Common use of Options to Extend Clause in Contracts

Options to Extend. Provided that (i) Tenant has not sublet any portion of the Premises without Landlord’s consent in violation of this Lease, (ii) the Premises have been expanded pursuant to the terms of Section 2.1(d) above, and (iii) at the time of exercise and at all times prior to the commencement of the Extended Term (as defined below), Tenant shall not be in Default under this Lease, the Term of this Lease shall be subject to two (2) extension options, each for an additional period of sixty (60) months (each, an “Extension Option” and collectively, the “Extension Options”), commencing as of the expiration of the then-current Term, and expiring on the date that is sixty (60) full calendar months thereafter (each, an “Extended Term”), exercisable as follows: (1) The Extension Options shall be upon the same material terms and conditions contained in this Lease, except that (i) the initial Monthly Base Rent for the Premises shall be equal to the greater of (A) the Fair Market Rent (as defined in Section 2.2(d)(2) below) for the Premises as of the first month of the Extension Option determined in the manner set forth in Section 2.2(d)(3) below, or (B) the Monthly Base Rent in effect as of the expiration of the then- current Term; and (ii) Tenant shall accept the Premises in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises unless required by the terms and conditions of this Lease, including without limitation any maintenance and repair obligations of Landlord under this Lease. (2) Tenant’s election to exercise an Extension Option must be given to Landlord in writing no less than 270 days and no more than 365 days prior to the expiration of the then-current Term (the “Extension Notice”). Within thirty (30) days of Landlord’s receipt of the Extension Notice, Landlord shall send Tenant written notice of Landlord’s determination of the Fair Market Rent for the Premises (the “Fair Market Rent Notice”). For purposes of this Section, the term “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increases, if any, for space comparable in size, location and quality to the Premises under a primary lease (and not sublease) to new or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the Premises are situated and the like, situated in comparable buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, an Extension Option shall automatically terminate and be of no further force or effect, whether or not Tenant has timely exercised the applicable Extension Option, if a Default exists at the time of exercise of the applicable Extension Option or at the time of commencement of the applicable Extended Term.

Options to Extend. Provided that 15.1 So long as Polycom, Inc. (iand, to the extent provided in Section 7.9, its successors and assigns in connection with transfers to affiliates, transfers in connection with mergers or sales of assets, or transfers of a controlling percentage of its capital stock) is the Tenant has not sublet any portion hereunder and occupies more than fifty percent (50%) of the Premises without Landlord’s consent Leased Premises, and subject to the condition set forth in violation clause (b) below, Tenant shall have two options to extend the term of this Lease, (ii) the Premises have been expanded pursuant Lease with respect to the terms entirety of Section 2.1(dthe Premises, the first for a period of five (5) aboveyears from the Lease Expiration Date (the "First Extension Period"), and the second (iiithe "Second Extension Period") for a period of five (5) years from the expiration of the First Extension Period, subject to the following conditions: (a) Each option to extend shall be exercised, if at all, by notice of exercise given to Landlord by Tenant not less than two hundred seventy (270) days prior to the Lease Expiration Date of the Lease Term or the expiration of the First Extension Period, as applicable; (b) Anything herein to the contrary notwithstanding, if Tenant is in default of a monetary obligation or material non-monetary obligation (after written notice has been given and cure periods, if applicable, have expired), either at the time of exercise and at all times prior to Tenant exercises either extension option or on the commencement date of the Extended Term (First Extension Period or the Second Extension Period, as defined below)applicable, Tenant Landlord shall not be have, in Default under addition to all of Landlord's other rights and remedies provided in this Lease, the Term of this right to terminate such option(s) to extend upon notice to Tenant. 15.2 In the event the applicable option is exercised in a timely fashion, the Lease shall be subject to two (2) extension options, each extended for an additional period of sixty (60) months (each, an “Extension Option” and collectively, the “Extension Options”), commencing as term of the expiration applicable extension period upon all of the then-current Term, and expiring on the date that is sixty (60) full calendar months thereafter (each, an “Extended Term”), exercisable as follows: (1) The Extension Options shall be upon the same material terms and conditions contained in this Lease, except that (i) the initial Monthly Base Rent for the Premises shall be equal to the greater of (A) the Fair Market Rent (as defined in Section 2.2(d)(2) below) for the Premises as of the first month of the Extension Option determined in the manner set forth in Section 2.2(d)(3) below, or (B) the Monthly Base Rent in effect as of the expiration of the then- current Term; and (ii) Tenant shall accept the Premises in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises unless required by the terms and conditions of this Lease, including without limitation any maintenance provided that the Base Monthly Rent for each extension period shall be the "Fair Market Rent" for the Leased Premises, increased after 12 months in accordance with Article 1. For purposes hereof, "Fair Market Rent" shall mean the base rent for the Premises, based upon the rental rate per square foot that an unaffiliated landlord and repair obligations tenant would agree to for a lease on the terms of Landlord under this Lease. (2) Tenant’s election to exercise an Lease for the relevant Extension Option must be given to Landlord Period for comparable premises in writing no less than 270 days and no more than 365 days prior the vicinity of the Property, determined pursuant to the expiration process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the then-current Term (the “Extension Notice”). Within thirty (30) days of Landlord’s receipt of the Extension Notice, Landlord shall send Tenant written notice of Landlord’s determination of the Fair Market Base Monthly Rent for the Premises below the amount due from Tenant for the preceding portion of the initial Lease Term (or the “Fair Market Rent Notice”). For purposes of this Section, the term “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increasesFirst Extension Period, if any, applicable) for space comparable in size, location and quality to the Premises under a primary lease (and not sublease) to new or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the Premises are situated and the like, situated in comparable buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, an Extension Option shall automatically terminate and be of no further force or effect, whether or not Tenant has timely exercised the applicable Extension Option, if a Default exists at the time of exercise of the applicable Extension Option or at the time of commencement of the applicable Extended TermBase Monthly Rent had been fixed.

Options to Extend. Provided that (ia) Tenant has not sublet any portion of the Premises without Landlord’s consent in violation of this Lease, (ii) the Premises have been expanded pursuant Subject to the terms of Section 2.1(d) abovethis Paragraph 1 and Paragraph 3 below, and (iii) at entitled “Options,” Landlord hereby grants to Tenant the time of exercise and at all times prior to the commencement of the Extended Term (as defined below), Tenant shall not be in Default under this Lease, the Term of this Lease shall be subject to two (2) extension options, each for an additional period of sixty (60) months option (each, an “Extension Option” and collectively, the “Extension Options”), commencing as ) to extend the Term of the expiration Lease with respect to the entire Premises for up to [***] additional periods of the then-current Term, and expiring on the date that is sixty (60) full calendar months thereafter [***] years each (each, an “Extended Option Term” and collectively, the “Option Terms”), exercisable as follows: (1) The Extension Options shall be upon on the same material terms terms, covenants and conditions contained as provided for in this Leasethe Lease during the immediately preceding Term, except that (i) Tenant shall have no further extension rights (other than as expressly set forth herein), (ii) Basic Rent shall be established based on [***] of the initial Monthly Base Rent “fair market rental rate” for the Premises for the applicable Option Term as defined and determined in accordance with the provisions of this Paragraph 1, and (iii) all other economic terms such as, without limitation, parking charges, if any, etc., shall be equal to established based on the greater of (A) the Fair Market Rent (as defined in Section 2.2(d)(2) below) “fair market rental rate” for the Premises for the Option Term as of the first month of the Extension Option defined and determined in accordance with the manner set forth in Section 2.2(d)(3) below, or (B) the Monthly Base Rent in effect as of the expiration of the then- current Term; and (ii) Tenant shall accept the Premises in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises unless required by the terms and conditions provisions of this Lease, including without limitation any maintenance and repair obligations of Landlord under this LeaseParagraph 1. (2b) Tenant’s election to exercise an Each Extension Option must be given exercised, if at all, by written notice (“Extension Notice”) delivered by Tenant to Landlord in writing no less earlier than 270 days the date which is four hundred twenty (420) days, and no more later than 365 days the date which is three hundred sixty (360) days, prior to the expiration of the thenimmediately preceding Term of the Lease. (c) The term “fair market rental rate” as used in this Rider 1 shall mean the annual amount per square foot, projected during the relevant period, that a willing, comparable, non-equity, renewal tenant (excluding sublease and assignment transactions) would pay, and a willing, comparable, institutional landlord of a comparable Class “A” quality industrial building containing similar parking ratios (e.g., up to 2.5 spaces per 1,000 square feet) and located in the greater Alameda County, San ▇▇▇▇ and Milpitas areas (collectively, the “Comparison Area”) would accept, at arm’s length (what Landlord is accepting in current transactions for the Building may be considered), for space comparable in size and quality as the leased area at issue taking into account the age, quality and layout of the existing improvements in the leased area at issue and taking into account items that professional real estate brokers customarily consider, including, but not limited to, rental rates, industrial space availability, tenant size, tenant improvement allowances, operating expenses and allowance, parking charges, and any other economic matters then being charged by Landlord or lessors of such similar industrial buildings but shall not take into account any improvements or alterations paid for at the sole cost and expense of Tenant. Notwithstanding anything herein to the contrary, in no event will Basic Rent decrease from that payable in the last year of the immediately previous Lease Term as a result of the fair market rental rate determination provided for in this Paragraph 1. *** Information has been omitted pursuant to a request for confidential treatment which has been filed separately with the Securities and Exchange Commission. (d) Landlord’s determination of fair market rental rate shall be delivered to Tenant in writing not later than sixty (60) days following Landlord’s receipt of Tenant’s Extension Notice. Tenant will have thirty (30) days (“Tenant’s Review Period”) after receipt of Landlord’s notice of the fair market rental rate within which to accept such fair market rental rate or to object thereto in writing. Tenant’s failure to object to the fair market rental rate submitted by Landlord in writing within Tenant’s Review Period will conclusively be deemed Tenant’s approval and acceptance thereof. If Tenant objects to the fair market rental rate submitted by Landlord within Tenant’s Review Period, then Landlord and Tenant will attempt in good faith to agree upon such fair market rental rate using their best good faith efforts. If Landlord and Tenant fail to reach agreement on such fair market rental rate within fifteen (15) days following the expiration of Tenant’s Review Period (the “Extension NoticeOutside Agreement Date”), then each party’s determination will be submitted to appraisal in accordance with the provisions below. (i) Landlord and Tenant shall each appoint one independent, unaffiliated real estate broker (referred to herein as an “appraiser” even though only a broker) who has been active over the five (5) year period ending on the date of such appointment in the leasing of comparable industrial properties in the Comparison Area. Within Each such appraiser will be appointed within thirty (30) days after the Outside Agreement Date. (ii) The two (2) appraisers so appointed will within fifteen (15) days of the date of the appointment of the last appointed appraiser agree upon and appoint a third appraiser who shall be qualified under the same criteria set forth herein above for qualification of the initial two (2) appraisers. (iii) The determination of the appraisers shall be limited solely to the issue of whether Landlord’s or Tenant’s last proposed (as of the Outside Agreement Date) new Basic Rent for the Premises is the closest to the actual new Basic Rent for the Premises as determined by the appraisers, taking into account the requirements of Subparagraph 1(c) and this Subparagraph 1(e) regarding same. (iv) The three (3) appraisers shall within thirty (30) days of the appointment of the third appraiser reach a decision as to whether the parties shall use Landlord’s receipt or Tenant’s submitted new Basic Rent, and shall notify Landlord and Tenant thereof. (v) The decision of the majority of the three (3) appraisers shall be binding upon Landlord and Tenant and neither party will have the right to reject the determination or undo the exercise of the Extension Notice, Landlord Option. The cost of each party’s appraiser shall send Tenant written notice of Landlord’s determination be the responsibility of the Fair Market Rent for party selecting such appraiser, and the Premises cost of the third appraiser (or arbitration, if necessary) shall be shared equally by Landlord and Tenant. (vi) If either Landlord or Tenant fails to appoint an appraiser within the “Fair Market Rent Notice”). For purposes of this Sectiontime period in Subparagraph 1(e)(i) herein above, the term “Fair Market Rent” appraiser appointed by one of them shall mean reach a decision, notify Landlord and Tenant thereof and such appraiser’s decision shall be binding upon Landlord and Tenant and neither party will have the base rental rate, periodic rental rate adjustment and other charges and increases, if any, for space comparable in size, location and quality right to reject the Premises under a primary lease (and not sublease) to new determination or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which undo the Premises are situated and the like, situated in comparable buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, an Extension Option shall automatically terminate and be of no further force or effect, whether or not Tenant has timely exercised the applicable Extension Option, if a Default exists at the time of exercise of the applicable Extension Option or Option. (vii) If the two (2) appraisers fail to agree upon and appoint a third appraiser, both appraisers shall be dismissed and the matter to be decided shall be forthwith submitted to binding arbitration under the provisions of the American Arbitration Association. (viii) In the event that the new Basic Rent is not established prior to end of the immediately previous Term of the Lease, the Basic Rent immediately payable at the time of commencement of the applicable Extended TermOption Term shall be the Basic Rent determined by Landlord. Notwithstanding the above, once the fair market rental is determined in accordance with this section, the parties shall settle any overpayment on the next Basic Rent payment date falling not less than thirty (30) days after such determination.

Options to Extend. Provided that So long as Aruba Networks, Inc. or a Permitted Assignee is the Tenant hereunder and occupies at least three (i3) Tenant has not sublet any portion contiguous full floors of the Premises without Landlord’s consent in violation Leased Premises, and subject to the conditions set forth below, Tenant shall have two options to extend the term of this Lease, Lease with respect to three (ii3) or more contiguous full floors of the Leased Premises have been expanded pursuant to the terms of Section 2.1(d) above, and (iii) but not more space than then being leased by Tenant at the time of exercise and at all times prior to the commencement of the Extended Term (as defined belowapplicable extension option is exercised), Tenant shall not be in Default under this Lease, the Term of this Lease shall be subject to two (2) extension options, each first for an additional a period of sixty five (605) months (each, an “Extension Option” and collectively, the “Extension Options”), commencing as of years from the expiration of the then-current Terminitial, and expiring on unextended Lease Term (the date that is sixty (60) full calendar months thereafter (each, an “Extended TermFirst Extension Period”), exercisable as follows: and the second (1) The the “Second Extension Options shall be upon the same material terms and conditions contained in this Lease, except that (i) the initial Monthly Base Rent for the Premises shall be equal to the greater of (A) the Fair Market Rent (as defined in Section 2.2(d)(2) belowPeriod”) for the Premises as a period of the first month of the Extension Option determined in the manner set forth in Section 2.2(d)(3five (5) below, or (B) the Monthly Base Rent in effect as of years from the expiration of the then- current Term; and (ii) Tenant shall accept First Extension Period, subject to the Premises in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises unless required by the terms and conditions of this Lease, including without limitation any maintenance and repair obligations of Landlord under this Lease.following conditions: (2a) Tenant’s election Each option to extend shall be exercised, if at all, by notice of exercise an Extension Option must be given to Landlord in writing no by Tenant not more than twelve (12) months nor less than 270 days and no more than 365 days nine (9) months prior to the expiration of the theninitial, unextended Lease Term or the expiration of the First Extension Period, as applicable; (b) If Tenant exercises either extension option for less that the entire five (5) floors of the initial Leased Premises (or less than the entire five (5) floors of the initial Leased Premises plus the Identified ROFR Space, if it is added to the Leased Premises pursuant to Paragraph 17.1 below), the floors with respect to which Tenant exercises such option(s) must include the top-current Term most floor, or bottom-most floor, then being leased at the time the applicable option is exercised. (c) Anything herein to the “contrary notwithstanding, if Tenant is in monetary or material non-monetary default under any of the terms, covenants or conditions of this Lease, either at the time Tenant exercises either extension option or on the commencement date of the First Extension Notice”). Within thirty (30) days Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord’s other rights and remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant within five (5) business days after receipt of the Extension Notice, Tenant’s extension notice or else Landlord shall send Tenant written notice of be deemed to have waived Landlord’s determination of the Fair Market Rent for the Premises (the “Fair Market Rent Notice”)right to terminate such option. For purposes the avoidance of this Sectionconfusion, the term “Fair Market Rent” foregoing shall mean not be read to prevent Tenant from curing the base rental rate, periodic rental rate adjustment applicable default and other charges and increasesthen exercising the applicable option to extend once the default is cured if such cure is completed within the applicable cure period, if any, for space comparable expressly set forth in size, location and quality to the Premises under a primary lease (and not sublease) to new or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the Premises are situated and the like, situated in comparable buildings in Emeryville, Californiathis Lease. Notwithstanding anything to the contrary contained herein, an Extension Option shall automatically terminate and be of no further force or effect, whether or not Tenant has timely exercised the applicable Extension Option, if a Default exists at the time of exercise of the applicable Extension Option or at the time of commencement of the applicable Extended Term.Building D

Options to Extend. Provided that (ia) Tenant has not sublet any portion of the Premises without Landlord’s consent in violation of this Lease, (ii) the Premises have been expanded pursuant Subject to the terms of Section 2.1(d) abovethis Paragraph 1 and Paragraph 4, and (iii) at entitled “Options,” Landlord hereby grants to Tenant the time of exercise and at all times prior to the commencement of the Extended Term (as defined below), Tenant shall not be in Default under this Lease, the Term of this Lease shall be subject to two (2) extension options, each for an additional period of sixty (60) months option (each, an “Extension Option” and collectively, the “Extension Options”), commencing as ) to extend the Term of the expiration Lease with respect to the entire Premises for up to five (5) additional periods of the then-current Term, and expiring on the date that is sixty five (605) full calendar months thereafter years (each, an “Extended Option Term” and collectively, the “Option Terms”), exercisable as follows: (1) The Extension Options shall be upon on the same material terms terms, covenants and conditions contained as provided for in this Leasethe Lease during the immediately preceding Term, except that (i) the initial Monthly Base Rent for the Premises Tenant shall be equal to the greater of have no further extension rights (A) the Fair Market Rent (other than as defined in Section 2.2(d)(2) below) for the Premises as of the first month of the Extension Option determined in the manner expressly set forth in Section 2.2(d)(3) belowherein), or (B) the Monthly Base Rent in effect as of the expiration of the then- current Term; and (ii) Tenant Basic Rent shall accept be established based on ninety-five percent (95%) of the “fair market rental rate” for the Premises for the applicable Option Term as defined and determined in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter accordance with the Premises unless required by the terms and conditions provisions of this Lease, including without limitation any maintenance and repair obligations of Landlord under this LeaseParagraph 1 below. (2b) Tenant’s election to exercise an Each Extension Option must be given exercised, if at all, by written notice (“Extension Notice”) delivered by Tenant to Landlord in writing no less earlier than 270 days the date which is three hundred sixty (360) days, and no more later than 365 days the date which is two hundred seventy (270) days, prior to the expiration of the thenimmediately preceding Term of the Lease. (c) The term “fair market rental rate” as used in this Rider 1 shall mean the annual amount per square foot, projected during the relevant period, that a willing, comparable, non-equity, renewal tenant (excluding sublease and assignment transactions) would pay, and a willing, comparable, institutional landlord of a comparable Class “A” quality industrial building located in the greater South Bay area (“Comparison Area”) would accept, at arm’s length (what Landlord is accepting in current transactions for the Building or other buildings in the Project may be considered), for space comparable in size (including the existing mezzanine square footage of approximately 13,135 square feet of space, whether or not Tenant removes the same during the Term of the Lease) and quality as the leased area at issue taking into account the age, quality and layout of the existing improvements in the leased area at issue and taking into account items that professional real estate brokers customarily consider, including, but not limited to, rental rates, industrial space availability, tenant size, tenant improvement allowances, operating expenses and allowance, parking charges, and any other economic matters then being charged by Landlord or lessors of such similar industrial buildings, however, not taking into account any improvements exclusively paid for by Tenant (i.e., any improvements paid for with the Allowance shall be deemed paid for by Landlord and not Tenant). Notwithstanding anything herein to the contrary, in no event will Basic Rent decrease from that payable in the last year of the immediately previous Lease Term as a result of the fair market rental rate determination provided for in this Paragraph 1. (d) Landlord’s determination of fair market rental rate shall be delivered to Tenant in writing not later than sixty (60) days following Landlord’s receipt of Tenant’s Extension Notice. Tenant will have thirty (30) days (“Tenant’s Review Period”) after receipt of Landlord’s notice of the fair market rental rate within which to accept such fair market rental rate or to object thereto in writing. Tenant’s failure to object to the fair market rental rate submitted by Landlord in writing within Tenant’s Review Period will conclusively be deemed Tenant’s approval and acceptance thereof. If Tenant objects to the fair market rental rate submitted by Landlord within Tenant’s Review Period, then Landlord and Tenant will attempt in good faith to agree upon such fair market rental rate using their best good faith efforts. If Landlord and Tenant fail to reach agreement on such fair market rental rate within fifteen (15) days following the expiration of Tenant’s Review Period (the “Extension NoticeOutside Agreement Date”), then each party’s determination will be submitted to appraisal in accordance with the provisions below. (i) Landlord and Tenant shall each appoint one independent, unaffiliated real estate broker (referred to herein as an “appraiser” even though only a broker) who has been active over the five (5) year period ending on the date of such appointment in the leasing of comparable industrial properties in the Comparison Area. Within Each such appraiser will be appointed within thirty (30) days after the Outside Agreement Date. (ii) The two (2) appraisers so appointed will within fifteen (15) days of the date of the appointment of the last appointed appraiser agree upon and appoint a third appraiser who shall be qualified under the same criteria set forth herein above for qualification of the initial two (2) appraisers. (iii) The determination of the appraisers shall be limited solely to the issue of whether Landlord’s or Tenant’s last proposed (as of the Outside Agreement Date) new Basic Rent for the Premises is the closest to the actual new Basic Rent for the Premises as determined by the appraisers, taking into account the requirements of Subparagraph 1(c) and this Subparagraph 1(e) regarding same. (iv) The three (3) appraisers shall within thirty (30) days of the appointment of the third appraiser reach a decision as to whether the parties shall use Landlord’s receipt or Tenant’s submitted new Basic Rent, and shall notify Landlord and Tenant thereof. (v) The decision of the majority of the three (3) appraisers shall be binding upon Landlord and Tenant and neither party will have the right to reject the determination or undo the exercise of the Extension Notice, Landlord Option. The cost of each party’s appraiser shall send Tenant written notice of Landlord’s determination be the responsibility of the Fair Market Rent for party selecting such appraiser, and the Premises cost of the third appraiser (or arbitration, if necessary) shall be shared equally by Landlord and Tenant. (vi) If either Landlord or Tenant fails to appoint an appraiser within the “Fair Market Rent Notice”). For purposes of this Sectiontime period in Subparagraph 1(e)(i) herein above, the term “Fair Market Rent” appraiser appointed by one of them shall mean reach a decision, notify Landlord and Tenant thereof and such appraiser’s decision shall be binding upon Landlord and Tenant and neither party will have the base rental rate, periodic rental rate adjustment and other charges and increases, if any, for space comparable in size, location and quality right to reject the Premises under a primary lease (and not sublease) to new determination or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which undo the Premises are situated and the like, situated in comparable buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, an Extension Option shall automatically terminate and be of no further force or effect, whether or not Tenant has timely exercised the applicable Extension Option, if a Default exists at the time of exercise of the applicable Extension Option or Option. (vii) If the two (2) appraisers fail to agree upon and appoint a third appraiser, both appraisers shall be dismissed and the matter to be decided shall be forthwith submitted to binding arbitration under the provisions of the American Arbitration Association. (viii) In the event that the new Basic Rent is not established prior to the end of the immediately previous Term of the Lease, the Basic Rent immediately payable at the time of commencement of the applicable Extended Option Term shall be the Basic Rent paid by Tenant at the expiration of the immediately preceding Term. Notwithstanding the above, once the fair market rental is determined in accordance with this section, the parties shall settle any overpayment or underpayment on the next Basic Rent payment date falling not less than thirty (30) days after such determination.

Options to Extend. Provided that (a) Borrower shall have the option to extend (the “First Option to Extend”) the Original Construction Loan Maturity Date to the First Extended Construction Loan Maturity Date, upon satisfaction of each of the following conditions precedent: (i) Tenant has Borrower shall provide Bondowner Representative with written notice of Borrower’s request to exercise the First Option to Extend not sublet any portion more than ninety (90) days but not less than thirty (30) days prior to the Original Construction Loan Maturity Date; (ii) As of the Premises without Landlorddate of Borrower’s consent delivery of notice of request to exercise the First Option to Extend, and as of the Original Construction Loan Maturity Date, no Default shall have occurred and be continuing, and no event or condition which, with the giving of notice or the passage of time or both, would constitute a Default shall have occurred and be continuing, and Borrower shall so certify in violation writing; (iii) Borrower shall execute or cause the execution of this Leaseall documents reasonably required by Bondowner Representative to exercise the First Option to Extend and shall deliver to Bondowner Representative, at Borrower’s sole cost and expense, such title insurance endorsements reasonably required by Bondowner Representative; (iv) There shall have occurred no material adverse change, as determined by Bondowner Representative in its sole discretion, in the financial condition of Borrower, General Partner or any Guarantor from that which existed as of the later of: (i) the Effective Date; or (ii) the Premises date upon which the financial condition of such party was first represented to Bondowner Representative; (v) Borrower shall represent and warrant that the Partnership Documents and the Tax Credit Investor’s obligations to make the Capital Contributions thereunder, as approved by Bondowner Representative, are unamended and in full force and effect; (vi) The construction of the Project shall be one hundred percent (100%) complete and free of all liens (other than liens that Borrower is diligently contesting in good faith and as to which Borrower has obtained bonds to the reasonable satisfaction of Bondowner Representative) as evidenced by Bondowner Representative’s receipt of mechanic’s lien free endorsements to the Title Policy, a Notice of Completion shall have been expanded recorded, if applicable, and Borrower shall obtain and deliver to Bondowner Representative a copy of a temporary certificate of occupancy or certificate of occupancy issued by the appropriate Governmental Authority for the Project or equivalent evidence of Completion of the construction from the local jurisdiction, if any, and a certificate of completion from Architect in form and substance reasonably satisfactory to Bondowner Representative with a copy of the recorded notice of completion, if any; (vii) The Subordinate Loan Documents, Subsidy Contracts, HCD MHP Standard Agreement and HCD VHHP Standard Agreement shall be in full force and effect and Borrower shall be in compliance with all provisions thereof; (viii) The balance in the interest reserve as of the Original Construction Loan Maturity Date shall be sufficient to pay interest on the Loan until the First Extended Construction Loan Maturity Date; (ix) Not less than percent ( %) of the residential units in the Project shall be leased and not less than percent ( %) of the residential units in the Project shall be occupied by tenants pursuant to leases which comply with the terms Regulatory Agreement and all other Restrictions recorded against the Property; (x) Borrower shall have provided evidence satisfactory to Bondowner Representative of Section 2.1(dBorrower’s continued compliance with all TCAC achievement dates; (xi) aboveBorrower shall have delivered to Bondowner Representative evidence satisfactory to Bondowner Representative that the date of expiration of HCD’s commitments to fund the HCD MHP Loan and HCD VHHP Loan shall be not less than thirty (30) days after the First Extended Construction Loan Maturity Date, together with financial projections or other evidence satisfactory to Bondowner Representative demonstrating that the satisfaction of all conditions to the funding of the HCD MHP Loan, HCD VHHP Loan and (iii) at any other financing sources necessary for the time payoff of exercise and at all times the Loan shall be achieved prior to the commencement First Extended Construction Loan Maturity Date; and (xii) [Borrower shall pay to the Bondowner Representative on or before the Original Construction Loan Maturity Date an Extension Fee in the amount equal to % of the Extended Term (as defined below), Tenant shall not be in Default under this Lease, the Term of this Lease shall be subject to two (2) extension options, each for an additional period of sixty (60) months (each, an “Extension Option” and collectively, the “Extension Options”), commencing as original principal amount of the expiration Loan.] Except as modified by the exercise of the then-current TermFirst Option to Extend, and expiring on the date that is sixty (60) full calendar months thereafter (each, an “Extended Term”), exercisable as follows: (1) The Extension Options shall be upon the same material terms and conditions contained in this Lease, except that (i) the initial Monthly Base Rent for the Premises shall be equal to the greater of (A) the Fair Market Rent (as defined in Section 2.2(d)(2) below) for the Premises as of the first month of the Extension Option determined in the manner set forth in Section 2.2(d)(3) below, or (B) the Monthly Base Rent in effect as of the expiration of the then- current Term; and (ii) Tenant shall accept the Premises in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises unless required by the terms and conditions of this Lease, including without limitation any maintenance and repair obligations of Landlord under this Lease. (2) Tenant’s election to exercise an Extension Option must be given to Landlord in writing no less than 270 days and no more than 365 days prior to the expiration of the then-current Term (the “Extension Notice”). Within thirty (30) days of Landlord’s receipt of the Extension Notice, Landlord shall send Tenant written notice of Landlord’s determination of the Fair Market Rent for the Premises (the “Fair Market Rent Notice”). For purposes of this Section, the term “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increases, if any, for space comparable in size, location and quality to the Premises under a primary lease (and not sublease) to new or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the Premises are situated Agreement and the like, situated other Loan Documents as modified and approved by Bondowner Representative shall remain unmodified and in comparable buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, an Extension Option shall automatically terminate full force and be of no further force or effect, whether or not Tenant has timely exercised the applicable Extension Option, if a Default exists at the time of exercise of the applicable Extension Option or at the time of commencement of the applicable Extended Term.

Options to Extend. Provided that As consideration for the consent of Landlord herein set forth, Lease Paragraph 42 (i“Second Five Year Option to Extend”) and Paragraph 3 to Amendment No. I dated April 16, 1997 (“Third Five Year Option to Extend”) are hereby deleted in their entirety and shall be replaced with the following: A. SECOND FIVE YEAR OPTION TO EXTEND: Landlord hereby grants to Tenant has not sublet any portion of the Premises without Landlord’s consent in violation of this Lease, (ii) the Premises have been expanded pursuant an option to the terms of Section 2.1(d) above, and (iii) at the time of exercise and at all times prior to the commencement of the Extended Term (as defined below), Tenant shall not be in Default under this Lease, the Term of extend this Lease shall be subject Agreement (“Option to two (2Extend” or the “Option”) extension options, each for an additional period of sixty five years (60) months (each, an “Extension Option” and collectively, the “Extension Options”), commencing as of the expiration of the then-current Term, and expiring on the date that is sixty (60) full calendar months thereafter (each, an “Second Extended Term”), exercisable as follows: (1) The Extension Options shall be upon the same material following terms and conditions contained in this Lease, except that (i) the initial Monthly Base Rent for the Premises shall be equal to the greater of (A) the Fair Market Rent (as defined in Section 2.2(d)(2) below) for the Premises as of the first month of the Extension Option determined in the manner set forth in Section 2.2(d)(3) below, or (B) the Monthly Base Rent in effect as of the expiration of the then- current Term; and (iiconditions:*** 1) Tenant shall accept the Premises in an “as is” condition without any obligation give Landlord written notice of Landlord to repaint, remodel, repair, improve or alter the Premises unless required by the terms and conditions Tenant’s exercise of this Lease, including without limitation any maintenance and repair obligations of Landlord under this Lease. Option to Extend at least one hundred eighty (2180) Tenant’s election to exercise an Extension Option must be given to Landlord in writing no less than 270 days and no more than 365 days prior to the expiration of the then-Lease Term pursuant to Paragraph A hereof (not later than April 3, 2011), in which event the Term of the Lease shall be considered extended for an additional five (5) years, subject to the Basic Rent set forth below and with: (i) the Basic Rent to be determined pursuant to Paragraph 2) below; (ii) management fee and the terms and conditions subject to amendment by Landlord (Landlord, in its sole and absolute discretion, may, but is not required to, incorporate its then current Term Lease provisions that are standard in Landlord’s leases for comparable buildings as of the date of Tenant’s exercise of its Option to Extend); and (iii) this Paragraph 2.A thereafter deleted. In the “Extension Notice”). Within thirty event that Tenant fails to timely exercise Tenant’s Option as set forth herein in writing, Tenant shall have no further Option to Extend this Lease, and the Lease shall continue in full force and effect for the full remaining term hereof, absent this Paragraph 2. 2) In the event Tenant timely exercises Tenant’s Option to Extend as set forth herein, Landlord shall, within fifteen (3015) days of Landlord’s after receipt of the Extension Notice, Landlord shall send Tenant written notice of LandlordTenant’s determination exercise of the Fair Market Option, advise Tenant of any changes in the management fee and the terms and conditions as referenced in Paragraph 2.A.1(ii) above) and the Basic Rent (which shall not be less than the Basic Rent for the fifth year of the current Term) required for the Extended Term of the Lease to make the Basic Rent for the Premises comparable to the then current market triple net basic rent for comparable properties either (i) then owned in whole or in part by the above mentioned Landlord or by members of its immediate family in the vicinity of the Premises or (ii) if not owned by Landlord or its family as stated herein, other third party properties in the vicinity of the Premises. Tenant shall have five (5) days after receipt from the Landlord of said new terms and conditions and Basic Rent in which to accept said new terms and conditions and Basic Rent and enter into written documentation confirming same. In the event Tenant fails to execute said written documentation confirming said new terms and conditions and Basic Rent for the Second Extended Term of Lease within said five (5) day period, Tenant shall have no further Option to Extend this Lease, and this Lease shall continue in full force and effect for the full remaining term hereof absent of this Paragraph 2, with Landlord having no further responsibility or obligation to Tenant with respect to Tenant’s Option to Extend. 3) It is agreed that if Tenant is at any time prior to exercising its Option to Extend in default of this Lease and has failed to cure the default in the time period allowed, this Paragraph 2 shall be null and void and Tenant will have no further rights under this Paragraph. It is further agreed that if Tenant has exercised its Option to Extend and is subsequently in default, and has failed to cure the default in the time period allowed by the Lease at any time prior to, or at the time the lease commences on the Second Extended Term, Landlord may at its sole and absolute discretion, cancel Tenant’s Option to Extend, and this Lease will continue in full force and effect for the full remaining Term hereof, absent of this Paragraph 2. 4) The Option rights of Tenant under this Paragraph 2.A, and the Second Extended Term thereunder, are granted for Tenant’s personal benefit and may not be assigned or transferred by Tenant, except as provided for in Lease Paragraph 56 (“Fair Market Rent NoticePermitted Assignments and Subleases”). For purposes , either voluntarily or by operation of this Sectionlaw, the term “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increases, if any, for space comparable in size, location and quality to the Premises under a primary lease (and not subleaseany manner whatsoever. 5) to new or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the Premises are situated and the like, situated in comparable buildings in Emeryville, California. Notwithstanding anything to the contrary contained in this Paragraph, this Option to Extend is automatically forfeited by Tenant (without notice from Landlord) in the event Tenant is, at any time during the Term of this Lease, in default of said Lease and if Tenant does not completely cure said default within five days for a monetary default and thirty days for a non-monetary default (or such longer time as permitted by cure in the Lease Agreement). In the event said Option to Extend is forfeited as stated herein, an Extension Option Tenant shall automatically terminate and be of have no further force or effect, whether or not Option to Extend this Lease. B. THIRD FIVE (5)-YEAR OPTION PERIOD: Provided Tenant has extended the Lease for an additional five year period as set forth in Paragraph A above, Landlord hereby grants to Tenant another Option to Extend the Lease Agreement upon the following terms and conditions; 1) Tenant shall give Landlord written notice of Tenant’s exercise of this Option to Extend at least one hundred eighty (180) days prior to the expiration of the Basic Term hereof (not later than April 3, 2016), in which event the Term of the Lease shall be considered extended for an additional five (5) years (“Third Extended Term”) subject to the Basic Rent set forth below and with: (i) the Basic Rent to be determined pursuant to Paragraph 2) below; (ii) the management fee and the terms and conditions subject to amendment by Landlord (Landlord, in its sole and absolute discretion, may, but is not required to, incorporate its then current Lease provisions that are standard in Landlord’s leases for comparable buildings as of the date of Tenant’s exercise of its Option to Extend); and (iii) this Paragraph 2.B thereafter deleted. In the event that Tenant fails to timely exercised exercise Tenant’s Option as set forth herein in writing, Tenant shall have no further Option to Extend this Lease, and the applicable Extension OptionLease shall continue in full force and effect for the full remaining term hereof, absent this Paragraph 2.B. 2) In the event Tenant timely exercises Tenant’s Option to Extend as set forth herein, Landlord shall, within fifteen (15) days after receipt of Tenant’s exercise of option, advise Tenant of any changes in the management fee and the terms and conditions as referenced in Paragraph 2.B.1 (ii) above and Basic Rent (which shall not be less than the Basic Rent for the fifth year of the Second Extended Term) required for the Third Extended Term of the Lease to make the Basic Rent for the Premises comparable to the then current market triple net basic rent for comparable properties either (i) then owned in whole or in part by the above mentioned Landlord or by members of its immediate family in the vicinity of the Premises or (ii) if a Default exists not owned by Landlord or its family as stated herein, other third party properties in the vicinity of the Premises. Tenant shall have five (5) days after receipt from the Landlord of said new terms and conditions and Basic Rent in which to accept said new terms and conditions and Basic Rent and enter into written documentation confirming same. In the event Tenant fails to execute said written documentation confirming said new terms and conditions and Basic Rent for the Third Extended Term of Lease within said five (5) day period, Tenant shall have no further Option to Extend this Lease, and this Lease shall continue in full force and effect for the full remaining term hereof absent of this Paragraph 2.B, with Landlord having no further responsibility or obligation to Tenant with respect to Tenant’s Option to Extend. 3) It is agreed that if Tenant is at any time prior to exercising its Option to Extend in default of this Lease and has failed to cure the default in the time of exercise of period allowed, this Paragraph 2.B will be null and void and Tenant will have no further rights under this Paragraph. It is further agreed that if Tenant has exercised its Option to Extend and is subsequently in default, and has failed to cure the applicable Extension Option default in the time period allowed by the Lease at any time prior to, or at the time of commencement scheduled Commencement Date of the applicable Third Extended Term, Landlord may at its sole and absolute discretion, cancel Tenant’s Option to Extend, and this Lease will continue in full force and effect for the full remaining Term hereof, absent of this Paragraph 2.B. 4) The Option rights of Tenant under this Paragraph 2.B and the Third Extended Term thereunder, are granted for Tenant’s personal benefit and may not be assigned or transferred by Tenant, except as provided for in Lease Paragraph 56 (“Permitted Assignments and Subleases”), either voluntarily or by operation of law, in any manner whatsoever. 5) Notwithstanding anything to the contrary in this Paragraph 2.B, this Option to Extend is automatically forfeited by Tenant (without notice from Landlord) in the event Tenant is, at any time during the Term of this Lease, in default of said Lease and if Tenant does not completely cure said default within five days for a monetary default and thirty days for a non-monetary default (or such longer time as permitted by cure in the Lease Agreement). In the event said Option to Extend is forfeited as stated herein, Tenant shall have no further Option to Extend this Lease.

Options to Extend. (a) Provided that this Lease is then in full force and effect and an Event of Default (ias hereinafter defined) Tenant has not sublet any portion of the Premises without Landlord’s consent in violation of this Lease, (ii) the Premises have been expanded pursuant to the terms of Section 2.1(d) above, occurred and (iii) at the time of exercise and at all times prior to the commencement of the Extended Term (as defined below)is then continuing, Tenant shall not be in Default under this Lease, have the option to extend the Term for two separate, consecutive periods of this Lease shall be subject to two (2) extension options, each for an additional period of sixty (60) months 5 years (each, an “Extension Option” and collectively, the “Extension OptionsPeriod”), ) commencing as of on the expiration of the then-current Terminitial Term or the first Extension Period, and expiring on as the date that is sixty (60) full calendar months thereafter (each, an “Extended Term”), exercisable as follows:case may be. (1b) The Each Extension Options Period shall be upon the same material terms and conditions contained in this Leaseas apply during the initial Term, except that that: (i) the initial Monthly Base Rent for the Premises first Extension Period shall be equal to the greater lesser of (Aa) **** per square foot of rentable area per Lease Year (“First Extension Period Stipulated Rent”) and (b) **** of the Fair Market Rent (as defined hereinafter defined); provided, that in Section 2.2(d)(2) below) for no event will the Premises as of the first month of the First Extension Option determined in the manner set forth in Section 2.2(d)(3) below, or (B) the Monthly Period Base Rent in effect as of the expiration of the then- current Term; and be less than **** per rentable square foot. (ii) Tenant Base Rent for the second Extension Period shall accept be the Premises lesser of (a) **** per rentable square foot per Lease Year (“Second Extension Period Stipulated Rent”) and (b) **** of the Market Rent; provided, that in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter no event will the Premises unless required by the terms and conditions of this Lease, including without limitation any maintenance and repair obligations of Landlord under this LeaseSecond Extension Period Base Rent be less than **** per rentable square foot. (2c) Tenant’s election to exercise an The Market Rent (herein so called) shall be the base rent that would be payable during the subject Extension Option must Period for comparable quality space located in greater downtown Pittsburgh, Pennsylvania (the “Market Area”), taking into account, among other considerations, the size and location of the Buildings, lease term, level, quality, age and value of the space and leasehold improvements, condition, quality, age, and location of the Buildings and Building systems, Building services, tenant inducements, leasing commissions being paid or not being paid, and the condition of the Premises. The Market Rent and the applicable Extension Period Base Rent shall be given to Landlord in writing no less than 270 days and no more than 365 days established as follows: (i) at least 12 months prior to the expiration of the then-current initial Term (or the “first Extension Notice”)Period, as the case may be, Tenant shall send Landlord written notice of Tenant’s desire to extend the Term, provided that the parties reach an agreement as to the applicable Market Rent and the applicable Extension Period Base Rent. Within thirty (30) 15 days of Landlord’s receipt of the Extension Noticesaid notice, Landlord shall send Tenant written notice of (“Landlord’s determination Renewal Rent Notice”) designating the Market Rent and the applicable Extension Period Base Rent established for the applicable Extension Period; (ii) unless Tenant sends a written notice of objection to Landlord within 15 days after receipt of said designation, the applicable Extension Period Base Rent set forth in said designation shall be the applicable Extension Period Base Rent established for the Extension Period, (iii) if Tenant objects in writing to the applicable Extension Period Base Rent within said 15 day period, Tenant and Landlord shall negotiate in good faith an amount to be the applicable Extension Period Base Rent for such Extension Period. If Landlord and Tenant cannot agree on such applicable Extension Period Base Rent within 15 days after Landlord’s receipt of Tenant’s objection, Tenant, at Tenant’s election, may (i) revoke Tenant’s **** This redacted material has been omitted pursuant to a request for confidential treatment, and the material has been filed separately with the Commission. election to extend the Term and in such case this Lease will terminate at the end of the Fair then current Term, or (ii) elect to proceed to arbitration. If Tenant elects arbitration, Landlord and Tenant shall each select a qualified real estate appraiser and the two selected appraisers shall promptly choose a third qualified real estate appraiser. The third appraiser so selected shall determine the applicable Market Rent for the Premises (applicable Extension Period in accordance with the “Fair parameters set forth in this Section 3.5. Tenant shall pay the costs for said third real estate appraiser if the applicable Market Rent Notice”)determined by said third real estate appraiser is equal to or greater than the applicable Market Rent designated by Landlord under (i) above; otherwise, Landlord shall pay the costs for said real estate appraiser. For purposes If Landlord shall fail to give Landlord’s Renewal Rent Notice within the 30 day period after receipt of this Sectionthe notice from Tenant, Tenant shall have the term “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increases, if any, for space comparable right to remain in size, location and quality to the Premises under on a primary lease (and not sublease) month to new or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which month basis paying the Premises are situated and the like, situated Rent that is then in comparable buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, an Extension Option shall automatically terminate and be of no further force or effect, whether or not until such time as Landlord does give Tenant has timely exercised the Landlord’s Renewal Rent Notice, at which point, Landlord and Tenant shall determine the applicable Extension Option, if a Default exists at Period Base Rent in accordance with the provisions set forth above in this Section 3.5. (d) Failure of Tenant to provide written notice of extension within the time frame set forth herein shall not be deemed to be a waiver by Tenant of exercise its option to extend the Term until Landlord has notified Tenant in writing that Tenant will have relinquished its right to extend the Term unless within 15 days of the date of Landlord’s notice Tenant provides its written notice of election to extend the Term. (e) Landlord will provide Tenant a Tenant improvement allowance equal to **** per the then rentable square foot area of Premises (“Allowance”) for each Extension Period option exercised by Tenant in which the First Extension Period Stipulated Rent or the Second Extension Period Stipulated Rent, as the case may be, is determined to be the rent for the applicable Extension Option Period. During any Extension Period in which the rent is not the First Extension Period Stipulated Rent or at the time of commencement Second Extension Period Stipulated Rent, whichever is applicable, then the amount of the applicable Extended Term.Allowance for such Extension Period shall be the lesser of (i) **** per rentable square foot of Premises; or (ii) **** of the Market Area finish allowance for comparable lease space in the Market Area for a 5-year renewal term as determined by the appraiser. At Tenant’s election, either Landlord or Tenant shall perform the Tenant improvements and in either case Tenant shall pay for all costs of Tenant improvements in excess of the Allowance in accordance with Section 10.2 of the Work Agreement attached hereto as Exhibit C.

Options to Extend. Provided that (i) Tenant has not sublet any portion of shall have the Premises without Landlord’s consent in violation of this Leaseright and option, (ii) the Premises have been expanded pursuant to the terms of Section 2.1(d) above, which said option and (iii) at the time of exercise and at all times prior to the commencement of the Extended Term (as defined below), Tenant right shall not be in Default under this Lease, the Term of severed from this Lease shall be subject or separately assigned, mortgaged or transferred, to extend the Initial Terra for two (2) extension options, additional consecutive periods of five (5) years each for an additional period of sixty (60) months (each, an “Extension Option” and collectively, hereinafter collectively referred to as the “Extension OptionsPeriod” and singularly as the “First Extension Period” and the “Second Extension Period”, respectively), commencing as of the expiration of the then-current Term, and expiring on the date that is sixty (60) full calendar months thereafter (each, an “Extended Term”), exercisable as follows: (1) The Extension Options shall be upon the same material terms and conditions contained in this Lease, except provided that (i) the initial Monthly Base Rent for the Premises shall be equal to the greater of (A) the Fair Market Rent (as defined in Section 2.2(d)(2) below) for the Premises as of the first month of the Extension Option determined in the manner set forth in Section 2.2(d)(3) below, or (B) the Monthly Base Rent in effect as of the expiration of the then- current Term; and (iia) Tenant shall accept the Premises in an “as is” condition without any obligation give Landlord notice of Landlord to repaint, remodel, repair, improve or alter the Premises unless required by the terms and conditions of this Lease, including without limitation any maintenance and repair obligations of Landlord under this Lease. (2) Tenant’s election to exercise an Extension Option must be given to Landlord in writing no less than 270 days and no more than 365 days of each such option at least eighteen (18) full months prior to the expiration of the then-current (i) Initial Term with respect to the first such option, and (ii) First Extension Period with respect to the “Extension Notice”). Within thirty second such option and (30b) days Tenant shall not be in default (beyond expiration of Landlord’s receipt of the Extension Notice, Landlord shall send Tenant written applicable notice of Landlord’s determination of the Fair Market Rent for the Premises (the “Fair Market Rent Notice”). For purposes of this Section, the term “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increasescure periods, if any, for space comparable ) in size, location the performance or observance of any of the terms and quality provisions of the Lease on the part of Tenant to the Premises under a primary lease (and not sublease) to new be performed or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the Premises are situated and the like, situated in comparable buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, an Extension Option shall automatically terminate and be of no further force or effect, whether or not Tenant has timely exercised the applicable Extension Option, if a Default exists observed at the time of giving applicable notice and the commencement of each such Extension Period. Except for the amount of Basic Rent (which is to be determined as hereinafter provided), all the terms, covenants, conditions, provisions and agreements in the Lease contained shall be applicable to the additional period through which the Initial Term shall be extended as aforesaid, except that there shall be no further option to extend the Term nor shall there be any Allowance nor shalL Landlord be obligated to make or pay for any improvements to the Premises nor pay any architectural or engineering fees, legal fees, brokerage fees or inducement payments of any kind or nature. If Tenant shall give notice of its exercise of each such option to extend in the applicable Extension Option or at manner and within the time period provided aforesaid, the Term shall be extended upon the giving of commencement such notice without the requirement of any further attention on the part of either Landlord or Tenant. Landlord hereby reserves the right, exercisable by Landlord in its sole discretion, to waive (in writing) any or all conditions precedent to Tenant’s exercise of any such option, which conditions are set forth in clauses (a) and (b) above. If Tenant shall fail to give timely notice of the applicable Extended Termexercise of any such option as aforesaid, Tenant shall have no right to extend the Term of this Lease, time being of the essence of the foregoing provisions. Failure to timely exercise the first such option shall terminate Tenant’s right to exercise the second such option. Any assignment by Tenant of its interest under this Lease or any subleasing of all or any part of the Premises (other than a subletting of a portion of the Premises consented to by Landlord pursuant to Article VI) or any termination of this Lease Agreement shall terminate the rights hereby granted Tenant. Any subletting of the Premises will not transfer to the sublessee any of the rights granted hereby.

Options to Extend. Provided that Lessor hereby grants to lessee the option to extend the term of this Lease for ( (1) ) additional (36) month period(s) commencing when the prior term expires upon each and all of the following terms and conditions: (i) Tenant has Lessee gives to lessor, and Lessor actually receives on a date which is prior to the date that the option period would commence (if exercised) by at least (4) and not sublet any portion more than (6) months, a written notice of the Premises without Landlord’s consent in violation exercise of the option(s) to extend this Leaselease for said additional term(s), time being of essence. if said notification of the exercise of said option(s) is (are) not so given and received, the option(s) shall automatically expire; said option(s) may (if more than one) only be exercised consecutively; (ii) The provisions of paragraph 39, including the Premises have been expanded pursuant provision relating to the terms default of Section 2.1(d) above, and Lessee set forth in paragraph 39.4 of this lease are conditions of this Option; (iii) at the time All of exercise and at all times prior to the commencement of the Extended Term (as defined below), Tenant shall not be in Default under this Lease, the Term of this Lease shall be subject to two (2) extension options, each for an additional period of sixty (60) months (each, an “Extension Option” and collectively, the “Extension Options”), commencing as of the expiration of the then-current Term, and expiring on the date that is sixty (60) full calendar months thereafter (each, an “Extended Term”), exercisable as follows: (1) The Extension Options shall be upon the same material terms and conditions contained in this Lease, except that (i) the initial Monthly Base Rent for the Premises shall be equal to the greater of (A) the Fair Market Rent (as defined in Section 2.2(d)(2) below) for the Premises as of the first month of the Extension Option determined in the manner set forth in Section 2.2(d)(3) below, or (B) the Monthly Base Rent in effect as of the expiration of the then- current Term; and (ii) Tenant shall accept the Premises in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises unless required by the terms and conditions of this Lease, including without limitation any maintenance and repair obligations of Landlord under Lease except where specifically modified by this Lease.option shall apply; (2iv) Tenant’s election to exercise an Extension Option must be given to Landlord in writing no less than 270 days and no more than 365 days prior to the expiration The monthly rent for each month of the then-current Term option period shall be calculated as follows, using the method(s) indicated below: (Check Method(s) to be Used and Fill in Appropriately) _ |_| I. Cost of Living Adjustment(s) (COL) (a) On (Fill in COL Adjustment Date(s): the “Extension Notice”). Within thirty first (301st) days of Landlord’s receipt day of the Extension Notice, Landlord shall send Tenant written notice nineteenth (19th) month of Landlord’s determination herein option term. -------------------------------------------------------------------------------- the monthly rent payable under paragraph 1.5 ("Base Rent") of the Fair Market Rent for attached Lease shall be adjusted by the Premises (the “Fair Market Rent Notice”). For purposes of this Section, the term “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increaseschange, if any, from the Base month specified below, in the Consumer Price Index of the Bureau of Labor Statistics of the U.S. Department of Labor for(select one): |X| CPIW (Urban Wage Earners and Clerical Workers) or |_| CPIU (All Urban Consumers), for space comparable (Fill in sizeUrban Area): Los Angeles - Anaheim Riverside, location and quality All Items (1982-1984 = 100), herein referred to as "C.P.I." (b) The monthly rent payable in accordance with paragraph Al(a) of this Addendum shall be calculated as follows: The Base Rent set forth in paragraph 1.5 of the attached Lease, shall be multiplied by a fraction the numerator of which shall be the C.P.I. of the calendar month 2 (two) months prior to the Premises under a primary lease (and not subleasemonth(s) to new or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on specified in paragraph AI(a) above during which the Premises are situated adjustment is to take effect, and the likedenominator of which shall be the C.P.I. of the calendar month which is two (2) months prior to (select one): |_| the first month of the term of this Lease as set forth in paragraph 1.3 ("Base Month") or [X] (Fill in Other "Base Month"): June 1, situated 2000 . The sum so calculated shall constitute the new monthly rent hereunder, but in comparable buildings in Emeryvilleno event, Californiashall any such new monthly rent be less than the rent payable for the month immediately preceding the date for rent adjustment. (c) In the event the compilation and/or publication of the C.P.I. shall be transferred to any other governmental department or bureau or agency or shall be discontinued, then the index most nearly the same as the C.P.I. shall be used to make such calculation. Notwithstanding anything In the event that Lessor and Lessee cannot agree on such alternative index, then the matter shall be submitted for decision to the contrary contained herein, an Extension Option shall automatically terminate American Arbitration Association in accordance with the then rules of said association and be of no further force or effect, whether or not Tenant has timely exercised the applicable Extension Option, if a Default exists at the time of exercise decision of the applicable Extension Option or at arbitrators shall be binding upon the time parties. The cost of commencement of the applicable Extended Term.said Arbitrators shall be paid equally by Lessor and Lessee. 49

Options to Extend. Provided that Lessor hereby grants to Lessee two (i2) Tenant has not sublet any portion of the Premises without Landlord’s consent in violation of this Leaseoptions (each, (iian "Option") the Premises have been expanded pursuant to the terms of Section 2.1(d) above, and (iii) at the time of exercise and at all times prior to the commencement of the Extended Term (as defined below), Tenant shall not be in Default under this Lease, extend the Term of this Lease shall be subject to two (2) extension options, each for an additional period of sixty (60) months (each, an “Extension month period for each Option” and collectively, the “Extension Options”), commencing as when the prior term expires upon each and all of the expiration of the then-current Term, following terms and expiring conditions: (i) Lessee gives to Lessor and Lessor actually receives (which receipt may be independently confirmed by Lessee) on a date which is prior to the date that is sixty the option period would commence (60if exercised) full calendar months thereafter by at least six (each6) and not more than nine (9) months, an “Extended Term”)a written notice in accordance with the Lease of the exercise of the options to extend this Lease for said additional terms, exercisable as follows:time being of the essence. If said notification of the exercise of said Options are not so given and received, the Options shall automatically expire; said Options may only be exercised consecutively; (1ii) The Extension Options shall be upon provisions of Paragraph 39, including the same material terms and conditions contained in this Lease, except that (i) the initial Monthly Base Rent for the Premises shall be equal provision relating to the greater default of (A) the Fair Market Rent (as defined in Section 2.2(d)(2) below) for the Premises as of the first month of the Extension Option determined in the manner Lessee set forth in Section 2.2(d)(3) below, or (B) the Monthly Base Rent in effect as Paragraph 39.4 of this Lease are conditions of the expiration Options; (iii) All of the then- current Term; and (ii) Tenant shall accept the Premises in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises unless required by the terms and conditions of this Lease, including without limitation any maintenance and repair obligations of Landlord under this Lease.Lease except where specifically modified by these Options shall apply; (2iv) Tenant’s election The monthly Base Rent for each month of the applicable Option period shall be calculated as follows, using the methods indicated below: MARKET RENTAL VALUE ADJUSTMENTS (MRV) (a) On the 10th anniversary of the Commencement Date if the first Option to exercise an Extension extend is timely exercised and again five (5) years later if the second Option must to extend is timely exercised, Base Rent shall be given adjusted to Landlord in writing no less than 270 days and no more than 365 days the "Market Rental Value" of the Premises as follows: 1. Four months prior to the expiration of Market Rental Value (MRV) Adjustment Dates described above, Lessor and Lessee shall meet to establish an agreed upon new MRV for comparable space in the Carlsbad Research Center for the specified term. In determining MRV, the comparable space will be limited to an industrial building with offices, electrical distribution and other typical warehouse space such as but not limited to bath rooms but specifically excluding the peculiar attributes required by a biopharmaceutical firm such as refrigeration, and required plumbing and piping. If agreement cannot be reached, then-current Term : (i) Lessor and Lessee shall immediately appoint a mutually acceptable appraiser or broker to establish the “Extension Notice”). Within new MRV within the next thirty (30) days days. Any associated costs will be split equally between the parties, or (ii) Both Lessor and Lessee shall each immediately select and pay the appraiser or broker of Landlord’s receipt their choice to establish a MRV within the next thirty (30) days. If, for any reason, either one of the Extension Noticeappraisals is not completed within the next thirty (30) days, Landlord as stipulated, then the appraisal that is completed at that time shall send Tenant written notice of Landlord’s determination automatically become the new MRV. If both appraisals are completed and the two appraisers/brokers cannot agree on a reasonable average MRV then they shall immediately select a third mutually acceptable appraiser/broker to establish a third MRV within the next thirty (30) days. The average of the Fair Market Rent two appraisals closest in value shall then become the new MRV. The costs of the third appraisal will be split equally between the parties. 2. If Lessee does not add additional mezzanine to the existing 5,100 sq. ft., the minimum MRV will be One and Five One-Hundredths Dollars ($1.05) per ft. for the Premises eleventh (11th) year and One and Twenty-One One-Hundredths Dollars ($1.21) for the “Fair Market Rent Notice”)sixteenth (16th) year. For purposes If Lessee adds additional mezzanine during the Term of this Sectionthe Lease, the minimum MRV will be computed in the same manner as the stated minimums were determined, the example of which is shown on the attached Schedule 56. In any event, the new MRV shall not be less than the Base Rent payable for the month immediately preceding the date for rent adjustment. (b) Upon the establishment of each new MRV: 1. The monthly Base Rent so calculated for each Term as specified in subsection (a) above will become the new "Base Rent" for the purpose of calculating any further CPI adjustments as specified in Section 55 above; and 2. the first month of each Market Rental Value term “Fair Market Rent” as specified in subsection (a) above shall mean become the base rental rate, periodic rental rate adjustment and other charges and increases, if any, new "Base Month" for space comparable the purpose of calculating any further Cost of Living Adjustments as specified in size, location and quality to the Premises under a primary lease (and not sublease) to new or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the Premises are situated and the like, situated in comparable buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, an Extension Option shall automatically terminate and be of no further force or effect, whether or not Tenant has timely exercised the applicable Extension Option, if a Default exists at the time of exercise of the applicable Extension Option or at the time of commencement of the applicable Extended TermParagraph 55.