew, Landlord shall be upon the same terms and conditions give Tenant notice of this Lease, except that the Base Rent payable shall be set at the then fair Landlord's proposed prevailing market effective rent rental value for the Leased Premises. In no eventTenant shall give Landlord written notice within thirty (30) days thereafter as to whether or not Tenant agrees with Landlord's proposed prevailing market rental value. If Tenant disagrees with Landlord's proposed prevailing market rental value, however, the parties shall the Base Rent be less than the then-current Base Rent at negotiate in good faith to resolve their differences for a period of thirty (30) days. Upon the expiration of such thirty day period, if the current Term. For parties are not in agreement as to such prevailing market rental value, then either party may initiate appraisal to determine the purpose of this Section, fair market effective rent rental value by giving written notice to the other party, such notice containing the name of an appraiser appointed by such initiating party. Within fifteen (15) days thereafter, the party receiving such notice shall mean appoint its own appraiser and give written notice thereof to the Base Rent plus initiating party. If the second appraiser is not appointed within such additional financial terms in fifteen day period, then the nature of rent and rent adjustments customarily then being included in leases for similar space within appraiser selected by the greater Waltham area. LESSEE shall, during initiating party shall determine the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for rental value of the Leased Premises Premises, and such appraisal shall be agreed binding upon by LESSOR and LESSEE; providedthe parties. If the second appraiser is timely appointed, however, if LESSOR and LESSEE are unable then the two appraisers shall simultaneously submit to agree on said fair each other their good faith estimate of prevailing market effective rent rental value within thirty (30) days of the date appointment of the Extension Notice, said fair second appraiser and attempt to agree on the prevailing market effective rent shall be conclusively determined by three (3) appraisersrental value. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should If the two appraisers fail are unable to agree, but the higher appraisal is no more than ten percent (10%) higher than the lower appraisal, then the prevailing market rental value shall be the average of the two appraisals. If the higher appraisal is more than ten percent (10%) greater than the lower appraisal, the two appraisers shall together select a third appraiser who shall also determine the prevailing market rental value. If three appraisers are ultimately appointed and any two appraisers agree on a third within fifteen (15) days the prevailing market rental value, the value agreed upon by the two appraisers shall be the prevailing market rental value. If the three appraisers all determine different prevailing market rental values, then the prevailing market rental value shall be the average of the date on which such two closest appraisals. All appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by members of the American Institute of AppraisersMAI and shall have at least ten (10) years' experience appraising similar property in Austin. Each party shall bear the cost of the appraiser selected appointed by such party, and the parties shall share equally in the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, if appointed. If the fair market effective rent two appraisers initially appointed are unable to agree on a third appraiser, then either party shall be that determined by have the appraiser not selected by either LESSOR or LESSEEright to apply to the presiding judge of the Superior Court having jurisdiction over the Premises for the appointment of a third appraiser.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at a) Provided that no Event of Default then exists beyond any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periodsperiod, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Tenant shall have the right two (2) options to extend the term hereof of the Lease for all or any portion of the Premises, as expanded or contracted from time to time, each for an additional five (5) year term, at an amount that is equal to Prevailing Market Rent for the “Option Premises by providing Landlord with no less than nine (9) months prior written notice prior to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR term (the “Extension NoticeOption”) on or before ). Upon exercise the date which no less than twelve (12) months prior to Option, the expiration of the then current Term. Such Extension Period shall be upon the same terms and conditions of this Lease, the Lease shall remain the same except that the Base Rent payable there shall be set at no additional TI Allowance or construction of Initial Improvements, and Landlord shall adjust the then fair market effective rent Basic Rent to an amount that is equal to Prevailing Market Rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable that in no event shall Basic Rent be adjusted downward from the Basic Rent in effect immediately prior to agree on said the Option term. For purposes of this Section 3.3, “Prevailing Market Rent” shall mean the arms-length fair market effective rent within thirty (30) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR annual rental rate per rentable square foot under extension leases and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree amendments entered into on a third within fifteen (15) days of or about the date on which the Prevailing Market Rent is being determined hereunder for space comparable to the Premises in mid-rise Class A suburban office buildings comparable to the Building in Renton, Washington, as of the date the applicable extension term is to commence, taking into account the specific provisions of this Lease which will remain constant. The determination of Prevailing Market Rent shall take into account the creditworthiness of Tenant, the economic terms (including, if applicable, provisions pertaining to operating expense and tax reimbursement) of this Lease and any comparison lease or amendment (including any concessions and inducements being offered under this Lease and any such appraisers have been appointed, comparison lease or if either LESSOR amendment); provided that in no event shall the Prevailing Market Rent include a premium for Tenant’s specialized or LESSEE custom tenant improvements (paid for by Tenant). The determination of Prevailing Market Rent shall fail to appoint an appraiser within also take into consideration any reasonably anticipated changes in the Prevailing Market Rent from the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, Prevailing Market Rent is being determined and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon time such fair market Prevailing Market Rent will become effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEEunder this Lease.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Tenant shall have the right option to extend the term hereof initial Term as to the entire Premises for one (1) additional period of ten (10) years (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’"Additional Term"), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period shall be upon the same terms and conditions of this Leasethen in effect with respect to the Premises, except that the Base for Annual Fixed Rent payable (as hereinafter defined), which shall be set determined as provided hereinbelow, provided that at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent time such option to extend is exercised and at the expiration of the current Terminitial Term Tenant shall not be in default under this Lease beyond any applicable notice and cure period. For the purpose of this Section, fair market effective rent shall mean the Base Annual Fixed Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Additional Term payable with respect to the Premises shall be the greater of (i) the prevailing fair market rental rate for the Premises as of the date of commencement of the Additional Term, as determined as hereinafter set forth, or (ii) the Annual Fixed Rent payable by Tenant with respect to the Premises for the last Lease Year during the initial Term. At any time after the date which is thirteen (13) months prior to the Expiration Date and prior to the date which is eleven (11) months prior to the Expiration Date, Tenant may request Landlord to inform Tenant of Landlord's determination of the prevailing fair market rental rate for the Premises which will be in effect for the Additional Term, and in such event Landlord shall within twenty (20) days thereafter notify Tenant as to the prevailing fair market rental rate for the Additional Term as of the commencement of the Additional Term, as determined by Landlord ("Landlord's Rent Notice"). If Tenant elects to exercise the option to extend the initial Term of this Lease for the Additional Term, Tenant shall do so by written notice to Landlord ("Tenant's Exercise") given not later than the date which is ten (10) months prior to the Expiration Date or the date which is mutually agreed upon by LESSOR and LESSEE; providedat such time. If Tenant fails to exercise the extension option within the aforesaid time period, however, if LESSOR and LESSEE are unable Tenant's right to agree on said such extension of the Term of this Lease shall expire. Tenant's Exercise shall contain a statement from Tenant that it either accepts or rejects Landlord's determination of the prevailing fair market effective rent rental rate for the Premises as set forth in Landlord's Rent Notice. If Tenant rejects Landlord's determination of the prevailing fair market rental rate for the Premises as set forth in Landlord's Rent Notice, then Tenant's Exercise shall also contain the name of one appraiser. In such event Landlord shall, within twenty (20) days of Landlord's receipt of Tenant's Exercise, provide Tenant with written notice of a second appraiser. Thereafter, within ten (10) days of Landlord's designation of the second appraiser, Landlord's and Tenant's respective appraisers shall select a third appraiser. Each appraiser shall have had at lease ten (10) years experience in the valuation of commercial real estate and lease transactions in the Metropolitan Boston area. Within thirty (30) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost selection of the third appraiser as aforesaid, the three appraises (by a majority decision or by an average of the three individual determinations if no majority decision is reached) shall determine the prevailing fair market rental rate for the Premises for the Additional Term. Such determination of the prevailing fair market rental rate for the Premises for the Additional Term shall be shared equally by LESSOR conclusive and LESSEEbiding upon Landlord and Tenant. If Landlord and Tenant shall each be responsible for the three appraisers are unable to agree upon such fair market effective rent within fifteen costs of their respective appraiser, and Landlord and Tenant shall each be responsible fifty percent (1550%) days of the appointment costs of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEE.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Tenant shall have the right option to extend the term hereof (the “Option to Extend”) Lease Term for one (1) additional term period of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately 5) years commencing upon the expiration of the then current terminitial Lease Term. LESSEE may exercise such Option to Extend Such option shall be exercised only by Tenant giving written notice to LESSOR (the “Extension Notice”) on or before the date thereof which no is received by Landlord not less than twelve nine (129) months prior to the expiration of the then current initial Lease Term. Such Extension Period shall be upon the same terms and conditions of this Lease, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration time being of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEEessence; provided, however, Tenant shall be entitled to exercise the option to extend granted herein, and the Lease Term shall, in fact, be extended by reason of such exercise, only if LESSOR this Lease is in full force and LESSEE are unable effect and Tenant is not in default hereunder beyond any applicable notice and cure periods. In the event that the Lease Term is in fact extended pursuant to agree the foregoing, then any such extension shall be upon all of the same terms, covenants, provisions and conditions as contained in this Lease except the monthly Base Rent during each extension period shall be adjusted to be the Market Rent (as hereinafter defined) for the Premises. As used herein, “Market Rent” means the product obtained by multiplying (i) the monthly rental rate per square foot then established and prevailing in the Building for new leases or lease renewals or, if no such new leases or lease renewals have been entered into within the twelve (12) month period preceding the date for which the determination is being made, then the established and prevailing rental rate per square foot being charged as of such date for comparable space to other tenants in other comparable buildings in the north suburban Chicago metropolitan area, all as determined in good faith by Landlord; by (ii) the total rentable square feet of floor area contained within the Premises. The Market Rent may increase during the extension period depending on said fair then current market effective rent escalations, conditions and terms at the time the Market Rent is determined. At least seven (7) months prior to the expiration of the initial Lease Term, Landlord shall notify Tenant of the Market Rent and Tenant may, by written notice which is received by Landlord on or before the tenth (10th) day, time being of the essence, after Tenant’s receipt of notice of the Market Rent from Landlord, either (i) withdraw its exercise of the option, in which event this Lease shall terminate upon the expiration of the initial Lease Term or (ii) advise Landlord that Tenant desires to determine the Market Rent by appraisal in accordance with the following: Tenant shall, within thirty ten (3010) days of after the date of the Extension NoticeTenant’s notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen Broker (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEE.as hereinafter

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE Provided Lessee has not been and is not in default of its covenants and obligations under the any term or condition of this Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Periodrenewal term, as hereinafter defined, then LESSEE lessee shall have the right one option to extend renew the term hereof (of the “Option to Extend”) lease for one additional term five year term, on the same terms and conditions of five yearsthe Lease, ending on March 31except that the Base Rent shall be adjusted to the then prevailing market rental rate for a comparable leases in the comparable areas of the West San ▇▇▇▇▇▇▇▇ Valley Area. Such option shall be exercised (if at all) by Lessee giving Lessor at least 270 days prior irrevocable written notice. The prevailing market rental shall be determined in the following manner: Prevailing market rental rate shall be determined taking into account all relevant factors, 2019 including (to the “Extension Period’extent relevant) number of months of free rent, if any (which shall be part of the determination of the rental rate), Lessee improvement obligations, moving allowances, and leasing commissions and costs. The term "comparable leases" shall not include leases entered into under special circumstances affecting the economics of the tenancies, including following the exercise of options to commence immediately upon lease space at other than then current prevailing market rate, the lease of awkward or unusually shaped space or space without windows or other usual amenities, leases entered into under conditions where the Lessor was forced to lease the space by external legal, economic, or other pressures not generally applicable to the market, or the sublease or space by a sublessor not primarily in the business of leasing space. Prior to the date which is five (5) months before the expiration of the then current term, and assuming that Lessee has properly exercised its option to renew, Lessor shall give Lessee notice of Lessor's proposed prevailing market rental value for the Premises. LESSEE may exercise such Option to Extend by giving Lessee shall give Lessor written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period shall be upon the same terms and conditions of this Lease, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days thereafter as to whether or not Lessee agrees with Lessor's proposed prevailing market rental value. If Lessee disagrees with Lessor's proposed prevailing market rental value, the parties shall negotiate in good faith to resolve their differences for a period of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three thirty (330) appraisersdays. Within fifteen (15) days of Upon the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select if the parties are not in agreement as to such fair market rental value by giving written notice to the other party, such notice containing the name of an appraiser, who shall select a thirdappraiser appointed by such initiating party. Should the two appraisers fail to agree on a third within Within fifteen (15) days thereafter, the party receiving such notice shall appoint its own appraiser and give notice thereof to the initiating party. If the second appraiser is not appointed within such fifteen day period, then the appraiser selected by the initiating party shall determine the fair market rental value of the date on which Premises, and such appraisers have been appraisal shall be binding upon the parties. If the second appraiser is timely appointed, or if either LESSOR or LESSEE then the two appraisers shall fail confer and attempt to appoint an appraiser within agree on the time providedprevailing market value. If the two appraisers are unable to agree, such appraiser but the higher appraisal is no more than ten percent (10%) higher than the lower appraisal, then the prevailing market rental value shall be the average of the two appraisals. If the higher appraisal is more than ten percent (10%) greater than the lower appraisal, the two appraisers shall together select a third appraiser who shall also determine the prevailing market rental value. If three appraisers are ultimately appointed and any two appraisers agree on the prevailing market rental value, the value agreed upon by the American Institute two appraisers shall be the prevailing market rental value. If the three appraisers all determine different prevailing market rental values, then the prevailing market rental value shall be the average of Appraisersthe two closest appraisals. All appraisers shall be members of the MAI and shall have at least ten (10) years' experience appraising similar property in the West San ▇▇▇▇▇▇▇▇ Valley Area. Each party shall bear the cost of the appraiser selected appointed by such party, and the parties shall share equally in the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, if appointed. If the fair market effective two appraisers initially appointed are unable to agree on a third appraiser, then either party shall have the right to apply to the presiding judge of the Superior Court having jurisdiction over the Premises for the appointment of a third appraiser. The rent determined in accordance to the foregoing shall be that determined by subject to adjustments pursuant to the appraiser not selected by either LESSOR or LESSEEattached Addendum to Standard Lease paragraph 59-Rent Adjustments - Extended Term.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE The Lessee shall have the right to further extend the term hereof hereinbefore stated of the Leases for the following three (the “Option 3) consecutive three-year terms: (i) February 1, 2001 to Extend”) for one additional term of five years, ending on March January 31, 2019 2004, (the “Extension Period’)ii) February 1, 2004 to commence immediately upon the expiration January 31, 2007, and (iii) February 1, 2007 to January 31, 2010, all of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period shall be which, up and until January 31, 2010, upon the same terms and conditions of this Leaseas those found in the relevant Leases, except that the Base Rent payable mutatis mutandis, save for rent, which shall be set at fair market rental, determined in accordance with this Section 4. (a) In order to exercise any said extension option, the Lessee shall give written notice to the Lessor at least six (6) months prior to the expiry of the then current term, of its intention to extend the term for a further three (3) years. The date of the giving of such notice shall be hereinafter referred to as the "Exercise Date". (b) Following the Exercise Date, Lessor and Lessee shall in good faith attempt to agree on the fair market effective rent for the Leased Premisesrental. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent If Lessee and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE Lessor are unable to agree on said upon such fair market effective rent within thirty (30) days of the date of the Extension Noticerental, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third then within fifteen (15) days of the date Exercise Date, Lessee and Lessor shall jointly appoint a real estate appraisal firm based in Montreal with at least five (5) years experience in appraising commercial real estate (an "Appraiser") to determine such fair market rental. Lessee and the Lessor agree that the Appraiser in making its appraisal of the fair market rental shall take into account the terms of the Leases, including the triple net nature thereof, the condition of the Leased Premises, the rent payable for premises similar to the Leased Premises having regard to the nature, location and usage of the Leased Premises and all other appropriate factors. The fair market rental shall be determined by such Appraiser within ninety (90) days of the Exercise Date. (c) If Lessor and Lessee cannot jointly agree on which such appraisers have been appointedan Appraiser, or if either LESSOR or LESSEE then within twenty (20) days of the Exercise Date, each shall fail to appoint an appraiser within the time provided, such appraiser Appraiser. Both appraisals shall be appointed by completed and delivered simultaneously to Lessor and Lessee on the American Institute fiftieth (50th) day following the Exercise Date. If the higher appraisal is less than 5% greater than the lower appraisal, then the fair market rental shall be the average of Appraisersboth appraisals. If the higher appraisal is more than 5% greater than the lower appraisal, then within sixty-five (65) days following the Exercise Date, the Appraisers shall jointly select another Appraiser to make an additional appraisal of the fair market rental, which shall be completed and delivered to Lessor and Lessee within ninety (90) days following the Exercise Date. In this last case, fair market rental shall be the average of the two closest appraisals. (d) Each party shall bear the cost of the appraiser Appraiser selected solely by such party, . All costs of any Appraisers jointly selected by Lessor and the cost of the third appraiser Lessee shall be shared borne equally by LESSOR Lessor and LESSEELessee. If The fair market rental determined by (i) the sole jointly elected Appraiser in accordance with Section 4(b) or (ii) by averaging certain appraisals pursuant to Section 4(c) shall be final and binding on Lessor and Lessee with respect to the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEEyear renewal term in question.

Option to Extend. On the conditions (which conditions LESSOR may waiveProvided that Lessee has waived its Right to Terminate under Section 44 hereof, at its election, by written notice to LESSEE at any time) that LESSEE if Lessee is not in default hereunder on the last day of its covenants the Original Lease Term hereof and obligations under is in possession of the Premises and if the Lease beyond applicable notice is then in full force and cure periodseffect, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Lessee shall have the right option (hereinafter called the "Option") to extend the term Original Lease Term hereof (the “Option to Extend”) for one additional term a period of five years, ending on March 31, 2019 (5) years after the “Extension Period’last day of the Original Lease Term (herein called the "Extended Lease Term"), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period shall be upon the same terms and conditions of provided in this Lease, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no eventInitial Rental Rate, howeverParking Rate, shall the rent escalations, and tenant improvement Allowances, 42.1 The Annual Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of Rental rate under this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent Lease for the Leased Premises Extended Lease Term shall then be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable determined as follows: 42.1.1 Upon Lessee's written request prior to agree on said fair market effective rent within thirty (30) days of the required exercise date of the Extension Noticeoption, said Lessor shall promptly deliver written notice to Lessee of Lessor's estimation of the fair market effective rent rental rate and shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select negotiate in good faith with Lessee in an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable attempt to agree upon such fair market effective rent rental rate. The Annual Base Rental under this Lease shall be an amount equal to the then "fair market rental rate", as hereinafter defined, for renewal leases as agreed upon by Lessor and Lessee not later than forty-five (45) days after Lessee's delivery to Lessor of written notice exercising the Option. In the event Lessor and Lessee are unable to agree upon the definition of the fair market rental rate prior to the required exercise date, then the Annual Base Rental for the Extended Lease Term shall be an amount equal to the then "fair market rental rate", for renewal leases as hereinafter defined and established. The phrase "fair market rental rate" shall mean the annual rental rate (projected to the date of the commencement of the Extended Lease Term) which Lessee would expect to pay and Lessor would expect to receive under renewal leases for space of comparable size and quality to the Premises for comparable office buildings in the Buckhead, Atlanta, Georgia submarket area and as provided for in, and upon terms and conditions comparable to, this Lease covering renewal lease premises similar to the Premises and taking into account the direct operating expenses payable by Lessee during the Extended Lease Term, concessions offered by landlords, if any, for such comparable renewal lease space to the Premises, and increases in Base Rent, Operating Expenses and Parking Charges. If Lessor and Lessee have not reached agreement on a fair market rental rate and executed an amendment to this Lease setting forth such agreement on or before the date that is forty-five (45) days after Lessee's delivery to Lessor of written notice exercising the Option, and Lessee still desires to extend the term of this Lease, then, within fifteen ten (1510) days after that date, each party shall appoint and employ, a real estate professional to appraise and establish the "fair market rental rate" for renewal leases. The two real estate professionals, thus appointed, shall meet promptly and attempt to agree upon and establish said rate or, upon failing to do so, shall then jointly designate a third real estate professional within ten (10) days of the appointment of the last two real estate professionals. If they are unable to agree upon the third appraiserreal estate professional, either of the parties, after giving five (5) days' notice to the other, may apply to a judge of the Superior Court of DeKalb County, Georgia (to whose jurisdiction for this limited purpose both Lessor and Lessee hereby consent) for the selection of a third real estate professional. Each of the parties shall bear one-half (1/2) of the cost of the appointment of the real estate professionals. Within thirty (30) days after the selection of the third real estate professional, the real estate professionals shall agree upon the "fair market rental rate" for such renewal leases. If the real estate professionals are unable to agree within the stipulated time, then each of the real estate professionals shall independently estimate the fair market effective rent rental rate for renewal leases. Any rate that is more than ten (10%) percent different from the middle estimate shall be that determined by disregarded, and the appraiser not selected by either LESSOR or LESSEEremaining estimates shall be averaged to determine the fair market rental rate for renewal leases. In any of said events, the determination so chosen shall be final, conclusive and binding upon both Lessor and Lessee.

Option to Extend. On (A) Lessor grants to Lessee one (1) option to extend the conditions term of the Lease for a period of five (which conditions LESSOR may waive5) years (the "Extension Period"), at its electionprovided Lessee exercises such option as set forth below, by written notice to LESSEE at any time) and provided further that LESSEE Lessee is not in default Material Default under this Lease either on the date Lessee notifies Lessor of its covenants intent to exercise this option or at any time thereafter up to and obligations including the date upon which the Extension Period is to commence. Lessee may exercise this option to extend only by serving on Lessor written notice of its intent to exercise this option no later than June 30, 2005, nor earlier than January 1, 2005. (B) Within thirty (30) days after the date Lessor receives Lessee's notice, if such notice is timely and properly given, Lessor shall deliver to Lessee Lessor's determination of what Monthly Rent under the Lease beyond applicable notice and cure periods, both should be as of the time of exercise commencement of the Option to Extend, Extension Period as well as any escalation formula of Monthly Rent applicable during the Extension Period; Lessor's statement of the initial Monthly Rent shall be based upon Lessor's reasonable determination of what the Net Effective Market Rental Rate (as hereinafter defined) will be as of the commencement of the Extension Period as well as its determination of the then applicable Market Escalator (as hereinafter defined). For sixty (60) days following the date Lessor delivers its determination of these business terms to Lessee, Lessor and at Lessee will attempt in good faith to reach mutual agreement on the these business terms under which Lessor is willing to lease to Lessee and Lessee is willing to lease from Lessor the Demised Premises for the Extension Period. The initial Monthly Rent for the Extension Period shall be based upon one hundred percent (100%) of the Net Effective Market Rental Rate for the Demised Premises as of the commencement of the Extension Period, as hereinafter defined, then LESSEE shall have . The Monthly Rent during the right to extend the term hereof (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period shall continue to be subject to annual adjustment and escalation, but such adjustment and escalation shall be based upon the same terms then prevailing mechanism for effectuating periodic escalation of base rent in the market place for office leases in the central business district of the District of Columbia (the "Market Escalator"). Additional rent for Operating Expenses, Operating Costs and conditions Real Estate Taxes as set forth in the Section of this LeaseLease entitled, "OPERATING EXPENSES, OPERATING COSTS AND REAL ESTATE TAXES, " shall continue uninterrupted from the initial term of the I-ease through the Extension Period, except that the Base Rent payable Year (as such term is defined in that Section) shall be set at the then fair market effective rent for the Leased Premisesbecome calendar year 2007. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration All other terms and provisions of the current Term. For the purpose of this Section, fair market effective rent Lease shall mean the Base Rent plus such additional financial terms remain in the nature of rent full force and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, effect during the Extension Period, continue except that Lessee shall have no further option to pay its proportionate share extend the term of LESSOR’s Real Estate Taxes the Lease. (C) In the event Lessor and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE Lessee are unable to agree on within said fair market effective rent within thirty sixty (3060) days day period upon the Net Effective Market Rental Rate for the Demised Premises as of the date commencement of the Extension NoticePeriod in order to determine the initial Monthly Rent for the Extension Period or upon the then prevailing Market Escalator, said fair market effective rent then the Net Effective Market Rental Rate as of the commencement of the Extension Period upon which the initial Monthly Rent for the Extension Period will be based, the Market Escalator, or both shall be conclusively determined by a board of three (3) appraiserslicensed real estate brokers. Within fifteen Lessor and Lessee shall each appoint one (151) broker within ten (10) days after expiration of the expiration of such thirty sixty (3060) day period, LESSOR and LESSEE shall each select an appraiser, who or sooner if mutually agreed upon. The two so appointed shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers after they both have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser . Each broker on said board shall be appointed by licensed in the American Institute District of AppraisersColumbia as a Real Estate Broker, specializing in the field of commercial leasing in the central business district having no less than ten (10) years experience in such field, and recognized as ethical and reputable within his or her field. Each party shall bear the cost of the appraiser selected by such partybroker, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days after the third broker is selected, shall submit his or her determination of the appointment Net Effective Market Rental Rate as of the third appraiser, commencement of the fair market effective rent Extension Period. -Net Effective Market Rental Rate shall be that determined the mean of the two closest rental rate determinations, and the initial Monthly Rent for the Extension Period shall be based upon the Net Effective Market Rental Rate. If the three broker method is used to determine the Market Escalator, then the method identified by a majority of the appraiser not selected by either LESSOR or LESSEEbrokers as the prevailing method of effectuating escalation of base rent in the market place shall become the Market Escalator during the Extension Period.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any timea) Provided that LESSEE Tenant is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of hereunder either at the time of exercise of the Option to Extend, as hereinafter defined, and or at the commencement of time the Extension Periodextended term commences, as hereinafter defined, then LESSEE Tenant shall have the right option to extend the initial term hereof (the “Option to Extend”) of this Lease for one (1) additional term period of five yearsThree (3) years ("Option Period") on the same terms, ending on March 31covenants and conditions provided herein, 2019 (except that upon such renewal the “Extension Period’), monthly installments of Annual Basic Rent due hereunder shall be determined at the time notice to commence immediately upon the expiration of the then current termextend is given. LESSEE may Tenant shall exercise such Option to Extend its option by giving Landlord written notice to LESSOR (the “Extension "Option Notice”") on or before the date which no less later than twelve one hundred eighty (12180) months days prior to the expiration of the then current Term. Such Extension initial term. (b) The monthly installments of Annual Basic Rent for the Option Period shall be upon the same terms and conditions of this Lease, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty determined as follows: (30i) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) business days after Landlord's receipt of the expiration Option Notice, the parties shall attempt to agree on the monthly rent for the Option Period in question based upon the then fair market rental value of the Premises. If the parties agree on the monthly rent for the Option Period within such thirty fifteen (3015) day period, LESSOR they shall immediately execute an amendment to this Lease stating the monthly rent for the Option Period. (ii) The "then fair market rental value of the Premises" shall mean the fair market monthly rental value of the premises as of the commencement of the Option Period, taking into consideration the uses permitted under this Lease, the quality, size, design and LESSEE location of the Premises, and comparable buildings located within a one (1) mile radius of the Premises. In no event shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within then fair market monthly rental value of the Premises for the Option Period be less than the monthly installments of Annual Basic Rent last payable under the Lease. (iii) Within seven (7) days after the expiration of the fifteen (15) days day period, each party, at its cost and by giving notice to the other party, shall appoint a real estate appraiser or commercial leasing salesperson ("Appraiser") with at least five (5) years' full-time commercial appraisal or leasing experience in the area in which the Premises are located to appraise and set the then fair market monthly rent for the Premises for the Option Period. (c) If Tenant objects to the monthly rent that has been determined, Tenant shall have the right to rescind its exercise of the date on which such appraisers option to extend and have this Lease expire at the end of the initial term, provided that Tenant pays for all reasonable costs incurred by Landlord in connection with the appraisal procedure. Tenant's election to allow this Lease to expire at the end of the initial term must be exercised by delivering written notice of exercise to Landlord within ten (10) days after the rent determination procedure has been appointed, or if either LESSOR or LESSEE shall fail completed and Tenant has received notice of the monthly rent as determined by appraisal. If Tenant does not so exercise its election to appoint an appraiser terminate this Lease within the time providedten (10) day period, such appraiser the initial term of this Lease shall be appointed by extended as provided in this paragraph. Notwithstanding the American Institute foregoing, if Tenant elects to so rescind exercise of Appraisers. Each party shall bear its option to extend and, at the cost time of such election there are less than one hundred eighty (180) days remaining on the initial term of the appraiser selected by such partyLease, and then, the cost termination of this Lease shall not be effective until one hundred eighty (180) days after Landlord's receipt of Tenant's notice of rescission. During any period that the third appraiser term of this Lease is so extended beyond the original termination date, Tenant shall be shared equally by LESSOR required to pay the amount of monthly rent determined pursuant to the appraisal procedure. (d) This option to extend and LESSEE. If the three appraisers are unable any rights granted to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent Tenant hereunder shall be that determined by the appraiser not selected by either LESSOR personal to Tenant and any of its affiliates and subsidiaries. No rights granted to Tenant pursuant to this paragraph shall be in any way applicable to subtenants or LESSEEassignees of Tenant unless such subtenant or assignee is an affiliate or subsidiary of Tenant.

Option to Extend. On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE Provided Tenant is not in default of its covenants and obligations under the Lease hereunder beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE Tenant shall have the right to extend the term hereof (the “Option to Extend”) of this Lease for one additional term period of five years, ending on March 31, 2019 two (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend 2) years by giving written notice to LESSOR (the “Extension Notice”) on or before the date which Landlord to such effect given no less later than twelve (12) months nor earlier than fifteen (15) months prior to the expiration end of the then current Term. Such Extension Period term of this Lease and if Tenant timely and properly gives such notice then the term of this Lease shall be extended without the necessity of any further action between Landlord and Tenant upon all the same terms and conditions of this Lease, set forth herein except that the Base Rent payable fixed rent shall be set at the greater of (x) fixed rent per annum and additional rent under Article VIII for the 12-month period immediately preceding the commencement of the extension term (the “Current Rent”) or (y) the then fair market effective rent for rental value of the Leased Premises. In no eventIf Tenant timely and properly exercises such option to extend, however, then Landlord shall give to Tenant its determination as to the Base Rent be less than the then-current Base Rent at the expiration fair market rental value of the current TermPremises. For If within sixty (60) days after T▇▇▇▇▇’s exercise of its right to extend Landlord has not submitted such determination to Tenant then Tenant may request such determination from Landlord and Landlord shall submit the purpose same to Tenant within ten (10) days after such request. If after receipt of this Section, Landlord’s determination Tenant determines to contest such determination then by notice to Landlord given within thirty (30) days after its receipt of Landlord’s determination Tenant may request that the determination of fair market effective rent rental value be made by arbitration as follows: Each of Landlord and Tenant shall mean the Base Rent plus such additional financial terms designate a person to act as arbitrator, which person shall be a person with at least five years experience in the nature appraisal of rent real property in the City of Boston and rent adjustments customarily then being included in leases for similar space within the greater Waltham areashall not be directly employed by Landlord or Tenant. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises The two appraisers so chosen shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days of their selection determine the date fair market rental value of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should Premises but if the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent rental value within fifteen (15) days such period then the determination shall be made by a third appraiser selected by the two appraisers, which appraiser likewise shall not be directly employed by either Landlord or Tenant and shall have at least five years experience in the appraisal of real property within the appointment City of N▇▇▇▇▇. The determination of the third appraiser, appraiser shall be final. The costs and expenses of the third appraiser shall be borne jointly by Landlord and T▇▇▇▇▇. Until the determination of the fair market effective rental value has been determined Tenant shall pay to Landlord on account of fixed rent for and with respect to the extension term at the rate of the Current Rent per annum, with a prompt adjustment as soon as the fair market rental value of the Premises for the extension term has been determined. Fixed Rent shall be that determined by payable during the appraiser not selected by either LESSOR or LESSEE.extension term in monthly installments of 1/12th of the annual amount in advance on the commencement date of the extension term and on the first day of each month thereafter. WITNESS the execution hereof in any number of counterparts, each of which counterparts shall be deemed an original for all purposes, as of the day and year first above written. By: TDC Holding Corp., its manager By: /s/ R▇▇▇▇▇ ▇▇▇▇▇▇ Its hereunto duly authorized PARATEK PHARMA, LLC. By: /s/ D▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Its Hereunto duly authorized

Option to Extend. On the conditions (which conditions LESSOR may waiveProvided that, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and or at the commencement of the Extension Period, as hereinafter defined, then LESSEE shall have the right to extend the term hereof (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (Lease Term or, if applicable, the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration preceding extension of the then current Lease Term. Such Extension Period , no Event of Default has occurred and is continuing under this Lease and no default in payment of rent, insurance or taxes is continuing under this Lease, Lessee shall be upon have the same option to continue this Lease in effect for up to four additional successive periods of five years each in accordance with the terms and conditions provisions of this LeaseLease then in effect, except that the Base Rent payable Annual Rental during each extension period shall be set at an amount equal to 95% of the then annual fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration rental value of the current TermProperties during such extension period (to be determined as set forth below). For Lessee shall exercise the purpose first extension option by giving notice to Lessor of this SectionLessee's intention to do so not later than January 31, 2019. If the first extension option is exercised by Lessee, Lessee shall exercise the second extension option by giving notice to Lessor of Lessee's intention to do so not later than October 31, 2024. If the first two extension options are exercised, Lessee shall exercise the third extension option by giving notice to Lessor of Lessee's intention to do so not later than October 31, 2029. If the first three extension options are exercised, Lessee shall exercise the fourth extension option by giving notice to Lessor of Lessee's intention to do so not later than October 31, 2034. Lessor shall cause an appraisal of the fair market effective rent rental value of the Properties to be made by an independent MAI appraiser (the "Lessor Appraisal") within 60 days after Lessor is notified of the exercise of such option. Lessee shall mean have 20 days from its receipt of the Base Rent plus Lessor Appraisal to either accept or reject such additional financial terms appraisal, provided that, Lessee's failure to reject the Lessor Appraisal within such 20 day period shall be deemed to be an acceptance thereof. If Lessee shall accept or be deemed to have accepted the Lessor Appraisal, the fair market rental value shall be the amount set forth in the nature Lessor Appraisal. If Lessee shall reject the Lessor Appraisal within such 20 day period, then Lessee shall within 60 days after such rejection cause an appraisal of rent the fair market rental value of the Properties to be made by an independent MAI appraiser selected by Lessee (the "Lessee Appraisal"). Lessor shall have 20 days from its receipt of the Lessee Appraisal to either accept or reject such appraisal, provided that, Lessor's failure to reject the Lessee Appraisal within such 20 day period shall be deemed to be an acceptance thereof. If Lessor shall accept or be deemed to have accepted the Lessee Appraisal, the fair market rental value shall be the amount set forth in the Lessee Appraisal. If Lessor shall reject the Lessee Appraisal within such 20 day period, then the appraisers who conducted the Lessor Appraisal and rent adjustments customarily then being included in leases for similar space the Lessee Appraisal shall be directed to jointly select, within the greater Waltham area. LESSEE 20 days thereafter, a third independent MAI appraiser who shall, during within 30 days after selection, select either the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said Lessor Appraisal or the Lessee Appraisal as the fair market effective rent for rental value of the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE Properties. If the two appraisers are unable to agree on said fair market effective rent the third appraiser within thirty (30) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) 20 day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally selected by LESSOR and LESSEEthe American Arbitration Association. If Lessee shall be obligated to pay the costs of all three appraisers are unable and the American Arbitration Association (to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEEextent applicable).

Option to Extend. On (i) Lessee shall have the option to extend the term of this Lease for a period of five (5) years (the "Extension Term"), on the terms and conditions contained herein, except for Base Rent, which shall be determined as hereinafter provided. Other than as set forth herein, Lessee shall have no further option to extend this Lease. The extension option under this Clause (which conditions LESSOR B) may waive, at be exercised only by the named Lessee or its election, Corporate Successor and is not assignable to any other assignee or sublessee of the named Lessee. (ii) Exercise of such extension option shall be by written notice given to LESSEE Lessor at any timeleast one hundred eighty (180) that LESSEE is and not in default of its covenants and obligations under more than three hundred sixty (360) days prior to the Lease beyond applicable notice and cure periods, both as last day of the time original Term. During the Extension Term, Base Rent shall be adjusted to equal the prevailing fair market rental value of the Premises (the "Fair Market Rental Value"), determined as hereinafter provided, provided that in no event shall Base Rent for the Extension Term be less than that in effect at the end of the initial Term. Fair Market Rental Value may include step increases in rental. (iii) After the exercise of the Option option to Extend, as hereinafter defined, extend by Lessee and at least 120 days prior to the commencement of the Extension Periodextension term, as hereinafter defined, then LESSEE Lessor shall have the right to extend the term hereof (the “Option to Extend”) for one additional term notify Lessee of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration Lessor's determination of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period shall be upon the same terms and conditions of this Lease, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisersFair Market Rental Value. Within fifteen (15) days after the date of such notice, Lessee shall either: (i) notify Lessor of Lessee's acceptance of Lessor's determination of the expiration Fair Market Rental Value, in which event Base Rent for the extension term shall be as so determined by Lessor; or (ii) notify Lessor of such thirty (30) day periodLessee's rejection of Lessor's determination of the Fair Market Rental Value, LESSOR which notice shall include Lessee's determination of Fair Market Rental Value. If Lessee rejects Lessor's determination, and LESSEE shall each select an appraiser, who shall select a third. Should if the two appraisers fail to parties cannot agree on a third upon the Fair Market Rental Value within fifteen (15) days after Lessee's notice, the Fair Market Rental Value shall be determined as provided below. In such event, within thirty (30) days after Lessee's timely rejection of Lessor's determination of the date on which such appraisers have been appointedFair Market Rental Value, each party shall designate a representative who is either a licensed MAI appraiser skilled in determining rental rates for office space in the Portland, Oregon metropolitan area, or a real estate broker experienced in leasing office space in the Portland, Oregon metropolitan area. The two (2) representatives so chosen shall select an arbitrator having the above qualifications or, if either LESSOR or LESSEE shall fail to appoint an appraiser within they cannot agree, the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost presiding judge of the appraiser selected Circuit Court of Multnomah County, Oregon shall, upon application by such either party, and select an arbitrator having the cost above qualifications. At least thirty (30) days prior to the commencement of the third appraiser extension term, each party's representative shall be shared equally by LESSOR and LESSEE. If submit to the three appraisers are unable to agree upon arbitrator a written report stating such fair market effective rent within fifteen (15) days representative's opinion of the appointment Fair Market Rental Value, based on a consideration of rental rates then being charged (under the third appraisermost recently executed leases) for equivalent office space in the Portland, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEE.Oregon metropolitan area