Common use of Renewal Option Clause in Contracts

Renewal Option. (a) Tenant shall have the right and option to extend the term of this Lease for one renewal term, of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.

Renewal Option. (a) Tenant shall have two successive options to renew this Lease (each a “Renewal Option”) with respect to the right and option to extend entirety of the Premises for the term of this Lease for one renewal term, of five (5) years durationeach (each a “Renewal Term”), commencing upon expiration of the initial Term, or if the first Renewal Option is exercised, upon the expiration of the first Renewal Term. The renewal termEach Renewal Option must be exercised, if exercisedat all, shall commence on the day immediately following the by written notice given by Tenant to Landlord not earlier than twelve (12) months nor later than nine (9) months prior to expiration of the initial Term hereof(or the first Renewal Term, April 1as applicable). If Tenant properly exercises a Renewal Option, 2013then references in the Lease to the Term shall be deemed to include the Renewal Term. The option Renewal Option shall be null and void and Tenant shall have no right to extend, as well as renew this Lease if on the date Tenant exercises the Renewal Option or on the date immediately preceding the commencement date of the renewal termRenewal Term (i) a Default beyond the applicable cure period shall have occurred and be continuing hereunder, shall be conditioned on no uncured events or (ii) Tenant (A) is then subletting more than fifty percent (50%) of default by Tenant then existingthe rentable square footage of the Premises other than in connection with a Permitted Transfer (as defined in Section 10.1(e) below) or (B) has assigned this Lease other than in connection with a Permitted Transfer. (b) If Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to properly exercises the expiration of Renewal Option, then during the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon Renewal Term all of the terms and conditions of set forth in this LeaseLease as applicable to the Premises during the initial Term shall apply during the Renewal Term, including without limitation the obligation to pay Rent Adjustments, except that (i) Tenant shall accept the Premises in their then “as-is” state and condition and Landlord shall have no obligation to make or pay for any improvements to the change in Minimum Annual Premises (except as determined as part of the Fair Market Rent), and (ii) during the Renewal Term the Monthly Base Rent which, if exercised, payable by Tenant shall be calculated ninety-five percent (95%) of the Fair Market Rent during the Renewal Term as follows: For hereinafter set forth, except that in no event shall Monthly Base Rent during the Renewal Term be less than ninety-five percent (95%) of the Monthly Base Rent in effect during the last month of the initial year of the renewal termTerm, the Base Index shall be the CPI U for Marchor first Renewal Term, 2012as applicable, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for increase by an annually compounded three percent (3%) during each year of the Renewal Term Term. (c) For purposes of this Section, the term “Fair Market Rent” shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year mean the rental rate, additional rent adjustment and other charges and increases, if any, for space comparable in size, location and quality of the renewal termPremises under primary lease (and not sublease) to new or renewing tenants, Minimum Annual for a comparable term with a tenant improvement allowance, if applicable and taking into consideration any concessions and such amenities as existing improvements, parking ratio, view, floor on which the Premises are situated and the like, situated in comparable buildings in Berkeley and Emeryville. The Fair Market Rent shall increase to a sum equal to the Base Rent not take into account any Tenant Alterations or other improvements paid for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedTenant.

Renewal Option. (a) Tenant As long as no Event of Default shall have occurred and be continuing hereunder, Landlord shall grant to Tenant the right and option to extend renew (the "Renewal Option") the term of this Lease for one renewal term, Two (2) additional periods of five (5) years durationeach (the "Renewal Term(s)"). The renewal term, if exercised, Tenant shall commence on the day immediately following exercise such Renewal Option by delivering written notice of such election to Landlord at least nine (9) months prior to the expiration of the initial Term hereofor a Renewal Term, April 1, 2013as the case may be. The option to extend, as well as the commencement renewal of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the same terms and conditions of this Lease, except for (a) the change in Minimum Annual Base Rent which, if exercised, during each Renewal Term shall be calculated as follows: For the initial year of the renewal term, the Base Index adjusted as set forth in ARTICLE 3; (b) Tenant shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior have no option to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under renew this Lease in effect for beyond the immediately preceding year. The Base Index and Comparison Index for each year expiration of the Renewal Term Terms; (c) Tenant shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year not have the right to assign its renewal rights to any sublessee of the Property or a portion thereof or to any assignee of this Lease, nor may any such sublessee or assignee exercise or enjoy the benefit of such renewal term, Minimum Annual Rent rights; (d) the Suite shall increase to a sum equal to be provided in its then-existing condition (on an "as is" basis in the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement broadest sense of the renewal term) at the time each Renewal Term commences; and, Landlord (e) there shall notify not be any rent abatement period and Tenant of the Minimum Annual Rent in effect for such year; in the event shall not be entitled to any cash payment, concessions or allowance of any delay in calculation because of a delay in publication of nature or amount whatsoever. Notwithstanding the applicable Comparison Indexforegoing, Tenant shall pay rent on account based have no right to exercise such option to renew, and Landlord shall have no obligation to renew this Lease, unless (i) this Lease shall be in full force and effect upon the Minimum Annual Rent previously in effectdate of the exercise of the Renewal Option and upon the date of expiration of the Initial Term or the Renewal Term, as the case may be; and (ii) on the date of exercise of the Renewal Option and on the date of expiration of the initial Term or the Renewal Term, as the case may be, no Event of Default shall have occurred or be continuing hereunder. If Tenant shall fail to be adjusted when exercise a Renewal Option within the Comparison Index is publishedtime permitted or conditions (i) and (ii) set forth above are not entirely satisfied, such Renewal Option shall automatically terminate and this Lease expire at the expiration of the initial Term.

Renewal Option. (a) Section 4.3 of the Lease is hereby deleted in its entirety and replaced with the following: “Tenant shall have the right and option (the “Renewal Option”) to extend the Term of the Lease for the entire Premises then being leased to Tenant for a term of this Lease for one renewal term, of five two (52) years duration(the “Renewal Term”). The renewal term, if exercised, Renewal Term shall commence on the day immediately following after the expiration Expiration Date. The Renewal Option shall be void if a default by Tenant exists, either at the time of exercise of the initial Term hereof, April 1, 2013. The option to extend, as well as Renewal Option or the time of commencement of the renewal termRenewal Term. The Renewal Option must be exercised, shall be conditioned on no uncured events of default if at all, by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same from Tenant to Landlord given not later less than one six (16) year months prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essenceTerm. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, Renewal Term shall be upon all of the same terms and conditions of this Leaseas the original Term, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, that (a) the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of payable during the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum be equal to the Base Rent for Adjustment Purposesthe last month of the original Term, increased by one half plus $0.05 per square foot of Rentable Area of the CPI AdjustmentPremises, but in no event shall such Minimum Annual Rent be less than and the Base Rent for Adjustment Purposes for such year. Upon shall increase by $0.05 per square foot of Rentable Area of the Premises on the first anniversary of the commencement of the renewal termRenewal Term, (b) Tenant shall not be entitled to any tenant improvement allowance during the Renewal Term; and (c) from and after the exercise of the Renewal Option, (i) all references to “Expiration Date” shall be deemed to refer to the last day of the Renewal Term, and (ii) all references to “Term” shall be deemed to include the Renewal Term. The Renewal Option is personal to Tenant and shall be inapplicable and null and void if Tenant assigns its interest under the Lease (other than to an affiliate of Tenant).” “In the event Tenant exercises its Renewal Option, Landlord shall notify Tenant have the right to terminate the Lease effective at any time after the twelve (12) month anniversary of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication commencement of the applicable Comparison Index, Tenant shall pay rent on account based Renewal Term upon the Minimum Annual Rent previously in effect, at least six (6) months prior written notice to be adjusted when the Comparison Index is publishedTenant.”

Renewal Option. (a) Landlord hereby grants to Tenant shall have the right and option to extend the term of initial Lease Term on the same terms, conditions and provisions as contained in this Lease Lease, except as otherwise provided herein, for one renewal term, (1) period of five (5) years duration. The renewal termyears, if exercised, shall commence the option (the “Option Period”) commencing on the day immediately following the expiration date of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existingthis Lease. (ba) Tenant Tenant’s option to extend shall exercise its renewal option only be exercisable by delivering written notice of same from Tenant to Landlord not given no earlier than twelve (12) months, and no later than one nine (19) year months, prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012initial Lease Term, time being of the essence. Tenant’s failure to timely exercise an option . (b) Base Rent per square foot of Rentable Area of the Premises payable during the Option Period shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of at the then current termFair Market Rental Rate (as hereinafter defined). (c) The renewal termTenant may only exercise its option to extend, and an exercise thereof shall only be effective, if exercisedat the time of Tenant’s exercise and on the Option Period commencement date, shall be upon all of this Lease is in full force and effect and no uncured default has occurred under this Lease. In addition to the terms and conditions condition set forth in the first sentence of this Lease, except for the change in Minimum Annual Rent whichsubparagraph (c), if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year Tenant is in default under this Lease within thirty (30) days prior to the Comparison IndexOption Period commencement date, and has not cured or is not in the process of diligently curing such default prior to said commencement date, then, at Landlord’s option, Tenant’s right to exercise its option may be terminated and rendered null and void by notice thereof from Landlord to Tenant. The Base Rent for Adjustment Purposes No sublessee or assignee (other than an Affiliate) shall mean, for be entitled to exercise such option. (d) Upon the each year valid exercise by Tenant of the renewal term, the Minimum Annual Rent under its option to extend. Landlord and Tenant shall enter into a written amendment to this Lease confirming the terms, conditions and provisions applicable to the Option Period as determined in effect for accordance with the immediately preceding year. The Base Index and Comparison Index for each year provisions of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal termthis Section, Minimum Annual Rent shall increase to a sum equal with such revisions to the Base Rent for Adjustment Purposes, increased provisions of this Lease as may be necessary to conform those provisions to the rental rate applicable to the Option Period. No new options to extend shall be deemed to be created by one half a valid exercise of the CPI Adjustmentextension option and no other provisions inapplicable to the Option Period such as, but in no event not limited to, an obligation to construct or pay for construction or improvements or to grant rent abatements, shall such Minimum Annual Rent be less than construed to govern the Base Rent for Adjustment Purposes for such year. Upon Option Period. (e) For purposes of this Article 18, the commencement term “Fair Market Rental Rate” shall mean a rate comprised of (i) the renewal term, Landlord shall notify Tenant prevailing base rental rate per square foot of the Minimum Annual Rent in effect for such year; rentable area available in the event Pertinent Market (as defined below), and taking into account tenant improvement allowances, other tenant inducements, operating cost stops and tax cost stops, and brokerage commissions, all as determined by Landlord in good faith, and (ii) any escalation of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account such base rental rate (based upon a fixed step and/or index) prevailing in the Minimum Annual Rent previously Pertinent Market, as determined by Landlord in effectgood faith, taking into account (A) comparable leases (on the basis of factors such as, but not limited to, size and location of space and commencement date and term of lease), if any, recently executed for improved space in the Building, and (B) leases for comparable (on the basis of factors such as, but not limited to be adjusted when size and location of space and commencement date and term of lease) improved space in “flex” buildings in the Comparison Index is publishedOrlando, Florida, area which are comparable to the Building in reputation, quality, age, size, location and level and quality of services provided and which have reached economic stabilization and are not, for any other reason, offering below market rents (the foregoing factors not being exclusive in identifying comparable buildings) (the Building, together with such comparable buildings, if applicable, being herein referred to as the “Pertinent Market”).

Renewal Option. (a) Subject to the terms of this Section 10, Tenant shall have the right and one (1) option (“Second Renewal Option”) to extend the term Term of this Lease for one renewal term, a consecutive period of five sixty (560) years duration. The renewal term, if exercised, shall commence on the day immediately following months beyond the expiration of the initial Renewal Term hereof, April 1, 2013(“Second Renewal Term”). The option Second Renewal Option is personal to extendTenant and may not be exercised by any sublessee or assignee of Tenant. The Second Renewal Option must be exercised, as well as the commencement of the renewal termif at all, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same (“Election Notice”) from Tenant to Landlord given not later more than two hundred seventy (270) days and not less than one hundred eighty (1180) year days prior to the expiration of the then current term, which notice Renewal Option. Any such Election Notice given by Tenant to Landlord shall be due on or before March 31, 2012, time being of the essenceirrevocable. The Second Renewal Option and Tenant’s failure to timely exercise delivery of an option Election Notice shall be deemed a waiver voidable and of all rights under this Sectionno force or effect at the election of Landlord, exercised in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal termLandlord’s sole and absolute discretion, if exercised, shall be upon all (i) an Event of the terms and conditions of Default is occurring under this Lease, except for or (ii) there is any event occurring which with the giving of notice or the passage of time, or both, would constitute an Event of Default hereunder, either at the time of Tenant’s delivery of the Election Notice or at any time from the date of delivery of such Election Notice through the time of commencement of the Second Renewal Term or (iii) if: (x) there has been any materially adverse change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year financial condition of the renewal termTenant, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year as of the Renewal Term Commencement Date. If Tenant fails to exercise the Second Renewal Option in a timely manner, as provided for above, then the Second Renewal Option shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be void and of no force or effect. The validly exercised Second Renewal Term shall be upon the renewal termsame terms and conditions as the Lease, Minimum Annual as amended, except that (x) the annual Base Rent during the Second Renewal Term shall increase to a sum be equal to the Fair Market Rent as of the commencement of the Second Renewal Term; and (y) Tenant shall have no further renewal options pursuant to this Section 10 or any provision of the Lease. Fair Market Rent for the Second Renewal Term shall be determined by Landlord with written notice given to Tenant prior to the commencement of the Second Renewal Term. (b) No later than thirty (30) days prior to the commencement of the Second Renewal Term, Tenant shall deposit with Landlord an amount, that when taken together with the Security Deposit, equals the Monthly Base Rent due for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than last month of the Base Rent for Adjustment Purposes for such yearSecond Renewal Term (“Additional Deposit”). Upon the commencement of the renewal termSecond Renewal Term, Landlord the term “Security Deposit” shall notify automatically include the “Additional Deposit” and the Additional Deposit shall be held pursuant to the terms of Article 5 hereof. If Tenant fails to deposit the Additional Deposit as and when required hereunder, Tenant’s exercise of the Minimum Annual Rent in effect for such year; in Second Renewal Option shall be null and void and the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant Renewal Term shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedexpire naturally expire.

Renewal Option. (a) Tenant Provided no Event of Default shall have occurred and be continuing and Lessee shall have duly given the notice required by Section 22.2, and the corresponding notices under the Other Leases and shall upon the renewal of the Units hereunder concurrently renew the Other Units under the Other Leases and Lessee has not exercised its option to purchase the Units pursuant to Section 22.3, Lessee shall have the right and option and, upon the giving of a notice under this Section 22.4 as below provided, the obligation to extend the term of lease pursuant to this Lease for one renewal term, all (but not less than all) of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following Units at the expiration of the initial Basic Term hereof, April 1, 2013or any applicable Renewal Term. The Lessee may exercise this renewal option by giving Lessor written notice not less than 90 days and not more than 360 days prior to extend, as well as the commencement end of the Basic Term (or, in the circumstances described below the then Renewal Term) that Lessee elects to renew this Lease with respect to all, but not less than all, of the Lease Agreement (TRLI 2001-1C) Units then leased hereunder at a rental payment calculated by reference to the then fair market rental value (a "Fair Market Renewal") or a fixed rental (a "Fixed Rate Renewal"). At Lessee's option, such renewal may, in the case of a Fair Market Renewal, be for a renewal term of one or more years or, in the case of a Fixed Rate Renewal, be for an initial renewal term of three years (but not to extend beyond the Outside Renewal Date) and in connection with any renewal term following the initial renewal term, shall be conditioned on no uncured events a term of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord one year or more expiring not later than one (1) year prior to the expiration of the then current termOutside Renewal Date, in each case as Lessee shall specify in such notice, which notice shall be due on or before March 31irrevocable. The Basic Rent for each Unit during any Renewal Term (the "Renewal Rent") shall (a) in the case of any Fixed Rate Renewal, 2012, time being be 1/12th of 100% of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination average annual Basic Rent allocated over the period from the end of the then current term. Basic Rent Holiday through the Basic Term Expiration Date, payable monthly in arrears and (cb) The renewal termin the case of any Fair Market Renewal, if exercised, shall be upon all 100% of the terms and conditions Fair Market Rental Value determined as of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termapplicable Renewal Term; provided, Landlord shall notify Tenant however, that in the case of the Minimum Annual Rent in effect for such yearfirst two years of the Fair Market Renewal period(s) that immediately follow the Basic Term Expiration Date (whether under Section 22.4 or Section 6.1), be 105% of the Fair Market Rental Value determined as of the commencement of the applicable Renewal Term; provided further, however, that the preceding proviso shall not apply in the event that the Lessee provides the Lessor, at the Lessee's sole cost and expense, with an opinion of independent tax counsel selected by Lessor (which counsel shall be selected by Lessor from among four nationally recognized law firms proposed by Lessee, each of which must be experienced in leveraged leasing transactions similar to the transactions contemplated herein) to the effect that applicable Treasury Regulations (or other administrative pronouncements upon which taxpayers may rely for Federal income tax purposes) will permit rent for such Renewal Term at a rate equal to 100% of the fair market rent determined as of the time of such Renewal Term without resulting in any adverse Federal income tax consequences to the Owner Participant Parent (within the meaning of the Tax Indemnity Agreement) under Code Section 467 or any successor provision thereto. Each Renewal Term shall commence immediately upon the expiration of the Basic Term or the preceding Renewal Term, as the case may be. Lessee shall not be entitled to enter any Fixed Rate Renewal following the expiry of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedFair Market Renewal.

Renewal Option. (a) Tenant a. Provided Subtenant is in possession of the Subleased Premises and an Event of Default does not exist under the Sublease, Subtenant shall have the right and option to extend the term Term of this Lease the Sublease (the “Sublease Renewal Option”) for one renewal term, of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration additional terms of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year each through to the expiration date of the Prime Lease (each a “Sublease Renewal Term”). Notwithstanding anything to the contrary contained herein, in no event may any of the Sublease Renewal Terms extend beyond the expiration date of the Prime Lease. If Subtenant shall exercise such Sublease Renewal Option, the first Sublease Renewal Term shall commence on the expiration of the Sublease Term and if Subtenant shall, by the first Sublease Renewal Term, exercise the Sublease Renewal Option with respect to a second Sublease Renewal Term, the second Sublease Renewal Term shall commence upon the expiration of the first Sublease Renewal Term and the same shall be the case for each of the remaining Sublease Renewal Terms, if such Sublease Renewal Option shall be so exercised with respect to each of the remaining Sublease Renewal Terms. Each Sublease Renewal Term shall be governed by the same terms, covenants and conditions as contained in this Sublease, except that the Base Rent for the Sublease Renewal Term shall be paid by Subtenant without deduction, set-off for demand, in equal monthly installments as follows: 5 (05/01/2007-02/29/2008) $ [***] $ [***] $ [***] 6 (03/01/2008-02/28/2009) $ [***] $ [***] $ [***] 7 (03/▇▇-▇▇▇▇-▇▇/28/2010) $ [***] $ [***] $ [***] 8 (03/01/2010-02/28/2011) $ [***] $ [***] $ [***] 9 (03/01/2011-02/28/2012) $ [***] $ [***] $ [***] The Sublease Renewal Option shall be exercised, if at all, by written notice to Sublandlord given not less than four (4) months prior to the expiration of the Sublease Term. b. The above notwithstanding, in the event that Subtenant shall exercise its Expansion Option pursuant to Section 10 or shall acquire the Expansion Premises pursuant to its Right of First Offer contained in Section 11, Subtenant’s Renewal Option shall be governed by the provisions contained in this Section 15b. Provided Subtenant is in possession of the Subleased Premises and the Expansion Premises and an Event of Default does not exist under the Sublease, Subtenant shall have the right to extend the Term of the Sublease (the “Entire Premises Renewal Option”) for two (2) additional terms; the first renewal term shall be for a period of two (2) years and the second renewal term shall be for a period of one (1) year and nine (9) months (each an “Entire Premises Renewal Term”). Notwithstanding anything to the contrary contained herein, in no event shall any of the Entire Premises Renewal Terms extend beyond the expiration date of the Prime Lease. If Subtenant shall exercise such Entire Premises Renewal Option, the first Entire Premises Renewal Term shall commence upon the expiration of the Sublease Term and, if, Subtenant shall, by the first Entire Premises Renewal Term, exercise the Entire Premises Renewal Option with respect to a second Entire Premises Renewal Term, the second Entire Premises Renewal Term shall commence upon the expiration of the first Entire Premises Renewal Term. Each of the Entire Premises Renewal Terms shall be governed by the same terms, covenants and conditions as contained in this Sublease, except: (i) Subtenant’s Proportionate Share of increases in insurance and operating charges and real estate taxes shall be adjusted to reflect their respective, then current term, which notice Base Year; and (ii) the Base Rent for each Entire Premises Renewal Term shall be due paid by Subtenant without deduction, set-off or demand, in equal monthly installments, on or before March 31, 2012, time being the first (1st) day of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated month as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for that portion of Subleased Premises and Expansion Space located in Cascade Building during the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Entire Premises Renewal Term shall be: 4/1/137 (06/01/2008-3/31/14 March 2012 March 2013 4/1/1405/31/2009) $ [***] $ [***] $ [***] 8 (06/01/2009-3/31/15 March 2013 March 2014 4/1/1505/31/2010) $ [***] $ [***] $ [***] 9 (06/▇▇-3/31/16 March 2014 March 2015 4/1/16▇▇▇▇-3/31/17 March 2015 March 2016 4/1/17▇▇/31/2011) $ [***] $ [***] $ [***] 10 (06/01/2011-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the 02/28/2012) $ [***] $ [***] $ [***] Base Rent for Adjustment Purposesthat portion of the Expansion Space located in ▇▇▇▇ Building during the Entire Premises Renewal Term shall be: 7 (06/01/2008-05/31/2009) $ [***] $ [***] $ [***] 8 (06/01/2009-05/31/2010) $ [***] $ [***] $ [***] 9 (06/▇▇-▇▇▇▇-▇▇/31/2011) $ [***] $ [***] $ [***] 10 (06/01/2011-02/28/2012) $ [***] $ [***] $ [***] The Entire Premises Renewal Option shall be exercised, increased if at all, by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be written notice to Sublandlord given not less than six (6) months prior to the Base Rent for Adjustment Purposes for such year. Upon the commencement expiration date of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedSublease Term.

Renewal Option. (a) Provided that no Event of Default has ccurred and is then continuing, Tenant shall have the right and option to extend the term Primary Term (as it may have been extended for the Extension Term in accordance with Section 3.1) of this Lease for one renewal term, three (3) successive additional periods of five (5) years duration. The renewal termeach (the "First Renewal Term", if exercisedthe "Second Renewal Term" and the "Third Renewal Term", shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013respectively). The option for the First Renewal Term may be exercised by Tenant by written notice given to extendLandlord not less than six (6) months prior to the end of the Primary Term. The option for the Second Renewal Term may be exercised by Tenant by written notice given to Landlord not less than six (6) months prior to the end of the First Renewal Term; provided, as well however, that unless Tenant timely exercises its option to extend the Primary Term for the First Renewal Term, Tenant will have no right to exercise its option for the Second Renewal Term or the Third Renewal Term. The option for the Third Renewal Term may be exercised by Tenant by written notice given to Landlord not less than six (6) months prior to the end of the Second Renewal Term; provided, however, that unless Tenant timely exercises its option to extend the First Renewal Term for the Second Renewal Term, Tenant wil have no right to exercise its option for the Third Renewal Term. Subject to the terms of subsection (b) of this Section 4, all of the terms and provisions of this Lease (excluding any allowances provided by Landlord and excluding any construction obligation of Landlord whatsoever, whether relating to the Base Building or the Expansion Improvements) shall govern and be applicable to the First Renewal Term, the Second Renewal Term and the Third Renewal Term in accordance with and subject to all the provisions of this subsection (a). The First Renewal Term, the Second Renewal Term and the Third Renewal Term are hereinafter sometimes referred to collectively as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing"Renewal Terms". (b) Tenant shall exercise its renewal option only by delivering written notice of same pay to Landlord not later than one as Minimum Rent during the First Renewal Term (1herein, the "First Renewal Minimum Rent") year prior in lawful money of the United States commencing at the commencement of the First Renewal Term, a per annum amount equal to the greater of (i) ninety-five percent (95%) of the product obtained by multiplying the Building Square Footage (including the Expansion Improvements, if applicable) times an amount equal to the Prevailing Market Rate calculated in the manner set forth in Exhibit "D" attached to this Lease and made a part hereof by this reference or (ii) the Minimum Rent for the Demised Premises in effect as of the expiration of the then current termPrimary Term, which notice payable in equal monthly installments of one twelfth 1/12th of said sum, in advance, without demand and, except as expressly provided to the contrary in this Lease, without abatement, reduction, set-off or deduction, on the first day of each calendar month during the First Renewal Term. If Tenant timely and properly exercises its right to the extend the Term for the Second Renewal Term, Tenant shall be due on or before March 31pay to Landlord as Minimum Rent during the Second Renewal Term (herein, 2012, time being the "Second Renewal Minimum Rent") in lawful money of the essence. Tenant’s failure United States commencing at the commencement of the Second Renewal Term, a per annum amount equal to timely exercise the greater of (i) ninety-five percent (95%) of the product obtained by multiplying the Building Square Footage (including the Expansion Improvements, if applicable) times an option shall be deemed a waiver amount equal to the Prevailing Market Rate or (ii) the Minimum Rent for the Demised Premises in effect as of all rights under this Sectionthe expiration of the First Renewal Term, payable in equal monthly installments of one twelfth 1/12th of said sum, in which event advance, without demand and, except as expressly provided to the contrary in this Lease Lease, without abatement, reduction, set-off or deduction, on the first day of each calendar month during the Second Renewal Term. If Tenant timely and properly exercises its right to the extend the Term for the Third Renewal Term, Tenant shall terminate upon expiration or earlier termination pay to Landlord as Minimum Rent during the Third Renewal Term (herein, the "Third Renewal Minimum Rent") in lawful money of the then current termUnited States commencing at the commencement of the Third Renewal Term, a per annum amount equal to the greater of (i) ninety-five percent (95%) of the product obtained by multiplying the Building Square Footage (including the Expansion Improvements, if applicable) times an amount equal to the Prevailing Market Rate or (ii) the Minimum Rent for the Demised Premises in effect as of the expiration of the Second Renewal Term, payable in equal monthly installments of one twelfth 1/12th of said sum, in advance, without demand and, except as expressly provided to the contrary in this Lease, without abatement, reduction, set-off or deduction, on the first day of each calendar month during the Third Renewal Term. (c) The renewal term, if exercised, shall be upon all If Tenant timely exercises its right to the First Renewal Term and makes the first payment of Base Rent due after commencement of the terms and conditions First Renewal Term, Landlord will, at any time during the First Renewal Term, provide an allowance of this Lease$45,000.00 ("Refurbishment Allowance"), except for which will be applied as an automatic credit against the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year first installment of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon due after the commencement of the renewal term, First Renewal Term. Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event will have no obligation to perform any work of any delay nature in calculation because of a delay in publication of connection with the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedRefurbishment Allowance.

Renewal Option. Lessor hereby grants Lessee (abut no assignee or subtenant) Tenant shall have the right and two (2) options to renew this Lease, each option to extend be for a period of sixty(60) months, for a total of one hundred twenty (120) months in the term of this Lease for one event both renewal term, of five (5) years durationoptions are exercised. The Each said renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default exercised by Tenant then existing. Lessee notifying Lessor thereof in writing not more than two hundred seventy (b270) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one and at least two hundred ten (1210) year days prior to the expiration of the then current term, which notice shall be due on lease or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercisedas the case may be. In the event a renewal agreement has not been executed at least one hundred twenty (120) days prior to the expiration date of the current lease or renewal term, the option shall automatically become null and void. Each such renewal shall be upon subject to all of the terms and conditions of this Lease, Lease except for that (i) the change rentals payable during each renewal term shall be as set forth below and (ii) no further renewal option shall exist during the second renewal term. It shall be a condition to Lessee's exercising any renewal option herein granted that (y) Lessee not be then in Minimum Annual Rent whichdefault under this Lease and (z) Lessee shall have previously exercised the immediately preceding renewal option, if exercisedany, shall so that the second renewal option may not be calculated as follows: For exercised if Lessee has failed to exercise the initial year of the first renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Indexoption. The Base Rent for Adjustment Purposes each renewal term shall mean, for the each year be based on not less than 95% of the renewal termthen prevailing rental rates for properties of equivalent quality, size, utility and location in the Minimum Annual Rent under this Lease in effect for Dallas/Forth Worth market, with the immediately preceding year. The Base Index and Comparison Index for each year length of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year lease term and the creditworthiness of the renewal termLessee taken into account; provided, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposeshowever, increased by one half the CPI Adjustment, but that in no event shall such Minimum Annual the Base Rent in any renewal period be less than the Base Rent for Adjustment Purposes for such yearthe last month immediately preceding said renewal period. Upon the commencement notification from Lessee of its intent to exercise each renewal option, Lessor shall, within fifteen (15) days thereafter, notify Lessee in writing of the Base Rent for the applicable renewal term; Lessee shall, Landlord shall within fifteen (15) days following receipt of same, notify Tenant Lessor in writing of the Minimum Annual Rent in effect for such year; in acceptance or rejection of the proposed Base Rent. In the event of any delay rejection by Lessee, Lessee may rescind the exercise of such renewal option by written notice to Lessor within such fifteen (15) day period for acceptance or rejection. If Lessee does not so rescind such exercise, the Base Rent for the applicable renewal term shall be determined as follows: (a) Within fifteen (15) days following notification of rejection, Lessor and Lessee shall each select an arbitrator who shall be a Licensed Texas real estate broker having a minimum of five (5) years experience in calculation because leasing office space and being a member of the North Chapter of the Texas Society of Office and Industrial Realtors (or its successor organization). Notice shall be given to the other party of the name of the arbitrator selected. If either Lessor or Lessee fails to appoint such an arbitrator within the allocated time, the arbitrator appointed by the other party shall make the determination of the Base Rent and this determination shall be final and binding on both parties. (b) If both Lessor and Lessee appoint an arbitrator in accordance with the provisions above and the two arbitrators cannot agree upon a Base Rent for the renewal term within thirty (30) days following their appointment, the two arbitrators shall forthwith select a third disinterested and qualified arbitrator having like qualifications and each of the original arbitrators will immediately submit his or her judgment as to the appropriate Base Rent in writing to the third arbitrator. Within ten (10) days after such submittal, the third arbitrator shall make the determination of the Base Rent for such renewal period and the determination of the third arbitrator shall be final and binding on both parties. In the event the two arbitrators appointed by the Lessee and Lessor cannot agree upon a third arbitrator, then the third arbitrator shall be appointed by the then President of the North Chapter of the Texas Society of Office and Industrial Realtors (or its successor organization). The Base Rent agreed to by the two appointed arbitrators or, if applicable, the Base Rent determined by the third arbitrator shall be final and binding upon the parties hereto. Lessor and Lessee shall each bear the expense of their arbitrator and the expense of a delay in publication of the applicable Comparison Indexthird arbitrator, Tenant if needed, shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedshared equally by both parties.

Renewal Option. (a) Landlord agrees that as long as Tenant is not in monetary default under the terms of the Lease beyond any applicable notice and cure period, Tenant shall have the right and option to extend renew the term Term of this Lease for one either a renewal term, term of ten (10) years or a renewal term of five (5) years duration. The renewal termyears, if exercisedat Tenant’s option (“Renewal Term”), shall to commence on the day immediately following at the expiration of the initial Term hereof, April 1, 2013. The option of the Lease and to extendexpire on the fifth (5th) anniversary or tenth (10th) anniversary thereof, as well as applicable. In the commencement event Tenant elects to renew for a term of five (5) years, Tenant shall have the right to renew this Lease for additional five (5) years at the end of the initial renewal term, shall be conditioned on no uncured events Term of default by Tenant then existing. (b) this Lease. Tenant shall exercise its renewal option only to renew the Term of the Lease by delivering written notice of same such election specifying whether Tenant elects to renew the term of the Lease for five (5) years or ten (10) years, to Landlord not later than one at least twelve (112) year months prior to the expiration of the then current terminitial Term. Except as set forth in the next paragraph, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an of such option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The irrevocable. Any such renewal term, if exercised, shall be upon all of the same terms and conditions of this Leasethe Lease as it may have been amended, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, (a) the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of Rental during the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of be at the renewal term, Minimum Annual Rent shall increase to a sum equal to prevailing Market Base Rental Rate at the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication beginning of the applicable Comparison IndexRenewal Term, and (b) the exercise of any renewal option if at all, shall be as to all of the Leased Premises, and there shall be no right to exercise a renewal option for less than all of the Leased Premises. Notwithstanding anything contained in this Exhibit F to the contrary, all rights provided to Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effectthis Lease, including but not limited to, renewal rights, signage rights and other similar rights are assignable to be adjusted when the Comparison Index is publishedany assignee.

Renewal Option. (a) Provided that, at the time of Tenant’s exercise of the Renewal Option (defined below) and upon the commencement of the Renewal Term (defined below), this Lease is in full force and effect and there is no uncured default by Tenant under this Lease, Tenant shall have the right and option (“Renewal Option”) to extend renew this Lease as follows: (b) Tenant may, by notifying Landlord of its election in writing not less than three hundred sixty-five (365) days prior to the term end of the Term, renew this Lease for one renewal term, an additional term (“Renewal Term”) beginning on the date next following the expiration date of the initial Term and continuing for five (5) years durationthereafter. The renewal termof this Lease will be upon the same terms, if exercisedcovenants, and conditions applicable during the initial Term, as provided in the Lease, except that (i) the Rent payable during the Renewal Term shall commence on the day immediately following the expiration be an amount equal to one hundred percent (100%) of the initial Term hereof, April 1, 2013. The option to extend, Prevailing Market Rate (as well defined below) as the commencement of the renewal termdate on which the Renewal Term commences, (ii) the “Term” shall be conditioned on no uncured events of default by Tenant then existing. deemed to include the “Renewal Term” and (biii) Tenant shall exercise its possess no further renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termoption(s). (c) The Within thirty (30) days after receipt of Tenant’s renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except notice for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termTerm, Landlord shall notify Tenant in writing of Landlord’s determination of the Minimum Annual Rent Prevailing Market Rate. Tenant shall, within fifteen (15) days thereafter, notify Landlord that Tenant either (a) accepts Landlord’s determination of the Prevailing Market Rate, in effect for which event the parties shall promptly enter into an amendment to this Lease incorporating such year; terms, or (b) rejects Landlord’s determination of the Prevailing Market Rate, in which event Landlord and Tenant shall engage in the event process described on Schedule C-I attached to this Exhibit C to determine the Prevailing Market Rate, and thereafter the parties shall promptly enter into an amendment to this Lease incorporating such terms. (d) As used herein, the phrase “Prevailing Market Rate” shall mean the rental then being paid by tenants in buildings of comparable quality, condition and age on renewal terms including concessions for space of approximately the same size and taking into consideration the amenities available in the Project and whether Landlord will be obligated to pay any delay brokerage commissions in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedconnection with such transaction.

Renewal Option. (a) Provided that all the following have not occurred at the time of Tenant’s exercise of the Renewal Option: (1) Tenant is not in default of any of the terms, covenants and conditions hereof beyond any applicable notice and/or cure periods, (2) Tenant’s right to possession of the Premises has not been terminated, and (3) Tenant has not assigned any of its interest in this Lease or sublet any portion of the Premises, other than in connection with a Permitted Transfer, then Tenant shall have the right and option to extend the term of this Lease Term (the “Renewal Option”) for one renewal term, of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year further sixty (60) month period (hereinafter the “Renewal Term”). Such extension of the Lease Term shall be on the same terms, covenants and conditions as provided for in the Lease Term, except as set forth in this Section, and, except that the Base Rent during the Renewal Term shall be at fair market base rent then in effect on equivalent properties, of equivalent size, in equivalent areas, with the length of the Renewal Term and the credit standing of Tenant to be taken into account and otherwise based on the factors listed below, (the “Fair Market Base Rent”). Tenant shall deliver written notice to Landlord of Tenant’s intent to exercise the Renewal Option granted herein (the “Renewal Request Notice”) not more than twelve (12) months nor less than nine (9) months prior to the expiration of the Lease Term of this Lease. If Landlord and Tenant mutually agree, using their respective good faith efforts, in writing upon the base rent for the Renewal Term within thirty (30) days after written exercise by Tenant of this Renewal Option, Landlord shall lease the Premises to Tenant during the Renewal Term in their then-current, “AS IS, WHERE IS” with all faults condition, and Landlord shall not provide to Tenant any allowances (e.g. moving allowance, construction allowance, and the like) or other tenant inducements, except to the extent determined appropriate in connection with the determination of the Fair Market Base Rent. Tenant shall have no further renewal options unless expressly granted by Landlord in writing. Fair Market Base Rent will take into account all relevant factors, including, without limitation: (1) the location, quality, size, condition, and age of the Building and the level of LEED® certification of the Building then current termin effect; (2) the use, which notice shall location, size, and/or floor levels of the space in question, including view, elevator, lobby exposure, etc.; (3) definition of “rentable” area; (4) the extent of leasehold improvements in the space in question or to be due on provided (other than any improvements already installed in the Premises), and/or any allowance for same; (5) abatements (including base rental, operating expenses and real estate taxes, and parking charges); (6) the parking rates set forth in Landlord’s rent proposal, the parking rates charged for comparable parking for tenants in comparable buildings and inclusion and/or exclusion of parking charges in rental; (7) lease takeovers and assumptions; (8) programming/space planning/interior architecture and engineering allowances; (9) relocation allowances; (10) tenant improvement allowances or before March 31refurbishment allowances, 2012including those set forth in Landlord’s rent proposal; (11) distinction between “gross” and “net” leases; (12) base year or dollar amounts for escalation purposes (both ad valorem/real estate taxes and other operating expenses); (13) any other adjustments (including, for example, indices) to base rental; (14) credit standing and financial stature of Tenant (or the applicable transferee pursuant to a Permitted Transfer) and any applicable tenants; (15) term or length of lease; (16) the time the particular rental rate under consideration was agreed upon or is to become effective and the period of time from the date such rate is determined to the date it will be effective; (17) the extent of services provided or to be provided; (18) inclusions and exclusions for operating expenses; (19) the total amount of space in the Building leased to Tenant; (20) presence, absence or amount of leasing commissions to the extent applicable; and (21) any other concession or inducement and/or relevant terms or conditions that a reasonable and knowledgeable real estate professional would include in making such fair value rental rate determination. The determination of Fair Market Base Rent will not take into account any transaction that is not a typical market-driven transaction, such as a sale-leaseback or any financing type lease transaction. (b) In the event Tenant fails to deliver the Renewal Request Notice within the time period set forth above, time being of the essence. essence with respect to Tenant’s failure exercise thereof, Tenant’s right to timely exercise an option extend the Lease Term hereof shall automatically terminate, be deemed a waiver null and void, and be of all rights under this Sectionno further force and effect. In the event Landlord and Tenant fail to mutually agree, using their respective good faith efforts, in which event writing upon the Fair Market Base Rent for the Renewal Term within thirty (30) days after timely written exercise by Tenant of this Renewal Option (“Negotiation Deadline”), Tenant’s right hereunder to extend the Lease Term shall automatically terminate upon expiration or earlier termination (subject to subparagraph (c) below), be null and void, and be of the then current termno further force and effect. (c) The renewal termIf Tenant desires to continue with the extension, if exercisedTenant must deliver notice to Landlord of its desire to pursue “baseball arbitration” on or before the Negotiation Deadline. No later than five (5) business days thereafter, Landlord and Tenant shall be meet in an effort to negotiate, in good faith, the Fair Market Base Rent applicable to the Premises. If Landlord and Tenant have not agreed upon all the Fair Market Base Rent applicable to the Premises within five (5) business days after meeting, then Landlord and Tenant shall each appoint a broker not later than forty-five (45) days following Landlord’s delivery of the terms rate notice. If Landlord’s broker and conditions of this Lease, except for Tenant’s broker have failed to agree upon the change in Minimum Annual Fair Market Base Rent which, if exercised, shall be calculated as follows: For the initial year within sixty (60) days following delivery of the renewal termNegotiation Deadline, the two appointed brokers shall appoint a third broker (within five (5) business days following the expiration of said sixty (60) day period), and the Fair Market Base Index Rent shall be the CPI U for March, 2012arithmetic average of two (2) of the three (3) determinations which are the closest in amount, and the third determination shall be disregarded. If either Landlord or Tenant fails to appoint a broker within the prescribed time period, the failing party shall pay to the other party as liquidated damages $100.00 per day for each subsequent yearday following the deadline that such party fails to appoint a broker, not to exceed $500.00. If the Base Index two (2) appointed brokers fail to agree upon a third (3rd) broker, then the parties shall have the local office of the American Arbitration Association (or alternative method agreed by the parties) appoint the third (3rd) broker and the parties shall share equally in the cost of such arbitration. Each party shall bear the costs of its own broker, and the parties shall share equally the cost of the third broker, if applicable. Each broker shall have at least ten (10) years’ experience in the leasing of similar commercial buildings in the submarket in which the Building is located and shall be a licensed real estate broker and has not represented Tenant or Landlord during the CPI U for the month of March one previous five (5) year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedperiod.

Renewal Option. Landlord hereby grants to Tenant the right, exercisable at Tenant's option, subject to Section 20.5(c) (a) a "Tenant shall have the right and option Renewal Option"), to extend renew the term of this Lease for one renewal term, _____ additional terms of five seven (57) years durationeach (each a "Renewal Term") at the Fair Market Rental as of the commencement of each such Renewal Term. The renewal term, if If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence on the day immediately following upon the expiration of the initial Term term hereof, April 1, 2013and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The option rights of renewal herein granted to extendTenant shall be subject to, as well as and shall be exercised in accordance with, the following terms and conditions: (a) Tenant shall exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of April of the year immediately preceding the scheduled commencement of such Renewal Term (the renewal term, shall be conditioned on no uncured events of default by Tenant then existing"Renewal Notice"). (b) Tenant If the Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to this Section 2.4.2 shall exercise its renewal option only by delivering written notice lapse and be of same no further force or effect with respect to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termremaining Renewal Terms. (c) Landlord shall be entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall use commercially reasonable efforts to negotiate and jointly determine the Fair Market Rental to be effective during any Renewal Term by no later than March 31st of the year immediately preceding such Renewal Term. In the event Landlord and Tenant are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its Tenant Renewal Option, the Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The renewal termcomponents of Fair Market Rental, if exercisedincluding Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termapplicable Renewal Term, Landlord be attached to the Lease and shall notify supersede such Schedules as were effective prior thereto. (f) In order for Tenant of to exercise the Minimum Annual Rent in effect Tenant Renewal Option, at the time Tenant exercises such option, Tenant must meet the criteria for such year; being an "Approved Tenant" as defined in the event Consent and Assignment, and any exercise in violation of any delay in calculation because this Section 2.4.2(f) shall be null and void and of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in no force or effect, to be adjusted when the Comparison Index is publishedat law or equity.

Renewal Option. Tenant is hereby granted one (a1) Tenant shall have the right and five (5) year option to extend renew the term Lease (“Renewal Option”), provided Tenant must exercise the Renewal Option for a minimum of three (3) floors, which is approximately seventy-five percent (75%) of the Premises. If the Tenant desires to exercise the Renewal Option, it shall so notify the Landlord, in writing, not later than November l, 2027. Such notice shall only be effective if delivered at a time when the Tenant is not in monetary default beyond applicable notice and cure periods. Within thirty (30) days following its receipt of Tenant’s notice of its desire to exercise the Renewal Option, given at the time and in the manner provided above, Landlord shall prepare and transmit to Tenant an appropriate amendment to this Lease extending the Term for one renewal term, of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b“Second Extended Term”) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one and specifying (1i) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposessuch extension, increased by one half which shall be Market Rent (as defined below), (ii) the CPI AdjustmentBase Year shall be revised to Calendar Year 2029 for the Premises, but (iii) Tenant shall lease the Premises in its as-is condition and (iv) that all other terms and conditions during the Second Extended Term are the same as those during the First Extended Term, except for any tenant improvement allowances, rights of first offer, expansion rights, reduction rights, renewal rights, or limitations on taxes and operating expenses. In the event Tenant shall be in monetary default beyond applicable notice and grace periods at the commencement date of the Second Extended Term, then, at Landlord’s option, Tenant’s purported exercise of its Renewal Option shall be of no event force or effect and the Renewal Option shall such Minimum Annual Rent be less than become null and void. As used herein, “Market Rent” shall mean the Base Rent that a willing tenant would pay and a willing landlord would accept in arm’s length, bona fide negotiations for Adjustment Purposes for such yeara comparable lease transaction (i.e., a renewal or right of first refusal, as applicable). Upon the commencement The determination of the renewal term, Landlord shall notify Tenant Market Rent will be based upon a comparison of the Minimum Annual Rent in effect for such year; term of Tenant’s lease to other lease transactions in the event Building and in other multi-tenant office buildings in the general area of any delay in calculation because the Building (provided lease transactions for locations with a water view shall not be deemed a comparable transaction), with appropriate adjustments as necessary to equate the other lease transactions being compared with the applicable terms of a delay in publication the Lease, taking into consideration all relevant factors including, without limitation, use, location and/or floor level within the applicable building, rentable area, leasehold improvements and allowances provided, quality and location of the applicable Comparison Indexbuilding, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effectrental concessions (such as moving expenses, abatements and lease assumptions), extent of services to be adjusted when provided, distinction between “gross” and “net” lease, base year or expense stop, the Comparison Index creditworthiness of the tenant, and whether a brokerage commission is publishedpaid.

Renewal Option. (a) 43.1 Tenant shall have the one (1) time right and option to extend renew the term of this Lease Lease, for one all of the Premises for a renewal term, term (the “Renewal Term”) of five (5) years durationby written notice (the “Renewal Notice”) given to Landlord not less than eighteen (18) months prior to the Expiration Date; provided, however, that Tenant shall be current in the payment of rent and additional rent and not then be in default under any of the other terms, covenants or conditions of this Lease after written notice and beyond the expiration of any applicable notice and cure periods, on Tenant’s part to observe or perform either on the date of the giving of the Renewal Notice or on the Renewal Term Commencement Date (as hereinafter defined). Upon the giving of such notice this Lease shall thereupon be deemed renewed for the Renewal Term with the same force and effect as if the Renewal Term had originally been included in the term of this Lease, subject, however, to the provisions of Section 43.3. The renewal term, if exercised, Renewal Term shall commence (the “Renewal Term Commencement Date”) on the day immediately following after the expiration Expiration Date and shall terminate on the fifth (5th) anniversary of the initial Term hereof, April 1, 2013Expiration Date. The option to extend, as well as the commencement Time is of the renewal term, shall be conditioned on no uncured events essence with respect to the giving of default by Tenant then existingthe Renewal Notice. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration 43.2 All of the then current termterms, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the terms covenants and conditions of this LeaseLease shall continue in full force and effect during the Renewal Term, except for that (i) the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be the greater of (x) the renewal term, Minimum Annual then Rent shall increase to a sum (as escalated); or (y) an amount equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement fair market rental value (“FMV”) of the renewal termPremises taking into account all relevant factors, Landlord shall notify Tenant including the then condition of the Minimum Annual Rent Premises, the amount of rent concessions and work and expenses incurred in effect for such year; in connection with similar leases, and (ii) Tenant shall have no further right to renew the event Term of any delay in calculation because of a delay in publication this Lease. Any termination, cancellation or surrender of the applicable Comparison Index, entire interest of Tenant under this Lease at any time during the Term hereof shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedterminate any right of renewal of Tenant hereunder.

Renewal Option. So long as Sublessee is not in default after any applicable notice and cure period and has not been in default after any applicable notice and cure period under the Sublease on more than two (a2) Tenant occasions during the Expansion Space Term, Sublessee physically occupies the entire Expansion Space, and Sublessee has not assigned or further sublet the Expansion Space (except in the event of a Permitted Assignment under the Master Lease which has been consented to by Lessor to the extent required by the Master Lease), then subject to the terms of the Master Lease and the receipt of any consent required from Lessor, Sublessee shall have the right and one (1) option to extend the term of this Lease for one renewal term, of five (5) years duration. The renewal term, if exercised, shall commence on Expansion Space Term as to the day immediately following Expansion Space only through the expiration date of the initial Term hereofOriginal Sublease as to the Existing Premises (i.e., April 1through January 31, 20132025) at a Base Rent equal to three percent (3%) over the Base Rent payable immediately preceding the commencement of such option term (which Base Rent will thereafter increase on each anniversary of the commencement date of such option term by three percent (3%)). The option to extend, as well as the commencement of the renewal term, contained in this Section 12 shall be conditioned on no uncured events of default exercised by Tenant then existing. (b) Tenant shall exercise its renewal option Sublessee, if at all, only by delivering delivery of written notice of same (“Option Notice”) to Landlord not Sublessor no later than one nine (19) year months prior to the expiration of the then current termExpansion Space Term, which notice stating that Sublessee is exercising its option. If Sublessee timely and properly exercises its option to extend, the Expansion Space Term shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be extended upon all of the terms and conditions of this Leaseset forth in the Sublease, as amended, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to that the Base Rent for Adjustment Purposesthe Expansion Space shall be as indicated above. The exercise of this option is expressly contingent upon the receipt of Lessor’s consent to the extension of the Expansion Space Term pursuant to the terms of the Master Lease. a. If and only if Sublessee exercises its option to extend the Expansion Space Term as set forth above, increased by one half then Sublessee shall have the CPI Adjustmentfurther option to extend the Expansion Space Term pursuant to Section 14 of the Original Sublease as part of Sublessee’s exercise of the option to extend the Term of the Sublease through the date of expiration of the Master Lease. All terms and conditions set forth in Section 14 of the Original Sublease will apply to the exercise of such option, but and the exercise of such option will extend the Term as to the entire Premises. b. Except for the options specifically set forth above, nothing herein shall be construed as permitting Sublessee to exercise any extension or renewal rights or to exercise any right of first refusal or expansion, if any such rights exist, and in no event shall such Minimum Annual Rent Sublessor be less than obligated to extend the Base Rent for Adjustment Purposes for such year. Upon the commencement term of the renewal termMaster Lease for any reason. In addition, Landlord shall notify Tenant of notwithstanding anything to the Minimum Annual Rent contrary in effect for such year; the Sublease, in the event the Master Lease allows Sublessor the option to terminate the Master Lease early, Sublessor’s exercise of any delay in calculation because of that option shall not be a delay in publication of default under the applicable Comparison IndexSublease, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedas amended herein.

Renewal Option. (a) Tenant shall have the right and one option to extend renew the term of this Lease Lease, as to all, but not part of each individual floor comprising the Premises on all of the terms and conditions set forth in the Lease, except as set forth below. The renewal option shall be for one renewal term, a term of five (5) years duration. The renewal term(the “Renewal Option”), if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, commencing April 1, 2013. 2023 and ending March 31, 2028 (the “Renewal Term”). (a) The option Tenant’s right to extend, as well as renew the commencement term of the renewal term, this Lease shall be conditioned on (i) this Lease being in full force and effect and no uncured events default existing hereunder beyond the expiration of default any applicable notice and cure period at the time of the delivery of the Renewal Notice (as defined below) or on the effective date of the Renewal Term and (ii) Tenant simultaneously exercising the Renewal Options under leases for spaces occupied by Tenant then existingin the Building, so that Tenant has renewed for a term of five (5) years, leases in the Building aggregating no less than eight (8) full floors. Tenant may exercise the Renewal Option by delivering written notice to Landlord, not less than twelve (12) calendar months prior to the Expiration Date, (a “Renewal Notice”). (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior The Renewal Option is personal to the expiration of the then current term, which notice shall Tenant herein named and may not be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event severed from this Lease shall terminate upon expiration nor separately sold or earlier termination of the then current termassigned. (c) If Tenant timely exercises the Renewal Option, the term of this Lease shall be renewed for the Renewal Term. The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except Lease for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be on all of the renewal same terms, covenants and conditions as set forth herein for the extended term, Minimum Annual except that during the Renewal Term: (i) Landlord shall have no obligation to perform any work in the Premises; (ii) Tenant shall not be entitled to any Landlord work contribution or Landlord construction allowance; (iii) Tenant shall not be entitled to any rent credit, concession or abatement; (d) Fixed Rent during the Renewal Term shall increase to a sum equal to the Base Rent for Adjustment Purposesbe as follows: April 1, increased by one half the CPI Adjustment2023 — March 31, 2024 $ 1,003,569.67 $ 83,630.81 April 1, 2024 — March 31, 2025 $ 1,028,658.91 $ 85,721.58 April 1, 2025 — March 31, 2026 $ 1,054,375.38 $ 87,864.62 April 1, 2026 — March 31, 2027 $ 1,080,734.77 $ 90,061.23 April 1, 2027 — March 31, 2028 $ 1,107,753.14 $ 92,312.76 plus all other additional rent, including, but not limited to, the real estate tax escalation; (e) In the Renewal Term, the base tax year set forth in no event paragraph 9 above shall such Minimum Annual Rent not be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedchanged.

Renewal Option. (a) Tenant shall have the right and option to extend the term Term of this the Lease for one all of the then leased Premises for two (2) additional periods (each a “Renewal Option”), under and subject to the following terms and conditions: (a) The first renewal term, of term (“First Renewal Term”) shall be for a five (5) years duration. The renewal term, if exercised, shall commence 5)-year period commencing on the day immediately following the expiration date of the initial Term hereof, April 1, 2013of the Lease and expiring on the day immediately preceding the fifth (5th) anniversary thereof. The option second renewal term (“Second Renewal Term”) shall be for a three (3)-year period commencing on the day immediately following the expiration date of the First Renewal Term of the Lease and expiring on the day immediately preceding the third (3rd) anniversary thereof. Collectively, the First Renewal Term and the Second Renewal Term are referred to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing“Renewal Terms”. (b) Tenant shall must exercise its renewal option only the Renewal Option for the First Renewal Term, if at all, by delivering written notice of same to Landlord not later than one delivered at least three hundred sixty five (1365) year days prior to the expiration date of the then current term, which notice shall be due on or before March 31, 2012initial Term of this Lease, time being of the essence. Tenant’s failure If Tenant fails to timely exercise an option the Renewal Option for the First Renewal Term, the Renewal Option for the Second Renewal Term shall be deemed a waiver void and of all rights under this Sectionno further force and effect. Tenant must exercise the Renewal Option for the Second Renewal Term, in which event this Lease shall terminate upon if at all, by written notice to Landlord delivered at least three hundred sixty five (365) days prior to the expiration or earlier termination date of the then current termFirst Renewal Term, time being of the essence. (c) The renewal termAs a condition to Tenant’s exercise of either of the Renewal Options, if exercisedat the time Tenant delivers its notice of election to exercise such Renewal Option to Landlord, there shall be upon all no Event of Default, this Lease shall be in full force and effect, and Tenant shall not have assigned this Lease or sublet the terms and conditions of this LeasePremises, except for the change in pursuant to an assignment or sublet to an Affiliate as permitted hereunder. (d) The Minimum Annual Rent which, if exercised, shall be calculated as follows: For for the initial first year of each of the renewal term, the Base Index First Renewal Term and Second Renewal Term shall be the CPI U then current Fair Market Rental (as defined below) for March, 2012, and renewals for each subsequent year, comparable space in similar buildings in the Base Index shall be the CPI U for the month of March one year prior to the Comparison IndexGreat Valley Corporate Center/Malvern office market. The Base Rent for Adjustment Purposes shall mean, for the each year subsequent years of the renewal term, the Minimum Annual Rent under this Lease in effect for during the immediately preceding year. The Base Index First Renewal Term and Comparison Index for each year of the Second Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year increase consistent with market annual escalations which shall be determined as part of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement determination of the renewal termFair Market Rental. (e) Except as set forth in this Section 29, Landlord there shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, be no further options to be adjusted when the Comparison Index is publishedextend.

Renewal Option. (a) Tenant shall have the right and option two (2) options (each, a “Renewal Option”) to extend the term Term of this the Lease for one renewal term, the entire Premises then being leased to Tenant for terms of five (5) years durationeach (each, a “Renewal Term”). The renewal term, if If the first Renewal Option is exercised, the first Renewal Term shall commence on the day immediately following after the expiration Expiration Date. If the second renewal term is exercised, the second Renewal Term shall commence on the day after the Expiration Date of the initial Term hereoffirst Renewal Term. Each Renewal Option shall be void if an Event of Default by Tenant exists, April 1, 2013either at the time of exercise of such Renewal Option or the time of commencement of such Renewal Term. The option to extend, as well as the commencement of the renewal term, second Renewal Term shall be conditioned on no uncured events of default void if Tenant fails to exercise the first Renewal Option. Each Renewal Option must be exercised, if at all, by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same from Tenant to Landlord given not later more than one eighteen (118) year months and not less than twelve (12) months prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. Term (c) The renewal termas previously extended, if exercised, applicable). Each Renewal Term shall be upon all of the same terms and conditions of this Leaseas the original Term, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, that (a) the Base Index shall be the CPI U for March, 2012, and for Rent payable pursuant to Section 6.1 with respect to each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13be equal to ninety-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year five percent (95%) of the renewal term, Minimum Annual Prevailing Market Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon as of the commencement of the renewal termRenewal Term, as determined pursuant to Exhibit C, (b) Tenant shall not be entitled to any Tenant Improvement Allowance during the Renewal Term, (c) the L-C Amount shall remain as the amount determined in accordance with Section 6.5(a) below; and (d) from and after the exercise of a Renewal Option, (i) all references to “Expiration Date” shall be deemed to refer to the last day of the Renewal Term, and (ii) all references to “Term” shall be deemed to include the Renewal Term. The Renewal Options are personal to Tenant and shall be inapplicable and null and void if Tenant assigns its interest under this Lease to any Transferee other than a Permitted Transferee. Landlord shall notify Tenant not be responsible for any commissions or fees related to Tenant’s exercise of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedRenewal Option.

Renewal Option. (a) Tenant shall have the right and one option to extend renew the term of this Lease Lease, as to all, but not part of the Premises on all of the terms and conditions set forth in the Lease, except as set forth below. The renewal option shall be for one renewal term, a term of five (5) years duration. The renewal term(the “Renewal Option”), if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, commencing April 1, 2013. 2023 and ending March 31, 2028 (the “Renewal Term”). (a) The option Tenant’s right to extend, as well as renew the commencement term of the renewal term, this Lease shall be conditioned on (i) this Lease being in full force and effect and no uncured events default existing hereunder beyond the expiration of default any applicable notice and cure period at the time of the delivery of the Renewal Notice (as defined below) or on the effective date of the Renewal Term and (ii) Tenant simultaneously exercising the Renewal Options under leases for spaces occupied by Tenant then existingin the Building so that Tenant has renewed for a term of five (5) years leases in the Building aggregating no less than eight (8) full floors. Tenant may exercise the Renewal Option by delivering written notice to Landlord, not less than twelve (12) calendar months prior to the Expiration Date, (a “Renewal Notice”). (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior The Renewal Option is personal to the expiration of the then current termTenant herein named, which notice shall and any Permitted Transferees, and may not be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event severed from this Lease shall terminate upon expiration nor separately sold or earlier termination of the then current termassigned. (c) If Tenant timely exercises the Renewal Option, the term of this Lease shall be renewed for the Renewal Term. The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except Lease for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be on all of the renewal same terms, covenants and conditions as set forth herein for the extended term, Minimum Annual except that during the Renewal Term: (i) Landlord shall have no obligation to perform any work in the Premises; (ii) Tenant shall not be entitled to any Landlord work contribution or Landlord construction allowance; (iii) Tenant shall not be entitled to any rent credit, concession or abatement; (d) Fixed Rent during the Renewal Term shall increase to a sum equal to the Base Rent for Adjustment Purposesbe as follows: April 1, increased by one half the CPI Adjustment2023 — March 31, 2024 $ 501,784.83 $ 41,815.40 April 1, 2024 — March 31, 2025 $ 514,329.45 $ 42,860.79 April 1, 2025 — March 31, 2026 $ 527,187.69 $ 43,932.31 April 1, 2026 — March 31, 2027 $ 540,367.38 $ 45,030.62 April 1, 2027 — March 31, 2028 $ 553,876.56 $ 46,156.38 plus all other additional rent, including, but not limited to, the real estate tax escalation; (e) In the Renewal Term, the base tax year set forth in no event paragraph 9 above shall such Minimum Annual Rent not be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedchanged.

Renewal Option. (a) Landlord hereby grants to Tenant shall have the right and option to extend the term of this Lease Extension Term on the same terms, conditions and provisions as contained in the Lease, as modified and except as otherwise provided herein, for one renewal term, (1) period of five (5) years duration. The renewal term, if exercised, shall commence (the “Option Period”) commencing on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existingExtension Term. (ba) Tenant Tenant’s option to extend shall exercise its renewal option only be exercisable by delivering written notice of same from Tenant to Landlord not later given no more than one twelve (112) year months and no less than nine (9) months prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012Extension Term, time being of the essence. Tenant’s failure to timely exercise an option . (b) Base Rent per rentable square foot of the Premises payable during the Option Period shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination at one hundred percent (100%) of the then current termFair Market Rental Rate (as hereinafter defined). (c) The renewal termTenant may only exercise its option to extend, and an exercise thereof shall only be effective, if exercisedat the time of Tenant’s exercise and on the Option Period commencement date, the Lease is in full force and effect and no event of default by Tenant has occurred under the Lease which remains uncured after the giving of any applicable notice and the expiration of any applicable cure period. In addition to the condition set forth in the first sentence of this subparagraph (c), if Tenant is in default under the Lease (after the giving of any applicable notice and the expiration of any applicable cure period) within thirty (30) days prior to the Option Period commencement date, then, at Landlord’s option, Tenant’s right to exercise its option may be terminated and rendered null and void by written notice thereof from Landlord to Tenant. (d) Upon the valid exercise by Tenant of its option to extend, Landlord and Tenant shall enter into a written amendment to the Lease confirming the terms, conditions and provisions applicable to the Option Period as determined in accordance with the provisions of this Section, with such revisions to the rent provisions of the Lease as may be necessary to conform those provisions to the rental rate applicable to the Option Period. No new options to extend shall be deemed to be created by a valid exercise of the extension option and no other provisions inapplicable to the Option Period such as, but not limited to, an obligation to construct or pay for construction or improvements or to grant rent abatements, shall be upon all of construed to govern the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedOption Period.

Renewal Option. (a) Tenant shall have the right and right, at its option (referred to extend herein as the term “Renewal Option”), to renew the Term of this Lease Lease, for one the entire Leased Property, for up to three consecutive renewal termterms, each for a period of five (5) years duration. The renewal term(each, if exerciseda “Renewal Term”), which shall commence on the day immediately following the expiration scheduled Termination Date as it may have previously been extended (the “Renewal Term Commencement Date”) and expire on the fifth (5th) anniversary of the initial Termination Date (the “Renewal Term hereofExpiration Date”). To exercise the Renewal Option, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering must give written notice of same to Landlord not later less than one (1) year 6 months, and no more than 18 months, prior to the expiration of the then current termTerm of its intention to exercise the Renewal Option for the Renewal Term, which notice shall be due on or before March 31, 2012, time being irrevocable (the “Renewal Notice”). The failure of the essence. Tenant’s failure Tenant to timely exercise an option deliver the Renewal Notice in accordance with this Section III.B shall be deemed a permanent waiver of all rights under this Section, in which event Tenant’s right to renew the Term of this Lease shall terminate upon expiration or earlier termination of beyond the then current term. (c) The renewal termTermination Date. Except for the Renewal Option, Tenant shall have no other right to extend or renew the Term of the Lease. Tenant shall have no right to exercise the Renewal Option if exerciseda Tenant Event of Default exists on the date of the Renewal Notice or on the Renewal Term Commencement Date. Upon exercising the Renewal Option in accordance with the terms hereof, the Term shall be upon all deemed to be extended without the execution of the any further instrument. All terms and conditions of this Lease, except for including periodic adjustments to Base Rent and the change in Minimum Annual Rent which, if exercisedCharity Care Amount, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the apply during a Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedTerm.

Renewal Option. (a) Tenant Provided no Event of Default shall have occurred and be continuing and Lessee shall have duly given the notice required by Section 22.2, and the corresponding notice under the Other Lease and shall upon the renewal of the Units hereunder concurrently renew the units under the Other Lease and Lessee has not exercised its option to purchase the Units pursuant to Section 22.3, Lessee shall have the right and option and, upon the giving of a notice under this Section 22.4 as below provided, the obligation to extend the term of lease pursuant to this Lease for one renewal term, all (but not less than all) of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following Units at the expiration of the initial Basic Term hereof, April 1, 2013or any applicable Renewal Term. The Lessee may exercise this renewal option by giving Lessor written notice not less than 90 days and not more than 360 days prior to extend, as well as the commencement end of the Basic Term (or, in the circumstances described below the then Renewal Term) that Lessee elects to renew this Lease with respect to all, but not less than all, of the Units then leased hereunder at a rental payment calculated by reference to the then fair market rental value (a "Fair Market Renewal") or a fixed rental (a "Fixed Rate Renewal"). At Lessee's option, such renewal may, in the case of a Fair Market Renewal, be for a Lease Agreement (TRLI 2001-1B) renewal term of one or more years or, in the case of a Fixed Rate Renewal, be for an initial renewal term of three years (but not to extend beyond the Outside Renewal Date) and in connection with any renewal term following the initial renewal term, shall be conditioned on no uncured events a term of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord one year or more expiring not later than one (1) year prior to the expiration of the then current termOutside Renewal Date, in each case as Lessee shall specify in such notice, which notice shall be due on or before March 31irrevocable. The Basic Rent for each Unit during any Renewal Term (the "Renewal Rent") shall (a) in the case of any Fixed Rate Renewal, 2012, time being be 1/12th of 100% of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination average annual Basic Rent allocated over the period from the end of the then current term. Basic Rent Holiday through the Basic Term Expiration Date, payable monthly in arrears and (cb) The renewal termin the case of any Fair Market Renewal, if exercised, shall be upon all 100% of the terms and conditions Fair Market Rental Value determined as of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termapplicable Renewal Term; provided, Landlord shall notify Tenant however, that in the case of the Minimum Annual Rent in effect for such yearfirst two years of the Fair Market Renewal period(s) that immediately follow the Basic Term Expiration Date (whether under Section 22.4 or Section 6.1), be 105% of the Fair Market Rental Value determined as of the commencement of the applicable Renewal Term; provided further, however, that the preceding proviso shall not apply in the event that the Lessee provides the Lessor, at the Lessee's sole cost and expense, with an opinion of independent tax counsel selected by Lessor (which counsel shall be selected by Lessor from among four nationally recognized law firms proposed by Lessee, each of which must be experienced in leveraged leasing transactions similar to the transactions contemplated herein) to the effect that applicable Treasury Regulations (or other administrative pronouncements upon which taxpayers may rely for Federal income tax purposes) will permit rent for such Renewal Term at a rate equal to 100% of the fair market rent determined as of the time of such Renewal Term without resulting in any adverse Federal income tax consequences to the Owner Participant Parent (within the meaning of the Tax Indemnity Agreement) under Code Section 467 or any successor provision thereto. Each Renewal Term shall commence immediately upon the expiration of the Basic Term or the preceding Renewal Term, as the case may be. Lessee shall not be entitled to enter any Fixed Rate Renewal following the expiry of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedFair Market Renewal.

Renewal Option. (a) Tenant shall have the right and one option to extend renew the term of this Lease Lease, as to all, but not part of the Premises on all of the terms and conditions set forth in the Lease, except as set forth below. The renewal option shall be for one renewal term, a term of five (5) years duration. The renewal term(the “Renewal Option”), if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, commencing April 1, 2013. 2023 and ending March 31, 2028 (the “Renewal Term”). (a) The option Tenant’s right to extend, as well as renew the commencement term of the renewal term, this Lease shall be conditioned on (i) this Lease being in full force and effect and no uncured events default existing hereunder beyond the expiration of default any applicable notice and cure period at the time of the delivery of the Renewal Notice (as defined below) or on the effective date of the Renewal Term and (ii) Tenant simultaneously exercising the Renewal Options under leases for spaces occupied by Tenant then existingin the Building, so that Tenant has renewed for a term of five (5) years, leases in the Building aggregating no less than eight (8) full floors. Tenant may exercise the Renewal Option by delivering written notice to Landlord, not less than twelve (12) calendar months prior to the Expiration Date, (a “Renewal Notice”). (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior The Renewal Option is personal to the expiration of the then current term, which notice shall Tenant herein named and may not be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event severed from this Lease shall terminate upon expiration nor separately sold or earlier termination of the then current termassigned. (c) If Tenant timely exercises the Renewal Option, the term of this Lease shall be renewed for the Renewal Term. The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except Lease for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be on all of the renewal same terms, covenants and conditions as set forth herein for the extended term, Minimum Annual except that during the Renewal Term: (i) Landlord shall have no obligation to perform any work in the Premises; (ii) Tenant shall not be entitled to any Landlord work contribution or Landlord construction allowance; (iii) Tenant shall not be entitled to any rent credit, concession or abatement; (d) Fixed Rent during the Renewal Term shall increase to a sum equal to the Base Rent for Adjustment Purposesbe as follows: April 1, increased by one half the CPI Adjustment2023 — March 31, 2024 $ 652,368.62 $ 54,364.05 April 1, 2024 — March 31, 2025 $ 668,677.83 $ 55,723.15 April 1, 2025 — March 31, 2026 $ 685,394.78 $ 57,116.23 April 1, 2026 — March 31, 2027 $ 702,529.65 $ 58,544.14 April 1, 2027 — March 31, 2028 $ 720,092.89 $ 60,007.74 plus all other additional rent, including, but not limited to, the real estate tax escalation; (e) In the Renewal Term, the base tax year set forth in no event paragraph 9 above shall such Minimum Annual Rent not be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedchanged.

Renewal Option. (a) Provided Tenant is not in default hereunder beyond the giving of notice and expiration of applicable grace periods expressly provided for in this Lease and this Lease shall be in full force and effect, Tenant shall have the right and option to renew the term of the Lease (the “Renewal Option”) for an additional five (5) year term (the “Renewal Term”) provided that Tenant shall have given written notice to Landlord in accordance with Article 26 (the “Intent Letter”), which Intent Letter shall have been received by Landlord not less than nine (9) months prior to the Expiration Date. Time shall be of the essence as to the giving of the Intent Letter. If Tenant shall fail to exercise its Renewal Option by delivering the Intent Letter, in strict conformance with the terms of this Article, this provision shall be deemed deleted from this Lease and of no further force and effect and Tenant shall have no option to renew or extend the term of this Lease for one renewal term, of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existingLease. (b) If Tenant shall exercise the Renewal Option in accordance with the provisions of this Article, subject to subparagraphs, (c) and (d), this Lease shall be renewed for such renewal term upon all the terms, covenants, and conditions contained in the Lease, except that (i) the Base Rent shall be the fair annual market rental value (the “Fair Market Value”) of the Premises on the last day of the Term of this Lease, determined as provided in accordance with subparagraphs (c) and (d) of this Article (and subject to annual market escalations), but in no event less than the Base Rent is effect as of the last Lease Year of the Term, and (ii) the Expiration Date shall be deemed extended accordingly. Tenant shall have no further right or option to renew this Lease or the term hereof. (c) If Tenant has fully complied with subparagraph (a) of this Article, Landlord shall furnish Tenant with its renewal option only initial determination of the Fair Market Value, within forty-five (45) days of Landlord’s receipt of the Intent Letter from Tenant. (d) If Tenant shall dispute the Fair Market Value proposed by delivering Landlord, Tenant shall give notice of such dispute within thirty (30) days after receipt of Landlord’s proposal, and if such dispute is not resolved between the parties within fifteen (15) days thereafter, Tenant shall have the right, upon written notice of same to Landlord delivered within the ten (10) business day period immediately following such fifteen (15) day period, to rescind its exercise of the Renewal Option and the Expiration Date and all other terms, covenants and conditions contained in the Lease shall remain unchanged. Provided Tenant shall not later than one (1) year prior have rescinded the Renewal Option exercise as aforesaid, such dispute shall be settled by arbitration in accordance with the rules and regulations then obtaining of the American Arbitration Association or its successor. The cost of such arbitration shall be borne equally by Landlord and Tenant, and, until finally determined, the Base Rent subsequent to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being term of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal termfirst Renewal Term, if exercisedas the case may be, shall be upon all equal to the greater of the terms and conditions Fair Market Value proposed by Landlord or the Base Rent in effect on the last day of the initial term of this Lease, except for or the change last day of the first Renewal Term, as the case may be. The determination rendered in Minimum Annual Rent which, if exercised, accordance with the provisions of this subparagraph (d) shall be calculated final and binding in fixing the Fair Market Value. If, as follows: For the initial year a result of the renewal termsuch determination, there shall have been an overpayment in the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termRent, Landlord shall notify Tenant credit the amount thereof against subsequent payments of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.Base

Renewal Option. Tenant acknowledges and agrees that Tenant has no further rights of renewal or similar rights in or to the Premises or the Building, except as follows: Subject to the conditions herein, provided that (a) Tenant has not assigned the Lease or sublet any portion of the Premises other than to an entity controlling, controlled by or under common control with Tenant, or to any successor of Tenant resulting from a merger or consolidation of Tenant, and (b) Tenant is not in default under the Lease beyond any applicable notice, grace or cure period, Tenant shall have the right and option right, at Tenant’s option, to elect to extend the term Term of this the Lease for one renewal term, (1) period of five (5) years duration(the “Renewal Term”). The renewal termRenewal Term, if exercisedproperly exercised in accordance herewith, shall commence on December 1, 2022, or on the first day following any subsequent extension of the Term under Section 13 of this Amendment. The Renewal Term shall be exercised by Tenant giving written notice of the exercise thereof (the “Renewal Notice”) to Landlord on or before the day immediately following that is nine (9) months, but not more than twelve (12) months, prior to the then applicable Expiration Date of this Lease. Tenant shall have no right to extend the Term of the Lease, and the Renewal Notice shall not be effective, if (i) Tenant fails to timely give its Renewal Notice as provided herein, or (ii) a default by Tenant exists under the Lease beyond any applicable notice, grace or cure period (x) when Landlord receives the Renewal Notice, or (y) upon the expiration of the initial Term hereof, April 1, 2013. The option of the Lease prior to extend, as well as the commencement of the Renewal Term. In the event Tenant properly exercises the Renewal Term, within ten (10) days of receipt of such Renewal Notice, Landlord shall provide the annual Base Rent at which Landlord is willing to lease the Premises to Tenant for the Renewal Term (the “Renewal Rent”), which Renewal Rent shall be based on the “then current fair market rent rate” for buildings of comparable size, type and class located in the same area of Coral Gables, Florida, under leases and renewal amendments being negotiated and entered into at or about the time the Renewal Rent is being determined, giving appropriate consideration to tenant creditworthiness, tenant concessions, length of the term, shall be conditioned on no uncured events of default by landlord or building services provided to a tenant, brokerage commissions, tenant improvement allowances and similar factors. If Tenant in its reasonable judgment determines that Landlord’s proposed Renewal Rent does not accurately reflect the then existing. (b) current fair market rent rate, Tenant shall exercise its renewal option only by delivering provide Landlord written notice of same its objection to Landlord’s determination of the Renewal Rent within ten (10) days after Tenant’s receipt of Landlord’s determination of Renewal Rent. If Tenant timely delivers notice of its objection to Landlord’s determination of Renewal Rent as set forth above, then for a period of thirty (30) days after the date of Tenant’s notice (the “Negotiation Period”), Landlord not later than one and Tenant shall work together in good faith to agree upon the Renewal Rent. If Landlord and Tenant fail to agree on the Renewal Rent within such Negotiation Period, Tenant shall, within ten (110) year prior to the days after expiration of the then current termNegotiation Period, which by written notice shall be due on or before March 31to Landlord, 2012, time being of the essence. Tenant’s failure elect either (i) to timely exercise an option shall be deemed a waiver of all rights under this Sectionwithdraw its Renewal Notice, in which event this the Lease shall terminate upon expiration expire on the then applicable Expiration Date, or earlier termination (ii) to submit the Renewal Rent to determination in accordance with the following procedures (the “Appraisal Election”): (I) If the Appraisal Election is timely chosen, Landlord and Tenant, within ten (10) days after the date of the then current term. (c) The renewal term, if exercisedAppraisal Election, shall be upon all each submit to the other, in a sealed envelope, its good faith estimate of the terms Renewal Rent (collectively referred to as the “Estimates”). If the higher of such Estimates is not more than one hundred five percent (105%) of the lower of such Estimates, then the Renewal Rent shall be the average of the two Estimates. If the Renewal Rent is not resolved by the Estimates as set forth in the preceding sentence, Landlord and conditions Tenant, within seven (7) days after the exchange of Estimates, shall each select an appraiser to determine which of the two Estimates most closely reflects the Renewal Rent. Each appraiser so selected shall be certified as an MAI appraiser or an ASA appraiser, shall have had at least five (5) years experience within the previous ten (10) years as a real estate appraiser working in Coral Gables, Florida, with working knowledge of current rental rates and practices for office space, and shall not have been retained by the party selecting such appraiser during the prior five (5) year period. For purposes of this Lease, except an “MAI” appraiser means an individual who holds an MAI designation conferred by, and is an independent member of, the American Institute of Real Estate Appraisers (or its successor organization, or in the event there is no successor organization, the organization and designation most similar), and an “ASA” appraiser means an individual who holds the Senior Member designation conferred by, and is an independent member of, the American Society of Appraisers (or its successor organization, or, in the event there is no successor organization, the organization and designation most similar). Upon selection, Landlord’s and Tenant’s appraisers shall work together in good faith to agree upon which of the two Estimates most closely reflects the Renewal Rent. The Estimate chosen by such appraisers shall be binding on both Landlord and Tenant as the Base Rent for the change Premises during the Renewal Term. If either Landlord or Tenant fails to appoint an appraiser within the seven (7) day period referred to above, the appraiser appointed by the other party shall be the sole appraiser for the purposes of determining the Base Rent during the Renewal Term. (II) If the two appraisers cannot agree upon which of the two Estimates most closely reflects the Renewal Rent within twenty (20) days after their appointment, then, within ten (10) days after the expiration of such twenty (20) day period, the two (2) appraisers shall select a third appraiser meeting the aforementioned criteria for appraisers. Once the third appraiser has been selected as provided for above, then, as soon thereafter as practicable, but in Minimum Annual any case within fourteen (14) days, such third appraiser shall make his determination of the Renewal Rent, provided, however, that such third appraiser’s determination shall not be below the lowest of the two Estimates or higher than the highest of the two Estimates, and such third appraiser’s determination shall be binding on both Landlord and Tenant as the Base Rent whichfor the Premises during the Renewal Term. If the appraiser believes that expert advice would materially assist him, he may retain one or more qualified persons, to provide such expert advice. The parties shall share equally in the costs of the appraisers and of any experts retained by such appraisers. In the event that the Renewal Rent has not been determined by the commencement date of the Renewal Term, Tenant shall in addition to all other payments due under this Lease, pay Base Rent at the initial Renewal Rent determined by Landlord, until such time as the Renewal Rent has been finally determined. Upon such determination, the Base Rent for the Premises shall be retroactively adjusted (if exercisednecessary) to the commencement of the Renewal Term. If such adjustment results in an underpayment of Base Rent by Tenant, Tenant shall pay Landlord the amount of such underpayment within thirty (30) days after the determination thereof. If such adjustment results in an overpayment of Base Rent by Tenant, Landlord shall credit such overpayment against the next installment of Base Rent due under the Lease and, to the extent necessary, any subsequent installments until the entire amount of such overpayment has been credited against Base Rent. If within such ten (10) day period, Tenant fails to provide written notice of its election of either (i) or (ii) above, then Tenant shall be deemed to have accepted Landlord’s initial determination of Renewal Rent for the Renewal Term, and shall have no further right to object to same. In the event Tenant properly exercises the Renewal Term and the Renewal Rent is determined, the terms of the Lease, as extended, shall be calculated on the same terms, covenants, and conditions as follows: For set forth in the initial Lease, except (a) as modified by the Renewal Rent (which shall be incorporated into the Lease), (b) the Base Year for purposes of determining Tenant’s Proportionate Share of Increased Operating Costs shall be modified to the then current base year then being offered to prospective tenants of the renewal term, the Base Index shall be the CPI U for March, 2012Building, and for each subsequent year(c) Tenant shall have no further right to extend the Term of the Lease. Additionally, the Base Index shall be the CPI U for the month of March one year prior Tenant shall, within twenty (20) days after Landlord’s request, execute and deliver an amendment to the Comparison Index. The Base Rent for Adjustment Purposes shall meanLease, for the each year of the renewal termprepared by and acceptable to Landlord, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year memorializing such exercise of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of and the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedRenewal Rent.

Renewal Option. (a) Tenant shall have two (2) options (the right and option “Renewal Options”) to extend the term of this Lease Term for one renewal term, a period of five (5) years duration(each, a “Renewal Term”, and respectively the “First Renewal Term” and the “Second Renewal Term”). The renewal termEach Renewal Term (i) must be exercised, if exercisedat all, shall commence on as to the day immediately following the expiration entire Premises subject to this Lease as of the initial Term hereofCommencement Date (unless reduced pursuant to condemnation) and (ii) will be void if this Lease has previously expired or terminated with respect to any part of the Premises leased by Tenant hereunder as of the Commencement Date (other than as a result of condemnation), April 1or if the Premises then leased by Tenant hereunder shall be less than 100% of the Premises as of the Commencement Date such that a portion of the Buildings shall be available to Landlord to lease to others. Each Renewal Option shall be void if an Event of Default by Tenant exists, 2013. The option to extend, as well as either at the time of exercise of the applicable Renewal Option or the time of commencement of the renewal termapplicable Renewal Term. Each Renewal Option must be exercised, shall be conditioned on no uncured events of default if at all, by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same from Tenant to Landlord given not later less than one twelve (112) year months prior to the expiration of the then current termTerm (in the case of the First Renewal Term), which notice and not less than twelve (12) months prior to the expiration of the First Renewal Term (in the case of the Second Renewal Term). For the avoidance of doubt, the Second Renewal Term shall be due on or before March 31, 2012, time being of void unless the essence. Tenant’s failure to timely exercise an option First Renewal Option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, timely exercised by Tenant. Each Renewal Term shall be upon all of the same terms and conditions of this Leaseas the original Term, except for that the change in Minimum Annual Base Rent which, if exercised, applicable to the relevant Renewal Term shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior equal to the Comparison Index. The greater of (i) Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent payable under this Lease in effect for the full year immediately preceding year. The Base Index the effectiveness of that Renewal Term or (ii) Prevailing Market Rent as of the commencement of that Renewal Term, as determined pursuant to Exhibit C. As a condition to the exercise and Comparison Index for each year the effectiveness of the Renewal Term Option, Tenant shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be required to modify the Letter of Credit so that the renewal term, Minimum Annual Rent shall increase to Letter of Credit will have a sum face amount equal to the Base Rent for Adjustment Purposes, increased Required Amount and otherwise meet the requirements of Section 4.7 with respect to the Term as extended by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement Tenant’s exercise of the renewal term, Landlord Renewal Option. The Renewal Option is personal to Tenant and shall notify be inapplicable and null and void if Tenant of the Minimum Annual Rent assigns its interest under this Lease (including an “Assignment” as defined in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedSection 15.1 but excluding short-term Subleases contemplated by Section 15.5).

Renewal Option. (a) Tenant shall have the right and option to extend the term of renew this Lease for one (1) renewal term, term of five three (53) years duration. The renewal term, if exercised, (herein referred to individually as a "Renewal Term") which shall commence on the day immediately following the expiration of the initial Term hereofdefined in this Lease and end on the third anniversary of the commencement date of the Renewal Term, April 1, 2013unless the Renewal Term shall sooner terminate pursuant to the terms of this Lease or otherwise. The option to extend, as well as the commencement of the renewal term, Renewal Term shall be conditioned on no uncured events of default by Tenant then existing. commence only if (bi) Tenant shall exercise its renewal option only by delivering written notice of same to have notified Landlord not later than one in writing at least nine (19) year months prior to the expiration of the then current termexisting Term, which notice shall be due on or before March 31, 2012, time being and (ii) immediately prior to the expiration of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this SectionTerm, in which event this Lease shall terminate upon expiration or earlier termination be in full force and effect and no Event of Default shall have occurred and be continuing. Time is of the then current term. (c) The essence with respect to the giving of the notice of Tenant's exercise of a renewal term, if exercised, option. A Renewal Term shall be upon subject to all of the terms agreements, terms, covenants and conditions of this Leasehereof binding upon Tenant and Landlord, except for that the change basic annual rent (as defined in Minimum Annual Rent which, if exercised, Section 2.1) shall be calculated as follows: For at the initial year greater of the renewal termcurrent rent under the Lease or the then fair market rent, escalating annually at the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such yearthen market escalation rate. Upon the commencement of the renewal terma Renewal Term, Landlord (x) such Renewal Term shall notify Tenant be added to and become part of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication Term (but shall not be considered part of the applicable Comparison Indexinitial Term, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect(y) any reference to "this Lease", to the "Term", the "term of this Lease" or any similar expression shall be adjusted when deemed to include such Renewal Term, and (z) the Comparison Index is publishedExpiration Date shall become the expiration of such Renewal Term.

Renewal Option. 43.01 Provided Tenant is not then in default under any of the terms, (amonetary or other nonmonetary, but material) covenants or conditions of this Lease on Tenant’s part to be observed or performed beyond Notice and applicable cure. Tenant shall have the right and option to extend the term of renew this Lease and the Term for one a renewal term, term of five (5) years duration. The renewal term, if exercised, shall commence (referred to herein as the “Renewal Term”) commencing on the day immediately following succeeding the expiration Expiration Date and ending, unless sooner terminated pursuant to the provisions of this Lease or pursuant to law, on the day preceding the fifth anniversary thereof (referred to as the “Extended Expiration Date”). If Tenant exercises such option in accordance with the provisions and limitations of this Article, this Lease and the Terms shall be renewed for such Renewal Term upon a Fixed Rent as follows; Except as otherwise provided herein, all other executory terms, covenants and condition contained in this Lease and the Expiration Date of the initial Term hereof, April 1, 2013. Lease shall be deemed extended to the Extended Expiration Date. 43.02 The option set forth herein may only be exercised by notice (“Renewal Notice”) given by Tenant to extendLandlord on or prior to April 30, as well as 2018 (the commencement “Notice Date”). TIME IS OF THE ESSENCE with respect to the exercise of such option. Tenant shall not have the renewal termright to give any such notice after the Notice Date, and any notice given after the Notice Date purporting to exercise such option shall have no force and effect. Landlord, within 30 days after Tenant’s request, shall be conditioned on no uncured events of default by confirm in writing to Tenant then existing. (b“Landlord Confirmation”) Tenant shall exercise its renewal option only by delivering written notice of same whether Landlord has received the Renewal Notice and whether such Notice has been properly sent to Landlord not later than one (1) year prior to the expiration of the then current termand, which notice shall be due on if not, setting forth any defects in such Notice or before March 31, 2012, time being of the essencedelivery thereof). TenantLandlord’s failure to timely exercise an option send the Landlord Confirmation within such 30 day period shall be deemed a constitute Landlord’s acceptance thereof and waiver of all rights under this Sectionany right to object thereto. If Landlord, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal termwithin such 30 day period, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; any defects in the event of any delay in calculation because of a delay in publication of the applicable Comparison IndexRenewal Notice or delivery thereof, Tenant shall pay rent on account based have the right to send a revised Renewal Notice at any time prior to the deadline for sending such Renewal Notice under this Section and the provisions of this paragraph shall apply fully to such revised Renewal Notice and any subsequent Renewal Notice. 43.03 Tenant, upon request of Landlord, from time to time, will execute and deliver to Landlord an instrument in form reasonably satisfactory to Landlord stating whether or not Tenant has exercised the Minimum Annual Rent previously option contained in effect, to be adjusted when the Comparison Index is publishedprovisions of the Section.

Renewal Option. (a) Provided this Lease is in effect and Tenant is not in default hereunder beyond the expiration of any applicable grace, notice and/or cure periods, either at the time of the exercise of this option or at the time of the commencement of the Renewal Term, Tenant shall have the option to renew the initial term for one (1), five (5) year renewal term (the “Renewal Term”) upon the same terms as in this Lease (including items of Additional Rent and escalations), except that (i) the Minimum Rent during the Renewal Term shall be determined as provided below, (ii) the Base Operating Factor for the entire Premises (ie., the 10th and 11th Floors and the Fifth Amendment Current Premises) shall mean the Operating Expenses for the 2025 calendar year, (iii) the Base Tax Amount for the entire Premises (ie., the 10th and 11th Floors and the Fifth Amendment Current Premises) shall mean the Taxes due for the New York City fiscal tax year commencing July 1, 2025 and ending June 30, 2026 and (iv) Tenant shall have no right to renew the right and option to extend Term of the term of this Lease for one renewal term, of five (5) years durationany period beyond the Renewal Term. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only with respect to the Renewal Term, if at all, by delivering giving written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31February 28, 2012, time being 2024. The failure by Tenant to duly give notice of its exercise of its right to renew the essence. Tenant’s failure to timely exercise an option Term shall be deemed a waiver of all rights under such right. Upon Landlord’s receipt of such notice from Tenant, this SectionLease, subject to the provisions of this Article, shall be automatically extended for the Renewal Term with the same force and effect as if the Renewal Term had been originally included in which event this Lease the Term. The Minimum Rent during the Renewal Term shall terminate upon expiration be the fair market Minimum Rent as determined pursuant to the provisions hereof, by arbitration or earlier termination by agreement of Landlord and Tenant as of the commencement of the Renewal Term. Landlord shall not be responsible for any fees or commissions due to any broker or other agent with which Tenant has had dealings in connection with the Renewal Term unless otherwise agreed to in writing by Landlord and Tenant shall indemnify, defend and hold Landlord harmless from and against any and all loss, cost, liability and expense arising out of any claim made by any of such brokers or agents. The renewal option set forth herein may only be exercised by the Named Tenant. (b) Provided that Tenant has exercised the option as provided in Section 9(a) above, on or before February 28, 2024, Landlord shall send a notice (the “Landlord’s Notice”) to Tenant of Landlord’s estimate of the fair market Minimum Rent for the Premises for the Renewal Term (the “Landlord’s Estimate”). If Tenant does not object to the Landlord’s Estimate by written notice to Landlord within thirty (30) days following Landlord’s Notice, then current termTenant shall be deemed to have accepted Landlord’s Estimate and such amount shall be deemed to be the Minimum Rent for the Renewal Term. If Tenant objects to Landlord’s Estimate within the required thirty (30) day period, Landlord and Tenant shall attempt to agree upon the Minimum Rent to be paid during the Renewal Term. In the event that by January 31, 2025, Landlord and Tenant shall not have agreed upon the Minimum Rent for the Renewal Term, such dispute shall be submitted to arbitration in accordance with the provisions of Section 9(f) below, and the arbitrators shall determine the Minimum Rent for the Renewal Term. (c) The renewal term, if exercised, shall be If upon all the commencement of the terms and conditions Renewal Term the Minimum Rent to be paid by Tenant during such Renewal Term shall not have been determined, Tenant shall, effective as of this Leasethe commencement of the Renewal Term, except pay as Minimum Rent the amount estimated by Landlord as the appropriate Minimum Rent for the change Premises during the Renewal Term as set forth in Landlord’s Notice, subject to adjustment upon determination of such Minimum Annual Rent which, if exercised, shall be calculated as follows: For Rent. Upon the initial year determination of the renewal termMinimum Rent, Tenant shall promptly pay to Landlord any underpayment of Minimum Rent by Tenant since the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year beginning of the renewal termRenewal Term. In the event of any overpayment of such Minimum Rent by Tenant since the beginning of the Renewal Term, Tenant shall receive a credit against the Minimum Annual Rent next due under this Lease in effect the amount of such overpayment. (d) Nothing contained herein shall affect Tenant’s obligation to pay Additional Rent under this Lease. In determining the Minimum Rent, the Base Tax Amount and the Base Operating Factor for the immediately preceding yearRenewal Term, all relevant factors (whether favorable to Landlord or Tenant), including the amount of Additional Rent then being paid by Tenant on account of any escalations shall be taken into account. (e) Any termination, cancellation or surrender of this Lease shall terminate any right of renewal for the Renewal Term. The Base Index Neither the option granted to Tenant in this Lease to renew the Term nor the exercise of any such option by Tenant, shall prevent Landlord from exercising any option or right granted or reserved to Landlord in this Lease or that Landlord may otherwise have to terminate this Lease. Any termination of this Lease shall serve to terminate any renewal of the Term and Comparison Index any right of Tenant to any such renewal, whether or not Tenant shall have exercised such option to renew. No option granted to Tenant to renew the Term shall be deemed to give Tenant any further option to renew or extend beyond the Renewal Term. (f) This Section (f) shall apply only to the determination of Minimum Rent for each year of the Renewal Term and shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year not be deemed to apply to any other determination or dispute arising out of this Lease. In determining the Minimum Rent for the Renewal Term by arbitration, the following procedures shall apply: (i) The party invoking the arbitration procedure shall give a notice (the “Arbitration Notice”) to the other party, stating that the party sending the Arbitration Notice desires to meet within ten (10) days to attempt to agree on a single arbitrator to determine the matter in dispute (the “Arbitrator”). If Landlord and Tenant have not agreed on the Arbitrator within twenty (20) days after the giving of the renewal termArbitration Notice, Minimum Annual Rent shall increase to a sum equal then either Landlord or Tenant, on behalf of both, may apply to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement local office of the renewal termAmerican Arbitration Association or any organization which is the successor thereof (the “AAA”) for appointment of the Arbitrator, or, if the AAA shall not then exist or shall fail, refuse or be unable to act such that the Arbitrator is not appointed by the AAA within thirty (30) days after application therefor, then either party may apply to the appropriate court having jurisdiction over the matter (the “Court”) for the appointment of the Arbitrator and the other party shall not raise any question as to the Court’s full power and jurisdiction to entertain the application and make the appointment. The date on which the Arbitrator is appointed, by the agreement of the parties, by appointment by the AAA or by appointment by the Court, is referred to herein as the “Appointment Date”. If any Arbitrator appointed hereunder shall be unwilling or unable, for any reason, to serve, or to continue to serve, a replacement arbitrator shall be appointed in the same manner as the original Arbitrator. (ii) The arbitration shall be conducted in accordance with the then prevailing commercial arbitration rules of the AAA, modified as follows: (a) The Arbitrator shall be disinterested and impartial, shall not be affiliated with Landlord or Tenant (and shall not have previously been employed by Landlord or Tenant) and shall be an MAI appraiser with at least ten (10) years’ experience in the determination of fair market rentals in first class office buildings located in the borough of Manhattan, City of New York. (b) Before hearing any testimony or receiving any evidence, the Arbitrator shall be sworn to hear and decide the controversy faithfully and fairly by an officer authorized to administer an oath and a written copy thereof shall be delivered to Landlord and Tenant. (c) Within thirty (30) days after the Appointment Date, Landlord and Tenant shall notify Tenant deliver to the Arbitrator a copy of their respective written determinations of the Minimum Annual Rent (each, a “Determination”), together with such affidavits, appraisals, reports and other written evidence relating thereto as the submitting party deems appropriate. After the submission of the Determination, the submitting party may not make any additions to or deletions from, or otherwise change, the Determination or the affidavits, appraisals, reports and other written evidence delivered therewith. If either party fails to so deliver its Determination within such time period, time being of the essence with respect thereto, such party shall be deemed to have irrevocably waived its right to deliver a Determination and the Arbitrator shall accept the Determination of the submitting party. If each party submits a Determination within the thirty (30) day period described above, the Arbitrator shall, promptly after its receipt of the second Determination, deliver a copy of each party’s Determination to the other party. (d) If the matter in effect dispute has not been determined pursuant to subparagraph (c) above, then not less than three (3) days nor more than fifteen (15) days after the earlier to occur of (A) the expiration of the thirty (30) day period provided for such year; in subparagraph (c) above, or (B) the event Arbitrator’s receipt of any delay both of the Determinations from the parties, THE ARBITRATOR SHALL BE INSTRUCTED, AND SHALL BE EMPOWERED ONLY, TO SELECT AS THE RESOLUTION TO THE DISPUTE THAT ONE OF THE DETERMINATIONS WHICH THE ARBITRATOR BELIEVES IS THE MORE ACCURATE DETERMINATION OF SUCH AMOUNT. Without limiting the generality of the foregoing, in calculation because rendering his or her decision, the Arbitrator shall not add to, subtract from or otherwise modify the provisions of this Lease or either of the Determinations. (e) The Arbitrator shall render his or her determination as to the selection of a delay Determination in publication a signed and acknowledged written instrument which sets forth the rationale for the conclusion reached with respect to such determination, original counterparts of which shall be sent simultaneously to Landlord and Tenant, within ten (10) days after his or her determination of the applicable Comparison Index, Tenant dispute. (iii) Each party shall pay rent on account based upon its own fees and expenses relating to the Minimum Annual Rent previously in effect, to be adjusted when arbitration. Each party shall pay one half (1⁄2) of the Comparison Index is publishedfees and expenses of the AAA and of the Arbitrator.

Renewal Option. (a) Tenant shall have As long as Lessee is not in uncured default in the right and performance of its covenants under this lease of which Lessor has given Lessee written notice, Lessee is hereby granted the option to extend renew the term of this Lease lease for one renewal term(1) additional period of three (3) years, of five (5) years duration. The renewal term, if exercised, shall the “Renewal Term” to commence on the day immediately following at the expiration of the initial Term hereof, April 1, 2013term of this lease. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant Lessee shall exercise its renewal option only by delivering to renew as follows: Lessee shall deliver written notice of same to Landlord Lessor no greater than 9 months but not later less than one six (16) year months prior to the expiration of the then current termterm of this lease, which notice that Lessee may exercise its renewal option. Within thirty (30) days of Lessor’s receipt of Lessee’s written notice, Lessor shall be due on or before March 31, 2012, time being notify Lessee in writing of the essence. Tenant’s failure to timely exercise an option Market Base Rental Rate (hereinafter defined) that Lessee shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The pay during such renewal term. Within sixty (60) days after receipt of such written notice from Lessor, Lessee shall, if exercisedit elects, deliver written notice to Lessor of its election to exercise its renewal option hereunder. If Lessee does not respond within such sixty (60) day period, Lessee’s right to renew hereunder shall be upon all of the terminate. All terms and conditions of this Leaselease shall apply to such renewal option, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, (i) the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of Rental (hereinafter defined) during the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be the then prevailing Market Base Rental Rate at the time Lessee exercises the respective renewal option, (ii) Lessee shall not have an option to renew this lease beyond the expiration of the Renewal Term, (iii) Lessee shall not have the right to assign its renewal term, Minimum Annual Rent shall increase rights to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement any sublessee or assignee of the Premises nor may a sublessee or assignee exercise such renewal termright, Landlord and (iv) the leasehold improvements will be provided in their then existing condition (i.e. on an “as-is” basis) at the time the Renewal Term commences. (b) As used in this lease, the term “Market Base Rental Rate” shall notify Tenant mean the net effective rate per square foot of net rentable area at which a willing lessor and a willing lessee would agree to lease comparable space to that for which the Market Base Rental Rate is being determined in comparable office buildings in the West Loop/Galleria area of Houston, Texas, which rate shall take into account all relevant economic and non-economic factors, including but not limited to: the credit-worthiness, reputation and other qualities of such lessee, the quality and reputation of the Minimum Annual Rent management of the building in effect question, the amount of space being offered for lease, the location within the building of such year; in offered space, whether the event of any delay in calculation because space being offered is a full floor or a portion of a delay in publication multi-tenant floor, the quality and finish of the applicable Comparison Indexoffered space as it then exists, Tenant shall pay rent the age and quality of such building, the lease term and renewal options, the scheduled or actual commencement date, add-on account based upon the Minimum Annual Rent previously in effectfactors, to be adjusted when the Comparison Index is publishedbasis for paying operating expenses, parking charges and market inducements, such as free rent, moving expenses, and architectural, construction and lease assumption allowances.

Renewal Option. Provided no Event of Default exists and Tenant is occupying the entire Premises at the time of such election, Tenant may renew this Lease for the Renewal Term, by delivering written notice of the exercise thereof to Landlord nine (9) months before the expiration of the Term. The Basic Rent payable for each month during such extended Term shall be the prevailing rental rate (the "Prevailing Rental Rate") at the commencement of such extended Term, for renewals of space of equivalent quality, size, utility and location, with the length of the extended Term and the credit standing of Tenant to be taken into account; provided, however, that in no event shall the Prevailing Rental Rate be less than the rental rate in effect during the last year of the Term. The Renewal Term shall be upon the same terms, covenants and conditions of this Lease as shall be in effect immediately prior to the renewal, except that: (a) Basic Rent shall be adjusted to the Prevailing Rental Rate; (b) Landlord will establish a new Expense Estimate which shall be effective as of the first day of the Renewal Term; (c) Tenant shall have no further renewal option unless expressly granted by Landlord in writing; and (d) Landlord shall lease to Tenant the right Premises in their then-current condition, and option Landlord shall not provide to extend Tenant any allowances (e.g., moving allowance, construction allowance, and the term like) or other tenant inducements. For the purposes of this Lease for determining the Prevailing Rental Rate, the following procedures shall apply: (i) Landlord shall give Tenant notice (the "Rent Notice") not later than one renewal term, of five hundred eighty (5180) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option days prior to extend, as well as the commencement of the renewal termRenewal Term, which Rent Notice shall set forth Landlord's determination of the Prevailing Rental Rate ("Landlord's Determination"); (ii) Tenant shall give Landlord notice ("Tenant's Notice"), within thirty (30) days after delivery of the Rent Notice, stating whether Tenant accepts or disputes the Landlord's Determination or whether Tenant desires to terminate its exercise of the Renewal Option. If Tenant's Notice accepts Landlord's Determination or Tenant fails or refuses to give Tenant's Notice, Tenant shall be conditioned deemed to have accepted Landlord's Determination. If Tenant's Notice disputes Landlord's Determination, Tenant's Notice shall specify Tenant's determination of the Prevailing Rental Rate ("Tenant's Determination") as determined by an independent real estate appraiser; (iii) Landlord shall give Tenant notice ("Landlord's Notice"), within twenty (20) days after delivery of Tenant's Determination, of whether Landlord accepts or disputes Tenant's Determination. If Landlord's Notice accepts Tenant's Determination or if Landlord fails or refuses to give Landlord's Notice, Landlord shall be deemed to have accepted Tenant's Determination. If Landlord's Notice disputes Tenant's Determination, Landlord shall deliver to Tenant, within thirty (30) days after receipt of Tenant's Notice, Landlord's determination of the Prevailing Rental Rate ("Landlord's Second Determination"), as determined by an independent real estate appraiser. If Landlord's Second Determination exceeds Tenant's Determination by ten percent (10%) or less, the Basic Rent shall be the average of Landlord's Second Determination and Tenant's Determination. If Landlord's Second Determination exceeds Tenant's Determination by more than ten percent (10%), Landlord or Tenant shall apply to the American Arbitration Association (or any successor organization) to designate a third independent real estate appraiser (the "Third Appraiser") in accordance with the then-prevailing rules, regulations and/or procedures of the American Arbitration Association, and if the American Arbitration Association (or any successor organization) shall be unable or unwilling to designate the Third Appraiser, then either party may commence a legal proceeding to have the Third Appraiser appointed. (iv) The Third Appraiser shall conduct such hearings and investigations as he may deem appropriate and shall, within thirty (30) days after the date of designation of the Third Appraiser, choose either Landlord's Second Determination or Tenant's Determination, and such choice shall be conclusive and binding upon Landlord and Tenant. Each party shall pay its own counsel fees and expenses in connection with any arbitration hereunder, including the expenses and fees of any appraiser selected by it in accordance with the terms hereof. The unsuccessful party shall bear the costs and expenses of the Third Appraiser. Any appraiser appointed hereunder shall be an independent real estate appraiser with at least ten (10) years experience in leasing and valuation of properties which are similar in character to the Building. The appraisers shall not have the power to add to, modify or change any of the provisions of this Lease. (v) If the final determination of the Prevailing Rental Rate shall not be made on no uncured or before the first day of the Renewal Term, pending such final determination, Tenant shall continue to pay, as the Basic Rent for the Renewal Term, an amount equal to Landlord's Determination (or, if Landlord shall have given Landlord's Second Determination, Landlord's Second Determination), which amount shall in all events be in addition to all Additional Rent payable under the terms of default this Lease. If, based upon the final determination hereunder of the Basic Rent, the payments made by Tenant then existingon account of Basic Rent for such portion of the Renewal Term were greater than the Basic Rent payable for the Renewal Term, the amount of such excess shall be refunded by Landlord to Tenant within ten (10) business days following the final determination of Basic Rent. (vi) Landlord and Tenant shall promptly execute an amendment to this Lease evidencing any extension of the Term pursuant to this Exhibit, but no such amendment shall be necessary in order to make the provisions of this Exhibit effective. Tenant's rights under this Exhibit shall terminate if (1) this Lease or Tenant's right to possession of the Premises is terminated, (2) Tenant assigns any of its interest in this Lease or sublets any portion of the Premises, (3) Tenant fails to timely exercise its option under this Exhibit, time being of the essence with respect to Tenant's exercise thereof, (4) Landlord determines, in its sole but reasonable discretion, that Tenant's financial condition or creditworthiness has materially deteriorated since the Date of this Lease, or (5) an Event of Default exists at the time of exercise of the option or on the date the renewal term would commence. EXHIBIT D TENANT WORK LETTER 1. Landlord shall provide, at its sole cost and expense and as its sole and exclusive contribution to the development of the Premises, the Landlord's Work, which shall include only the following items: (a) Interior core improvements, including first floor main lobby, men's and women's toilet rooms, telephone closets, electrical closets, janitorial closets and core walls, on all floors. (b) Tenant shall exercise its renewal option only by delivering written notice of same Base building HVAC system, pursuant to Landlord not later than one (1) year prior Exhibit D-1, Section 12(a), including vertical duct to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termfloors. (c) The renewal termRadiant heat system around the perimeter of each floor. (d) Sprinkler system with heads turned up. (e) Base building electrical system and emergency lighting to all core areas. (f) Tenant's electric meter in the first (1st) floor electric closet. (g) Insulated exterior walls with studs in place. (h) For divided-floor tenancies, if exercised, all walls separating the Premises from other tenant space. Landlord shall be upon responsible for only one-half (1/2) of any demising wall to be constructed by Tenant. Except as set forth in this Exhibit, Tenant accepts the Premises in their "AS-IS" condition on the date that this Lease is entered into. It is understood that the plans for the Landlord's Work may be modified for unavailable materials, code and building official compliance requirements, field conditions and/or other reasonable conditions, at the reasonable discretion of Landlord. It is understood that the plans for the Landlord's Work may be modified for unavailable materials, code and building official compliance requirements, field conditions and/or other reasonable conditions, at the reasonable discretion of Landlord. 2. As used herein, "Construction Documents" shall mean the final construction documents to be approved by Landlord and Tenant, as amended from time to time by any approved change orders, executed by Landlord and Tenant, and "Work" shall mean all improvements to be constructed in accordance with and as indicated on the Construction Documents, together with any work required by governmental authorities to be made to other areas of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated Building solely as follows: For the initial year a result of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison IndexWork. The Base Rent for Adjustment Purposes shall mean, for the each year Landlord's approval of the renewal term, the Minimum Annual Rent under this Lease in effect Construction Documents shall not be a representation or warranty of Landlord that such drawings are adequate for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustmentany use or comply with any Law, but shall merely be a consent of Landlord thereto. Tenant shall, at Landlord's request, sign the Construction Documents to evidence its review and approval thereof. All changes in no event the Work must receive the prior written approval of Landlord and Tenant (which approval shall such Minimum Annual Rent not be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termunreasonably withheld, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; conditioned or delayed) and in the event of any delay in calculation because of a delay in publication such approved change Tenant shall, upon completion of the applicable Comparison IndexWork, Tenant shall pay rent on account based upon furnish Landlord with an accurate, reproducible "as-built" plan of all the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.changes as

Renewal Option. Provided that on the Renewal Exercise Date (aas hereinafter defined) Tenant and on the commencement of the Renewal Term (as hereinafter defined), (i) Subtenant shall not then be in monetary or material non-monetary default under this Sublease beyond any applicable notice and cure period (and if such a default exists, then as soon as such default is cured), and (ii) intentionally omitted ((i)–(ii), collectively, the “Renewal Conditions”), Subtenant shall have the one-time right and option (the “Renewal Option”) to extend the term of this Lease Sublease for one renewal termthe entire Premises through October 30, of five 2039 (5) years duration. The renewal termthe “Renewal Term”), if exercised, shall to commence on the day immediately following at the expiration of the initial Term hereof, April 1, 2013Term. The option Subtenant may exercise the Renewal Option on or before the date that is 12 months prior to extend, as well as the commencement Expiration Date of the renewal termTerm (the “Renewal Exercise Date”), shall be conditioned on no uncured events only by giving to Sublandlord irrevocable notice of default by Tenant then existingsuch exercise (the “Renewal Notice”). (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (ca) The renewal term, if exercised, Renewal Term shall be upon all of the terms and conditions set forth in this Sublease, except that (i) the Fixed Rent shall be as determined pursuant to the further provisions of this LeaseSection; (ii) Sublandlord shall not be required to perform alterations, except work or repairs on behalf of Subtenant or contribute any sums toward same, and Subtenant shall accept the Premises in its “as is” condition on the commencement of the Renewal Term; (iii) Subtenant shall have no option to renew this Sublease beyond the expiration of the Renewal Term; and (iv) all references in this Sublease to the Expiration Date shall be deemed to mean the last day of the Renewal Term. (b) The Rent for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U Premises for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be the Fair Market Rent (as hereinafter defined). “Fair Market Rent” means the rental rate that a willing sublessee would pay and a willing sublessor would accept for the subleased Premises during the Renewal Term during the balance of the renewal termTerm (as applicable), Minimum Annual Rent each party acting prudently and under no compulsion to sublease, and taking into account all relevant factors. If Subtenant timely and validly exercises the Renewal Option, Sublandlord shall increase to a sum equal to notify Subtenant at least 120 days before the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement last day of the renewal term, Landlord initial Term of Sublandlord’s determination of the Fair Market Rent (“Sublandlord’s Determination”). Subtenant shall notify Tenant Sublandlord, within 20 days after Subtenant’s receipt of Sublandlord’s Determination, whether Subtenant accepts or disputes Sublandlord’s Determination, and if Subtenant disputes Sublandlord’s Determination, Subtenant’s notice shall set forth Subtenant’s determination of the Minimum Annual Fair Market Rent in effect for (“Subtenant’s Determination”). If Subtenant fails to accept or dispute ▇▇▇▇▇▇▇▇▇▇▇’s Determination within such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index20-day period, Tenant or if Subtenant disputes Sublandlord’s determination within such 20-day period but fails to set forth therein Subtenant’s Determination, then Subtenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, be deemed to be adjusted when the Comparison Index is publishedhave accepted Sublandlord’s Determination.

Renewal Option. (ai) Tenant shall have the right and option (the “Renewal Option”) to extend renew the term of this the Lease for one a ten-year renewal term, of five term (5the “Renewal Term”) years duration. The renewal term, if exercised, shall commence commencing on the day immediately following the expiration Expiration Date (as modified pursuant to the opening paragraph of this Section 2) (the “Renewal Term Commencement Date”) and expiring on the day preceding the tenth (10th) anniversary of the initial Renewal Term hereof, April 1, 2013Commencement Date (the “Renewal Term Expiration Date”). The option Tenant shall have no right to extend, as well as exercise the commencement Renewal Option unless all of the renewal term, following conditions have been satisfied as of the date of the Renewal Notice and as of the Renewal Term Commencement Date: (x) the Lease shall be conditioned on no uncured events of default by Tenant then existing. in full force and effect; and (by) Tenant shall exercise its renewal option not be in default (beyond the expiration of applicable notice and cure periods) under the Lease. The Renewal Option shall be exercised with respect to the entire Renewal Premises only and shall be exercisable by delivering Tenant giving written notice of same to Landlord (the “Renewal Notice”) not earlier than twenty-four (24) months and not later than one fifteen (115) year months prior to the expiration Expiration Date (as modified pursuant to the opening paragraph of this Section 2). Time shall be of the then current term, which notice shall be due on or before March 31, 2012, time being essence with respect to the giving of the essenceRenewal Notice. Tenant’s failure to timely exercise an option deliver the Renewal Notice shall constitute Tenant’s irrevocable and unconditional waiver of the Renewal Option. (ii) If Tenant shall deliver the Renewal Notice within the time and in the manner herein provided, the term of the Lease shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of renewed for the then current term. (c) The renewal term, if exercised, shall be upon all of Renewal Term on the terms and conditions provisions of this the Lease, except that: (w) Fixed Rent shall be determined as set forth below; (x) the term “Base Taxes” shall mean “an amount equal to the Taxes payable for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For Tax Year commencing on the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year July 1st prior to the Renewal Term Commencement Date”; (y) the term “Comparison Index. The Base Rent for Adjustment Purposes Year” shall meanmean “any Tax Year commencing subsequent to the Tax Year commencing on the July 1st prior to the Renewal Term Commencement Date”, for the each year of the renewal term, the Minimum Annual Rent under this Lease and (z) Landlord shall have no obligation to perform any work or grant to Tenant any work allowance in effect for the immediately preceding year. The Base Index and Comparison Index for each year connection with Tenant’s exercise of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedOption.

Renewal Option. If, at the end of the Term of the Lease, or as renewed as herein provided, Tenant is not then in default of any of the terms, conditions, or covenants of the Lease, Tenant, but not any assignee, transferee or subtenant of Tenant, is hereby granted two (2) options to renew this Lease for an additional term of five (5) years initially (the "First Renewal Term"), succeeded by an additional term of five (5) years (the "Second Renewal Term"), each upon the same terms and conditions contained in this Lease with the following exceptions: (a) Tenant shall have no right to renew the right and option to extend the term Term of this Lease for one renewal term, of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing.terms detailed herein; and (b) Base Rental for the First Renewal Term and the Second Renewal Term shall be an amount equal to the then prevailing market base rental rate (giving appropriate consideration to the lease term, credit standing of the tenant, tenant's use of the Premises, building standard workletter and/or tenant improvement allowances, if any, or space in the same improved condition as the Premises, and abatement provision) for comparable space in comparable properties of equivalent quality, size, utility and location as designated by Landlord. Tenant shall exercise its right of renewal option only as herein provided by delivering to Landlord written notice ("Tenant's Notice") of same Tenant's desire to Landlord not renew no later than one six (16) year months prior to the expiration date of the then current term, which notice shall be due on or before March 31, 2012, time being Term of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, First Renewal Term and for each subsequent year, the Base Index shall be the CPI U for the month of March one year no later than six (6) months prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, expiration date of the First Renewal Term for the each year Second Renewal Term. Within thirty (30) days following delivery of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termTenant's Notice, Landlord shall deliver to Tenant a written notice ("Landlord's Notice") specifying the Base Rental rate per square foot per annum. Tenant shall have thirty (30) business days following delivery of Landlord's Notice to notify Tenant Landlord in writing of Tenant's exercise of its rights to renew such Lease term hereof. Failure to notify Landlord within any of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant time periods provided herein shall pay rent on account based upon the Minimum Annual Rent previously in effect, automatically extinguish Tenant's right to be adjusted when the Comparison Index is publishedrenew.

Renewal Option. (a) Tenant shall have the right to renew and option to extend the term of this Lease for the Renewal Term (herein so called) upon and subject to the following terms and conditions: Tenant may extend this Lease for one renewal term, (1) Renewal Term of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on by Tenant's giving Landlord a Renewal Notice no uncured events of default by Tenant then existing. more than twelve (b12) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later months and no less than one nine (19) year months prior to the expiration of the initial term. Such Renewal Term shall commence immediately upon the expiration of the initial term and upon exercise of such renewal option the expiration date of the term shall automatically become the last day of the Renewal Term. If Tenant does not renew the Lease in a timely manner for the Renewal Term, then current termTenant's rights with respect to such Renewal Term shall expire and be of no further force and effect. The exercise by Tenant of the renewal option set forth herein must be made, which notice shall be due if at all, by delivery of the Renewal Notice to Landlord on or before March 31the dates set forth above. Once Tenant shall exercise such renewal option, 2012Tenant may not thereafter revoke such exercise. At Landlord's election, Tenant's renewal option shall terminate and be of no further force or effect if (i) an Event of Default exists under the Lease at the time being Tenant attempts to exercise its renewal option, (ii) Tenant defaults under any provision of the essence. Tenant’s failure to timely exercise an Lease after exercising its renewal option shall be deemed a waiver of all rights under this Sectionand such default continues beyond any applicable cure period provided in the Lease, in which event this Lease shall terminate upon expiration or earlier termination (iii) at any time during the Term of the then current term. Lease, as extended, Tenant assigns the Lease to a third party, or (civ) The at the time Tenant attempts to exercise its renewal termoption, if exercised, shall be upon all Tenant has subleased or has demonstrated an intention to sublease more than fifty percent (50%) or more of the terms Premises to an unrelated third party. Tenant shall take the Premises "as is" for the Renewal Term and, other than as may then be a component of the "Fair Market Rental Rate", Landlord shall have no obligation to make any improvements or alterations to same; provided, however, Landlord shall comply with its repair and conditions of maintenance obligations as set forth in this Lease, except . Annual Base Rent for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index Renewal Term shall be the CPI U for March"Fair Market Rental Rate" multiplied by the number of square feet of net rentable area in the Building, 2012, and for each subsequent year, but in no event less than the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes the last Lease Year of the initial term. Within thirty (30) days after the date of Tenant's Renewal Notice, Landlord and Tenant shall mean, endeavor in good faith to agree upon the Fair Market Rental Rate applicable to the Building for the each year of the renewal termRenewal Term. In the event Landlord and Tenant are unable to agree upon the Fair Market Rental Rate within the aforesaid thirty (30) day period, Landlord and Tenant shall each select a broker to determine the Fair Market Rental Rate within thirty-five (35) days after the date of the Renewal Notice. Each broker shall make an independent determination of the Fair Market Rental Rate of the Building for each year of the Renewal Term. If the two brokers so appointed agree on the Fair Market Rental Rate for each year of the Renewal Term within forty (40) days after the date of the Renewal Notice, the Minimum Annual Rent under this Lease in effect for Fair Market Rental Rate shall be the immediately preceding yearamount determined by them. If the two brokers so appointed do not agree on the Fair Market Rental Rate within forty (40) days after the date of the Renewal Notice, the two brokers shall jointly appoint a third broker on or before the forty-fifth (45th) day after the date of the Renewal Notice. The Base Index third broker shall make a valuation within fifty (50) days after the date of the Renewal Notice and Comparison Index the Fair Market Rental Rate for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum be an amount equal to the Base Rent for Adjustment Purposes, increased quotient obtained by one half dividing the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement sum of the renewal termFair Market Rental Rates determined by the two brokers who were closest to each other in amount, Landlord by two. Each broker appointed shall notify Tenant be an individual of recognized competence who has a minimum of ten (10) consecutive years' experience in the leasing of office space in the suburban Northern Virginia area immediately preceding such engagement. All valuations of the Minimum Annual Rent Fair Market Rental Rate shall be in effect writing, shall be expressed in terms of an annual rent per square foot of rentable area, and shall take into consideration that the Premises are to be taken in "as is" condition for any renewal period. Each broker shall determine the Fair Market Rental Rate on the basis of all relevant factors affecting Fair Market Rental Rates such year; as concessions then being offered in the event marketplace. The party appointing each broker shall be obligated, promptly after receipt of the valuation report prepared by the broker appointed by such party, to deliver a copy of such valuation report to the other party in the manner provided elsewhere in this Lease for the giving of notices. If a third broker is appointed, the third broker shall be directed, at the time of his appointment, to deliver copies of his valuation report, promptly after its completion, to Landlord and Tenant in the manner provided elsewhere in this Lease for the giving of notices. The expenses of each of the first two brokers appointed shall be borne by the party appointing such broker. The expenses of the third broker appointed shall be paid one-half by Landlord and one-half by Tenant. Tenant shall not be entitled to any rental abatement concessions, additional renewal options or other similar concessions during any Renewal Term, except to the extent they constitute part of the determination of the Fair Market Rental Rate. Except as set forth herein, the leasing of the Premises for the Renewal Term shall be upon the same terms and conditions as are applicable for the initial term and shall be upon and subject to all of the provisions of this Lease, including, without limitation, the obligation of Tenant to pay any costs or amounts payable by Tenant to Landlord under the Lease. Tenant's rights under this Section 16.32 shall be personal to Tenant and shall not inure to the benefit of any delay in calculation because of a delay in publication assignee or occupant of the applicable Comparison IndexPremises other than an assignee which is a successor corporation into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant's assets and property, Tenant shall pay rent on account based upon or to any subsidiary, affiliate or parent company of Tenant, or any subsidiary of the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedparent company of Tenant.

Renewal Option. (a) A. Provided that this Lease is in full force and effect immediately prior to the date Tenant delivers to Landlord the First Renewal Election Notice, Tenant shall have the right and option to extend renew the term Initial Term (the “First Renewal Option”) with respect to all of this Lease the then Demised Premises (except as otherwise expressly provided below) for one renewal term, of (1) additional (i) ten (10) year term (the “Ten-Year Renewal Option”) or (ii) a five (5) years duration. The renewal termyear term (the “Five-Year Renewal Option”) (as irrevocably selected by Tenant in the First Renewal Election Notice, if exercised, shall commence the “First Renewal Term”) commencing on the day (the “First Renewal Term Commencement Date”) immediately following the expiration Stated Expiration Date and ending on the last day of the initial month preceding the month in which occurs the tenth (10th) (or fifth (5th), as the case may be) anniversary of the First Renewal Term Commencement Date (the “Stated First Renewal Term Expiration Date”), which applicable date shall thereupon be and become the Expiration Date of this Lease. The First Renewal Option shall be exercised by notice to Landlord (the “First Renewal Election Notice”) delivered no later than the date which is eighteen (18) months prior to the Stated Expiration Date. Except as provided in Section 39.03 hereof, April the annual Fixed Rent for the First Renewal Term shall be equal to 100% of the fair market rental value of the Renewal Premises determined pursuant to the provisions of Sections 39.04B and 39.05 hereof except as provided in Section 39.03 hereof as it relates to Tenant’s Roof Top Space if the same is included in the Renewal Premises. B. Provided that (i) Tenant validly exercises the Five-Year Renewal Option (as opposed to the Ten-Year Renewal Option, it being agreed that if Tenant has exercised the Ten-Year Renewal Option, then Tenant shall have no right to renew the First Renewal Term and this Section 39.01B shall be null and void) in accordance with the terms hereof and (ii) this Lease is in full force and effect immediately prior to the date Tenant delivers to Landlord the Second Renewal Election Notice, Tenant shall have the option to renew the First Renewal Term (the “Second Renewal Option”) with respect to all of the then Demised Premises (except as otherwise expressly provided below) for one (1) additional five (5) year term (the “Second Renewal Term”) commencing on the day (the “Second Renewal Term Commencement Date”) immediately following the Stated First Renewal Term Expiration Date and ending on the last day of the month preceding the month in which occurs the fifth (5th) anniversary of the Second Renewal Term Commencement Date (the “Stated Second Renewal Term Expiration Date”), 2013which date shall thereupon be and become the Expiration Date of this Lease. The option Second Renewal Option shall be exercised by written notice to extendLandlord (the “Second Renewal Election Notice”) delivered no later than the date which is eighteen (18) months prior to the Stated First Renewal Term Expiration Date. The annual Fixed Rent for the Second Renewal Term shall be equal to 100% of the fair market rental value of the Renewal Premises determined pursuant to the provisions of Section 39.04B and 39.05 hereof, except as provided in Section 39.03 hereof as it relates to the Tenant’s Roof Top Space if the same is included in the Renewal Premises. C. At Tenant’s option, in lieu of exercising the First Renewal Option (and, to the extent applicable, the Second Renewal Option) with respect to the then entire Premises, Tenant may exercise the Renewal Option with respect to a portion of the then Premises consisting of three (3) or more full floors of the Demised Premises in one (1) contiguous block (from the lowermost floor upward or vice versa, as well determined by Tenant and as is specified in the applicable Renewal Election Notice). If the Premises does not then consist of one (1) contiguous block of full floors, Tenant may exercise the Renewal Option with respect to a portion of the then Premises consisting of three (3) or more full floors of the Demised Premises in one (1) or more contiguous blocks (from the lowermost floor upward or vice versa with respect to each such block, as determined by Tenant and as specified in the applicable Renewal Election Notice), it being agreed that Tenant shall designate all of the floors in any contiguous block then comprising the Premises before designating floors from any other contiguous block then comprising the Premises. Subject to the foregoing restrictions, if the Demised Premises includes any partial floors, Tenant may exercise such Renewal Option with respect to the entirety of each such partial floor only. To the extent the then Premises shall include any satellite non-contiguous floors (each, a “Satellite Floor”), Tenant may elect to include such Satellite Floors within the Renewal Premises, provided that, in addition to any Satellite Floor, the Renewal Premises consists of at least three (3) full floors of the Demised Premises. Each Renewal Election Notice shall, in accordance with the applicable terms hereof, set forth (i) the number of full floors and partial floors with respect to which Tenant shall elect to exercise the Renewal Option and any Satellite Floors to be included therein and (ii) the full floors that shall comprise the Renewal Premises (including any Satellite Floors to be included therein). The portion of the Demised Premises with respect to which Tenant shall exercise the Renewal Option (which may include the then entire Premises at the election of Tenant) shall be referred to herein collectively as the commencement “Renewal Premises.” The space with respect to which Tenant shall not exercise the Renewal Option shall be referred to herein collectively as the “Returned Space.” If Tenant desires to include the Storage Space in the Renewal Premises (it being agreed that Tenant may not include only the Storage Space or a portion thereof in the Renewal Premises), Tenant must Occupy at least three (3) full floors of Office Space at the time of delivery of the renewal termRenewal Election Notice. If Tenant elects to include Tenant’s Roof Top Space or the 50th floor of the Building in the Renewal Premises, then the Renewal Premises must include such 50th Floor or Tenant’s Roof Top Space, as the case may, together with, in either instance, if leased by Tenant hereunder, the 51st Floor Space. 39.02 The Renewal Option may not be exercised by Tenant unless at the time of the delivery by Tenant of any Renewal Election Notice (unless waived by Landlord in its sole discretion), all of the applicable Threshold Conditions are satisfied. If all of the applicable Threshold Conditions shall not be satisfied, then (a) such Renewal Election Notice shall be conditioned on null and void and of no uncured events of default by Tenant then existing. force or effect, (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver to have irrevocably waived any rights pursuant to this Article 39 that Tenant may have had to renew the applicable Term of all rights under this SectionLease, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal termthis Article 39 shall immediately be null and void and of no further force or effect and (d) Tenant agrees upon request of Landlord to confirm such non-exercise in writing, if exercisedbut failure to do so by Tenant shall not operate to revive any rights of Tenant under this Article 39. 39.03 This Lease, as so extended during the Renewal Term, shall be upon all of the same terms and conditions of as contained in this Lease, except that (a) the annual Fixed Rent for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the applicable Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to be a sum equal to 100% of the Base Rent for Adjustment Purposes, increased by one half then fair market rental value of the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than Renewal Premises (which may include periodic increases to the Base Rent for Adjustment Purposes extent consistent with the then current market terms for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication space) determined as of the applicable Comparison IndexRenewal Term Commencement Date except, Tenant if included in the Renewal Premises, the Fixed Rent during the Renewal Term for Tenant’s Roof Top Space (i.e., the RTS Fixed Rent) shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.as provided in

Renewal Option. (a) Tenant shall have the right and option to extend the term of this Lease Term for one renewal term, a period of five (5) additional years duration. The renewal term("Extension Term"), if exercised, shall to commence on the day immediately following at the expiration of the initial Term hereof, April 1, 2013Lease Term. The This option may be exercised only by written notice to extend, as well as Landlord at least one hundred eighty (180) days prior to the commencement end of the renewal term, shall be conditioned on no uncured events of default by Tenant then existinginitial Lease Term. (b) If Tenant has exercised its option in subsection (a) above, Tenant shall exercise its renewal have the option only by delivering written notice to extend the Lease Term for a period of same five (5) additional years ("Second Extension Term"), to Landlord not later than one (1) year prior to commence at the expiration of the then current term, which Extension Term. This option may be exercised only by written notice shall be due on or before March 31, 2012, time being to Landlord at least one hundred eighty (180) days prior to the end of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termExtension Term. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this LeaseLease shall govern the Extension Term and the Second Extension Term, as the case may be, except for the change in Minimum Annual (i) Base Rent which, if exercised, shall be calculated increased as follows: For set forth in subparagraph (d) hereinbelow, (ii) Tenant shall have no option to renew this Lease beyond the initial year expiration of the renewal termSecond Extension Term, (iii) the Base Index shall leasehold improvements will be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease provided in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13their then-3/31/14 March 2012 March 2013 4/1/14existing condition (on an "as-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon is" basis) at the commencement of the renewal termExtension Term or the Second Extension Term, as the case may be. Provided, however, Tenant may exercise the foregoing options to renew only if (1) the financial condition of Tenant is the same or better than it is on the date of this Lease, as evidenced by Tenant's financial statement not more than one year old, and (2) on both the date Tenant exercises this option and upon the expiration of the prior term of this Lease, (a) this Lease is in full force and effect and (b) Tenant is not in default under this Lease beyond any applicable grace or cure period. If Tenant shall fail to exercise this option to extend or conditions (1) and (2) are not entirely satisfied, this Lease shall expire at the expiration of the prior terms of this Lease and Tenant shall have no further right to extend this Lease. (d) Within thirty (30) days after Tenant has exercised an option to extend the Lease, Landlord shall notify Tenant of the Minimum Annual Rent in effect then current market rate for a lease of similar length and at similar premises to the Premises, and the rental rate for the Extension Term or the Second Extension Term, as the case may be, shall based on such year; in market rate. At least ninety (90) days prior to the event of any delay in calculation because of a delay in publication end of the applicable Comparison Indexprior term of the Lease, Landlord and Tenant shall pay rent have agreed, in writing, on account based the rental rate for the applicable extension, and if no such agreement is reached, then Tenant's exercise of this extension option shall be void and the Lease term shall end upon the Minimum Annual Rent previously in effect, to be adjusted when expiration of the Comparison Index is publishedthen current term of this Lease.

Renewal Option. Subject to the conditions herein, provided that (a) Tenant has not assigned the Lease or sublet any portion of the Premises other than to an entity controlling, controlled by or under common control with Tenant, or to any successor of Tenant resulting from a merger or consolidation of Tenant, and (b) Tenant is not in default under the Lease beyond any applicable notice, grace or cure period, Tenant shall have the right and option right, at Tenant’s option, to elect to extend the term Term of this the Lease for one renewal term, (1) period of five (5) years duration(the “Renewal Term”). The renewal termRenewal Term, if exercisedproperly exercised in accordance herewith, shall commence on the day immediately following the last day of the Extended Term of the Lease. The Renewal Term shall be exercised by Tenant giving written notice of the exercise thereof (the “Renewal Notice”) to Landlord on or before the day that is nine (9) months, but not more than twelve (12) months, prior to the last day of the Extended Term of the Lease. Tenant shall have no right to extend the Term of the Lease, and the Renewal Notice shall not be effective, if (i) Tenant fails to timely give its Renewal Notice as provided herein, or (ii) a default by Tenant exists under the Lease beyond any applicable notice, grace or cure period (x) when Landlord receives the Renewal Notice, or (y) upon the expiration of the initial Extended Term hereof, April 1, 2013. The option of the Lease prior to extend, as well as the commencement of the renewal termRenewal Term. In the event Tenant properly exercises the Renewal Term, within ten (10) days of receipt of such Renewal Notice, Landlord shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to provide the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The annual Base Rent at which Landlord is willing to lease the Premises to Tenant for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term (the “Renewal Rent”), which Renewal Rent shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be based on the “then current fair market rent rate” for buildings of comparable size, type and class located in the same area of Coral Gables, Florida, under leases and renewal amendments being negotiated and entered into at or about the time the Renewal Rent is being determined, giving appropriate consideration to tenant creditworthiness, tenant concessions, length of the renewal term, Minimum Annual Rent shall increase landlord or building services provided to a sum equal to the Base Rent for Adjustment Purposestenant, increased by one half the CPI Adjustmentbrokerage commissions, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedtenant improvement allowances and similar factors.

Renewal Option. (a) So long as Tenant is not then in default under this Lease, on the terms and conditions stated in this Paragraph 46.3, Tenant shall have the right and option to extend the term of this Lease for one renewal termup to two (2) additional sixty (60) month periods (the "First Additional Term" and the "Second Additional Term", of five (5) years durationrespectively). The renewal term, option for the Second Additional Term may be exercised only if the renewal option for the First Additional Term has been exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The First Additional Term and the Second Additional Term are collectively referred to as the "Additional Terms", and separately as an "Additional Term". To exercise its option to extendextend this Lease for an Additional Term, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. must deliver to Landlord a written notice (ban "Option Notice") Tenant shall exercise exercising its renewal option only by delivering written notice of same to Landlord at least twelve (12) months (but not later more than one eighteen (118) year months) prior to the expiration of date the then Lease Term will expire, together with a then current termfinancial statement of Tenant. If such financial statement(s) show a material adverse change in Tenant's financial condition since the date of this Lease, which notice shall be due on or before March 31at Landlord's option, 2012, time being Tenant's exercise of the essence. Tenant’s failure to timely exercise an its renewal option shall be deemed a waiver null and void. The extension options granted to Tenant pursuant to this paragraph are personal to Tenant and may not be exercised by or for the benefit of all rights any assignee or sublessee of Tenant, except for assignees or sublessees expressly permitted under this Section, in which event Paragraphs 15(f) and 15(g) of this Lease shall terminate upon expiration or earlier termination of the then current term. an "Authority" (c) The renewal term, if exercised, shall be upon all defined in Paragraph 46.12 below). All of the terms and conditions of this Lease, Lease shall apply during each Additional Term except for (i) the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index base annual rent shall be the CPI U "fair market rent" (defined below) for Marchthe Premises as agreed to by Landlord and Tenant or determined by arbitration as set forth below; (ii) unless otherwise agreed by Landlord in writing, 2012, and for each subsequent year, the Base Index there shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the no further renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon options after the commencement of the renewal term, Second Additional Term; and (iii) Landlord shall notify Tenant of have no tenant improvement obligations with respect to the Minimum Annual Rent Premises except as otherwise agreed in effect for such year; in writing by Landlord. When the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.rental rate

Renewal Option. Landlord hereby grants to Tenant one (a1) Tenant shall have the right and option to extend -------------- renew the term of this Lease for one renewal term, an additional term of five (5) years duration. The renewal termyears, if upon the then prevailing fair market value rent terms, provided that Tenant is not in default beyond any applicable cure period specified herein under this Lease at the time that the option is exercised, shall commence on the day immediately following the expiration and at any time from Tenant's exercise of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement date of the renewal term, shall . This option must be conditioned on no uncured events of default exercised by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not no later than one two hundred seventy (1270) year days prior to the expiration of the then current original Lease term. Landlord shall, on written request of Tenant, advise Tenant in writing no later than 240 days prior to expiration of the Lease term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of prevailing market value and the terms and conditions of operative under this Lease, except for the change paragraph. The option granted in Minimum Annual Rent which, if exercised, this paragraph shall be calculated as follows: For the initial year terminated and of no further force and effect if, at any time provided herein for exercise of the renewal termoption by Tenant, any federal, state, or local law or regulation invalidates or modifies any provision of the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Indexoption. The Base Rent for Adjustment Purposes shall meanrenewal option described in this Section 27 is: conditioned upon Tenant not being in default in the payment of any rent, for the each year of the renewal term, the Minimum Annual Rent additional rent or other sums due under this Lease in effect for and not committing such a default which remains uncured beyond any applicable cure period specified herein at any time from the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase time it purports to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon exercise its right under this paragraph through the commencement of the renewal term, Landlord period; shall notify be personal to Tenant and may not be exercised or be assigned voluntarily or involuntarily by or to any person or entity other than the original Tenant or in connection with a Permitted Transfer under this Lease; and shall be exercisable by Tenant only if the original Tenant under this Lease or a Permitted Transferee is then in occupancy of the Minimum Annual Rent Premises described herein and the Lease is then in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in full force and effect, to be adjusted when the Comparison Index is published.

Renewal Option. (a) Tenant Provided Lessee is not then in default of the terms and conditions of the Lease, and provided no condition has arisen that, with the passage of time or the giving of notice, or both, would create an event of default under the Lease, Lessee shall have the right and option to extend the term of renew this Lease upon the same terms and conditions (except for one renewal term, the Base Rent which shall be as set forth in Section 3 herein) for two additional terms of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering giving written notice of its election to Lessor to do the same to Landlord not later than one 180 days (1the “First Renewal Final Exercise Date”) year nor sooner than 365 days prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being Initial Term in the case of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The first renewal term, or not later than 180 days (the “Second Renewal Final Exercise Date”) nor sooner than 365 days prior to the expiration of the first renewal term of this Lease in the case of the exercise of the second renewal term (individually herein a “Notice Period” and collectively herein the “Notice Periods”). For simplicity the First Renewal Final Exercise Date and the Second Renewal Final Exercise Date are herein collectively sometimes called the “Final Exercise Date”). Time is of the essence in the delivery of such notice to renew. The Annual and Monthly Base Rent for a renewal option if exercised, so exercised shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated determined as follows: For (i) not later than the initial year first day of a Notice Period Lessor and Lessee shall commence and endeavor in good faith to determine the fair market rental rate for the Premises for the applicable renewal term; (ii) in the event the Lessor and Lessee are capable of agreeing on the fair market rental rate for the Premises for the applicable renewal term prior to the Final Exercise Date, the amount agreed upon by Lessor and Lessee shall become the Annual Base Index Rent and Monthly Base Rent and shall be substituted for the amount set forth in Section 3 above; and (iii) in the event the Lessor and Lessee are not capable of agreeing to the fair market rental rate for the Premises for the applicable renewal term prior to the Final Exercise Date, the amount set forth in Section 3 above shall be the CPI U for March, 2012, Annual Base Rent and for each subsequent year, the Monthly Base Index shall be the CPI U for the month of March one year prior to the Comparison IndexRent. The Base Rent for Adjustment Purposes shall mean, for the each year renewal options set forth in this Section 6 are in complete substitution of the any other renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent options that may be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; set forth elsewhere in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedLease.

Renewal Option. Contingent upon Tenant satisfying all of the following conditions, (athe "CONDITIONS") Tenant is hereby granted an option to extend the Lease Term for an additional term of thirty-six (36) months ("EXTENSION TERM") commencing on September 1, 2000 and expiring on August 31, 2003, the Conditions being that: (i) Tenant shall have fully performed all of its convenants, duties and obligations hereunder during the right Lease Term; and option to extend the term of this Lease for one renewal term, of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (bii) Tenant shall exercise its renewal option only by delivering have given written notice of same to Landlord of Tenants exercise of such option not later less than one hundred eighty (1180) year days prior to the expiration of the present Lease Term. Time is of the essence in the exercise of this Renewal Option and should Tenant fail to exercise this option by timely notice or fail to satisfy the Renewal Conditions, this Renewal Option shall lapse and be of no further force or effect. In the event that Tenant satisfies all of the Conditions and effectively exercises such Option, then current term, which notice Landlord and Tenant shall execute an amendment in a form and content satisfactory in all respects to both Landlord and Tenant and the Rental for said Extension Term shall be due on or before March 31the Prevailing Market Rate. The "Prevailing Market Rate" shall mean the then prevailing market rate for base rental for Leases comparable to this Lease for comparable space. The Prevailing Market Rate shall be determined by Landlord and Tenant by mutual agreement and, 2012if Landlord and Tenant cannot agree, time being the Prevailing Market Rate shall be established in the manner as specified in the balance of this subparagraph. Within ten (10) days after receipt of Tenant's exercise of an extension option, but no earlier than one hundred eighty (180) days prior to the expiration of the essenceLease Term, as it may have been extended, Landlord shall advise Tenant of its determination of the Prevailing Market Rate, on a square foot basis. Tenant’s failure Within thirty (30) days after receipt of Landlord's determination of the Prevailing Market Rate, Tenant shall advise Landlord, in writing, as to timely exercise an option whether or not Tenant accepts or rejects the Prevailing Market Rate specified by Landlord. Failure to accept or reject the Prevailing Market Rate specified by Landlord shall be deemed a waiver of all rights under this Sectionacceptance by Tenant. If Tenant accepts such Prevailing Market Rate, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, such rate shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of charged during the applicable Comparison Indexextension period for Base Rental. If Tenant rejects such Prevailing Market Rate, Tenant shall pay rent specify in such notice its selection of a real estate appraiser, who shall act on account based upon Tenant's behalf in determining the Minimum Annual Rent previously Prevailing Market Rate. Within ten (10) days after Landlord's receipt of Tenant's rejection of the Landlord's specification of the Prevailing Market Rate and Tenant's selection of the real estate appraiser, Landlord, by written notice to Tenant, shall designate a real estate appraiser, who shall represent Landlord in effectthe determination of the Prevailing Market Rate. Within ten (10) days of the selection of the Landlord's appraiser, the two appraisers shall by written report, each render their respective determinations of the Prevailing Market Rate for the extension period in question. Each appraiser shall consider in determining the Prevailing Market Rate, among other factors, what financial inducements are then being offered to a tenant who is wiling to relocate, such as free rent, tenant improvement allowances, or moving allowances (if such considerations are appropriate for the current market conditions). If the determinations of the two appraisers do not agree, the appraisers shall select a third appraiser who shall then select the Prevailing Market Rate within twenty (20) days after the appointment of such third appraiser. Landlord and Tenant agree that they shall be adjusted when bound by the Comparison Index is publisheddetermination of the appraiser(s). Landlord shall bear the fee and expenses of its appraiser; Tenant shall bear the fee and expenses of its appraiser; and Landlord and Tenant shall each share the fee and expenses of the third appraiser.

Renewal Option. (a) Tenant Subject to the consent of Lessor, Agent, and the Participants, which consent may be withheld in such Person's sole, absolute and unreviewable discretion, Lessee shall have the right right, at its option, to request the Lessor, Agent and option Participants to extend renew all (but not less than all) of the term of this Lease Supplements for one renewal term, of five such period as may be agreed upon but in no event less than 2 years (5the "RENEWAL TERM") years duration. The renewal term, if exercised, shall commence on the day commencing immediately following the expiration of the initial Term hereofBasic Term. In order to exercise such option, April 1Lessee shall give irrevocable notice thereof to Lessor, 2013. The option to extend, as well as Agent and the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. Participants not less than three hundred sixty-five (b365) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year days prior to the expiration end of the Basic Term or current Renewal Term, and no Lease Default or Lease Event of Default shall have occurred and be continuing at the time of exercise. Any such request shall be subject to each Participant's then current termexisting credit approval criteria, delivery of satisfactory Appraisals and such other conditions as each Participant, in its sole discretion, may then require. Lessor, Agent and the Participants shall respond to Lessee's request within forty-five (45) days after receipt of Lessee's notice, which notice shall be due on specify the 45-day response period and the 10 Business Day request period described in this Section 6(a). If Lessor, Agent or before March 31the Participants fail to respond to Lessee's request within such time period, 2012, time being of the essence. Tenant’s failure to timely exercise an option Lessee's request shall be deemed a waiver to be disapproved. If the Renewal Term is approved by Lessor, Agent and the Participants, Lessee shall continue to pay Rent, including Basic Rent (upon the terms agreed to by the Lessee, Agent, and the Participants for the Renewal Term), during the Renewal Term on each Payment Date occurring during the Renewal Term. All of all rights under this Section, in which event the provisions of this Lease shall terminate upon expiration or earlier termination remain in effect during the Renewal Term. Within 10 Business Days after Lessee's request for renewal, the Agent will request renewal of the then current term. Participants (c) The renewal termincluding Agent or any Affiliate), if exercisedbut none of the Lessor, Agent and Participants shall have any obligation hereunder or under the Operative Documents to consent to Lessee's request for any Renewal Term, no reasonableness standard shall be upon all implied, assumed or deemed to exist and such consent may be withheld in such Person's sole and absolute discretion, for any reason or for no reason. In the event that one or more Participants fails to consent to the Lessee's request for the Renewal Term, the Agent shall be permitted (but shall have no obligation) to replace any Non-Consenting Participant in the manner set forth in Section 6(c)(3)(ii) of the terms and conditions of this LeaseParticipation Agreement, except for mutatis mutandis. If the change Renewal Term is applicable, Lessee shall maintain in Minimum Annual Rent which, if exercised, shall be calculated as follows: For effect throughout the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year Renewal Term all insurance policies that it has maintained in effect prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of for which the renewal termLessor, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment PurposesAgent, increased Trust or Participants were beneficiaries, including all insurance required by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedSection 12 hereof.

Renewal Option. (a) Provided Tenant is not in default hereunder and has performed all of its covenants and obligations under the Lease (as amended hereby), Tenant shall have the right and option to extend the term Term of this the Lease (as the same has been extended hereby) (hereinafter, the “Option”) for one renewal term, (1) period of five three (53) years duration. The renewal term(the “Option Period”), if exercisedupon the same terms and conditions, shall commence on at the day immediately then current market rate (as determined by Landlord in its reasonable opinion), but not less than the previous year’s rent, and upon the following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existingfurther terms and conditions. (b) Tenant shall exercise its renewal option said Option only by delivering giving written notice of same to Landlord not no earlier than fifteen (15) months nor later than one twelve (112) year prior to months before the expiration of the Lease Term as the same has been extended by the terms of this Second Amendment (the “Notice Period”). As soon as reasonably practicable after receipt of Tenant’s notice, Landlord shall advise Tenant of the Base Rent for the Option Period (“Landlord’s Notice”), and Tenant shall then current termhave five (5) business days within which to accept the terms set forth in Landlord’s Notice, which notice or to revoke, in writing, its exercise of the Option. If Tenant timely accepts the terms set forth in Landlord’s Notice, then Tenant shall, within ten (10) business days after receipt thereof from Landlord, execute a lease amendment extending the Term for the Option Period on the terms set forth in Landlord’s Notice. If the Option is not exercised within the Notice Period, or if thereafter Tenant either timely revokes the Option or fails to timely accept the terms set forth in Landlord’s Notice, or if Tenant timely accepts the terms of Landlord’s Notice but thereafter fails to timely execute and return the lease amendment, the Option shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termconsidered null and void. (c) The renewal term, if exercised, shall be upon all of the terms It is understood and conditions of agreed that this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior Option is personal to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for Tenant named in the each year of the renewal term, the Minimum Annual Rent under Lease (as amended by this Lease in effect for the immediately preceding year. The Base Index Second Amendment) and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such yearis not transferable; in the event of any delay in calculation because assignment or subleasing of a delay in publication any or all of the applicable Comparison Index, Tenant Premises said Option shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishednull and void.

Renewal Option. (a) The Tenant shall have the right and option may elect to extend and renew the term of this Lease for one renewal additional period as hereinafter provided by giving written notice thereof to the Landlord, which said notice shall be given not less than 548 days prior to the then scheduled expiration date of the term. Upon and in the event of the giving of such notice in a timely manner, the initial term of this Lease shall (unless said term shall sooner have expired or terminated pursuant to any of the conditions of limitation or other provisions of this Lease or pursuant to law) be deemed extended and renewed for one additional period of five years (5) years duration. The renewal termherein called the “First Renewal Term”), if exercisednamely, shall commence the period commencing immediately on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as term and ending at 11.59 p.m. on the commencement last day of the renewal term, shall be conditioned on no uncured events sixth month following the twenty-second (22nd) anniversary of default by Tenant then existing. the term commencement date (bsubject to earlier termination pursuant to any of the conditions of limitation or provisions of this Lease or pursuant to law) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior and any reference in this Lease to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option term hereof shall be deemed a waiver of all rights under this Sectionto include the First Renewal Term, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The such extension and renewal term, if exercised, shall to be subject to and upon all of the terms and conditions of this LeaseLease (including, without limitation, Article Twenty-four hereof) except for that during the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For First Renewal Term the initial year of the renewal term, the Base Index fixed rent payable hereunder shall be the CPI U for MarchFirst Renewal Term Fixed Rent. In applying the provisions of Article Twenty-four hereof on and after the first day of the Renewal Term, 2012, subparagraphs (h) and for each subsequent year, the Base Index (i) of Section 24.3 of Article Twenty-four shall be deemed to read, respectively, “‘Base Real Estate Taxes’ shall mean the CPI U RE. Tax Share of the Real Estate Taxes for the month of March one year Tax Year ending immediately prior to the Comparison Indexyear in which the First Renewal Term commences and ‘Base COM’ shall mean the O.E. Share of the Cost of Operation and Maintenance for the Computation Year ending immediately prior to the year in which the First Renewal Term commences”. The Base Rent for Adjustment Purposes “First Renewal Term Fixed Rent” shall mean, be 90% of the annual Fair Market Rental Value (determined in accordance with the provisions of this Article) for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the First Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedTerm.

Renewal Option. (a) Tenant If the term of this Lease shall then be in full force and effect and Lessee has complied fully with its obligations hereunder, Lessee shall have the right and option to extend the term of this Lease for one renewal term, two (2) successive periods of five (5) years duration. The renewal term, if exercised, shall commence each (the first five (5) year period being hereafter referred to as the “First Renewal Term” and the second five (5) year period being hereafter referred to as the “Second Renewal Term”) commencing on the day immediately following the expiration Expiration Date of the initial Term hereof, April 1, 2013. The option to extendor First Renewal Term, as well as the commencement case may be, provided however that Lessee shall give Lessor notice of its election to extend the renewal termterm no earlier than twenty-one (21) months prior to the applicable Expiration Date nor later than fifteen (15) months prior to the applicable Expiration Date, shall be conditioned on no uncured events TIME BEING OF THE ESSENCE in connection with the exercise of default by Tenant then existingeach of Lessee’s options pursuant to this Article. (b) Tenant Such extension of the term of this Lease shall be upon the same covenants and conditions, as herein set forth except for the Fixed Basic Rent (which shall be determined in the manner set forth below), and except that Lessee shall have no further right to extend the term of this Lease after the exercise its renewal of the second option only by delivering written described in paragraph (a) of this Section. If Lessee shall duly give notice of same its election to Landlord extend the term of this Lease, the First Renewal Term or the Second Renewal Term, as the case may be, shall be added to and become a part of the Term of this Lease (but shall not later than one (1) year prior be considered a part of the initial Term), and any reference in this Lease to the expiration “Term of this Lease”, the then current term“Term hereof”, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option any similar expression shall be deemed a waiver of all rights under this Sectionto include such renewal term, and, in which event this Lease addition, the term “Expiration Date” shall terminate upon expiration or earlier termination thereafter mean the last day of the then current applicable renewal term. During the First Renewal Term or the Second Renewal Term, Lessor shall have no obligation to perform any alteration or preparatory or other work in and to the Premises and Lessee shall continue possession thereof in its “as is” condition. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except If Lessee exercises its option for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the either renewal term, the Base Index Fixed Basic Rent during the First Renewal Term or the Second Renewal Term, as the case may be, shall be ninety-five percent (95%) of the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U fair market rent for the month Premises, as hereinafter defined. (d) Lessor and Lessee shall use their best efforts, within thirty (30) days after Lessor receives Lessee’s notice of March one year prior its election to extend the Comparison IndexTerm of this Lease (“Negotiation Period”), to agree upon the Fixed Basic Rent to be paid by Lessee during the First Renewal Term or Second Renewal Term, as the case may be. The Base If Lessor and Lessee shall agree upon the Fixed Basic Rent for Adjustment Purposes shall mean, for the each year of the applicable renewal term, the Minimum Annual Rent under parties shall promptly execute an amendment to this Lease stating the Fixed Basic Rent for the applicable renewal term. (e) If the parties are unable to agree on the Fixed Basic Rent during the Negotiation Period, then within fifteen (15) days after notice from the other party, given after expiration of the Negotiation Period, each party, at its cost and upon notice to the other party, shall appoint a person to act as an appraiser hereunder, to determine the fair market rent for the Premises. Each such person shall be a real estate broker or appraiser with at least ten years’ active commercial real estate appraisal or brokerage experience (involving the leasing of office space as agent for both landlords and lessees) in effect for the County of Monmouth. If a party does not appoint a person to act as an appraiser within said fifteen (15) day period; the person appointed by the other party shall be the sole appraiser and shall determine the aforesaid fair market rent. Each notice containing the name of a person to act as appraiser shall contain also the person’s address. Before proceeding to establish the fair market rent, the appraisers shall subscribe and swear to an oath fairly and impartially to determine such rent. If the two appraisers are appointed by the parties as stated in the immediately preceding yearparagraph, they shall meet promptly and attempt to determine the fair market rent. If they are unable to agree within forty-five (45) days after the appointment of the second appraiser, they shall attempt to select a third person meeting the qualifications stated in the immediately preceding paragraph within fifteen (15) days after the last day the two appraisers are given to determine the fair market rent. If they are unable to agree on the third person to act as appraiser within said fifteen (15) day period, the third person shall be appointed by the American Arbitration Association (the “Association”), upon the application of Lessor or Lessee to the office of the Association nearest the Building. The Base Index and Comparison Index for each year person appointed to act as appraiser by the Association shall be required to meet the qualifications stated in the immediately preceding paragraph. Each of the Renewal Term parties shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year bear fifty percent (50%) of the renewal termcost of appointing the third person and of paying the third person’s fees. The third person, Minimum Annual Rent however selected, shall increase be required to a sum equal take an oath similar to that described above. The third appraiser shall conduct such hearing and investigations as he may deem appropriate and shall, within thirty (30) days after the Base Rent for Adjustment Purposesdate of his appointment, increased determine the fair market rent by selecting the fair market rent determined by either the appraiser selected by Lessor or the appraiser selected by Lessee. The third appraiser shall have no discretion other than to choose the fair market rent determined by one half of the CPI Adjustmentother two appraisers by the process commonly known as “baseball arbitration”. Notwithstanding the foregoing, but in no event shall such Minimum Annual (i) the Fixed Basic Rent during the First Renewal Term be less than the Base Fixed Basic Rent during the last year of the initial Term of this Lease and (ii) the Fixed Basic Rent during the Second Renewal Term be less than the Fixed Basic Rent during the last year of the First Renewal Term. (f) After the fair market rent has been determined by the appraiser or appraisers and the appraiser or appraisers shall have notified the parties, at the request of either party, both parties shall execute and deliver to each other an amendment of this Lease stating the Fixed Basic Rent for Adjustment Purposes the First Renewal Term or the Second Renewal Term, as the case may be. (g) If the Fixed Basic Rent for such year. Upon the First Renewal Term has not been agreed to or established prior to the commencement of the renewal termFirst Renewal Term, Landlord then Lessee shall notify Tenant pay to Lessor an annual rent (“Temporary Rent”) which Temporary Rent shall be equal to one hundred percent (100%) of the Minimum Annual Fixed Basic Rent in effect payable by Lessee for the last year of the initial Term. If the Fixed Basic Rent for the Second Renewal Term has not been agreed to or established prior to the commencement of Second Renewal Term, then Lessee shall pay to Lessor an annual rent (“Temporary Rent”) which Temporary Rent shall be equal to one hundred percent (100%) of the Fixed Basic Rent payable by Lessee for the last year of the First Renewal Term. Thereafter, if the parties shall agree upon a Fixed Basic Rent, or the Fixed Basic Rent shall be established upon the determination of the fair market rent by the appraiser or appraisers, at a rate at variance with the Temporary Rent (i) if such year; Fixed Basic Rent is greater than the Temporary Rent, Lessee shall promptly pay to Lessor the difference between the Fixed Basic Rent determined by agreement or the appraisal process and the Temporary Rent, or (ii) if such Fixed Basic Rent is less than the Temporary Rent, Lessor shall promptly pay to Lessee to Lessee’s subsequent monthly installments of Fixed Basic Rent the difference between the Temporary Rent and the Fixed Basic Rent determined by agreement or the appraisal process. (h) In describing the fair market rent, the appraiser or appraisers shall be required to take into account the rentals at which leases are then being concluded (as of the last day of the initial Term for the First Renewal Term and as of the last day of the First Renewal Term for the Second Renewal Term) (for five (5) year leases without renewal options with the lessor and lessee each acting prudently, with knowledge and for self-interest, and assuming that neither is under undue duress) for comparable space in the event Building and in comparable office buildings in the County of Monmouth. (i) The option granted to Lessee under this Article 54 may be exercised only by Lessee, its affiliates, permitted successors and assigns, and not by any subtenant or any successor to the interest of Lessee by reason of any delay action under the Bankruptcy Code, or by any public officer, custodian, receiver, United States Trustee, trustee or liquidator of Lessee or substantially all of Lessee’s property. Lessee shall have no right to exercise this option subsequent to the date Lessor shall have the right to give the notice of termination referred to in calculation because Article 13 of the Lease unless Lessee cures the default within the applicable grace period. Notwithstanding the foregoing, Lessee shall have no right to extend the term if, at the time it gives notice of its election (i) Lessee shall not be in occupancy of at least seventy-five percent (75%) of the Building or (ii) more than twenty-five percent (25%) of the Building shall be the subject of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedsublease.

Renewal Option. (a) Provided (i) this Lease is in effect and Tenant is not in default hereunder beyond any applicable grace period, either at the time of any exercise of this option or at the time of the commencement of the applicable Renewal Term (as hereinafter defined), and (ii) Tenant shall be in occupancy of all of the Leased Premises, Tenant shall have the option to renew this Lease for two (2) consecutive five (5) year renewal terms (each a "Renewal Term") upon the same terms as in this Lease, except that (A) the Basic Rent during each Renewal Term shall be determined as provided in this Section, (B) the terms of this Lease relating to Landlord's Contribution shall not apply to such Renewal Terms and (C) Tenant shall have the no right and option to extend renew the term of this Lease for one renewal term, of five (5) years durationany period beyond the second Renewal. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only such option, if at all, by delivering written notice of same ("Tenant's Notice") to Landlord not later than one given at least eighteen (118) year calendar months prior to the expiration of the then current termTerm (as the same may have been extended by any Renewal Term). Upon Landlord's receipt of Tenant's Notice, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of be automatically extended for the then current term. (c) The renewal termapplicable Renewal Term with the same force and effect as if the applicable Renewal Term had been originally included in the Term, if exercised, shall be upon all of subject to the terms and conditions of this Lease, except Section. (b) The Basic Rent for each Renewal Term shall be (i) the fair market Basic Rent for the change Leased Premises, as agreed upon by Landlord and Tenant or in Minimum Annual Rent whichthe absence of agreement, if exercisedas determined by arbitration in accordance with the terms of Section 28, shall be calculated as follows: For the initial year of the renewal termcommencement of the applicable Renewal Term. (c) Following the giving of Tenant's Notices, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year on a date which is not less than six (6) months prior to the Comparison Index. The Base expiration of the Term, Landlord shall send a notice ("Landlord's Notice") to Tenant of Landlord's estimate of the annual fair market Basic Rent for Adjustment Purposes the Leased Premises during the applicable Renewal Term. If Tenant shall meannot accept Landlord's estimate, for Landlord and Tenant shall attempt to agree on the each year of Basic Rent to be paid during such Renewal Term. In the renewal term, event that Landlord and Tenant shall not have agreed upon the Minimum Annual Basic Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of to be paid by Tenant during the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year by the date which is three (3) months prior to the expiration of the renewal termTerm, Minimum Annual such dispute shall be submitted to arbitration in accordance with the provisions of Section 28 and this Section, and the arbitrator shall determine the annual fair market Basic Rent of the Leased Premises (taking into account the terms of this Lease relating to the payment of Additional Charges during the Renewal Term), and the Basic Rent to be paid during such Renewal Term shall increase be determined based upon the Arbitrator's determination, subject to a sum the provisions of this Lease. (d) If, upon the commencement of any Renewal Term, the Basic Rent payable by Tenant during such Renewal Term shall not have been determined, Tenant shall, effective as the commencement of such Renewal Term, pay an amount equal to the Base Rent for Adjustment Purposesand Additional Charges payable by Tenant during the twelve (12) months immediately preceding the applicable Renewal Term, increased by one half the CPI Adjustment, but in no event shall subject to adjustment upon determination of such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such yearBasic Rent. Upon the commencement determination of such Basic Rent, Tenant shall promptly pay to Landlord any underpayment of Basic Rent by Tenant since the beginning of the renewal termRenewal Term and, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay overpayment of such Basic Rent by Tenant since the beginning of such Renewal Term, Landlord shall pay Tenant the amount of such overpayment. (e) Nothing in calculation because of a delay in publication of the applicable Comparison Indexthis Section shall affect Tenant's obligation to pay Additional Charges under this Lease. During each Renewal Term, Tenant shall pay rent on Additional Charges in accordance with the provisions of this Lease, with the Operating Expense Base for each such Renewal Term being the Operating Expenses for the calendar year in which the Renewal Term commences and the Base Real Estate Tax Amount for each such Renewal Term being the Real Estate Taxes for the Tax Year in which the Renewal Term commences. In determining the annual fair market Basic Rent of the Premises, no value shall be allocated (by Landlord, Tenant or the arbitrator) to any Alterations made by Tenant in or to the Leased Premises, but there shall be taken into account based upon the Minimum Annual Rent previously rental for comparable premises in effectcomparable Buildings in the Westchester County area and the rentable area of the Leased Premises. (f) In the event that Tenant exercises its option in respect of a Renewal Term in accordance with this Section, to be adjusted when the Comparison Index is publishedterm "Term" as defined in Section 1 shall mean the Original Term as extended by such Renewal Term.

Renewal Option. Provided that (ai) this Lease shall be in full force and effect as of the date of the Renewal Notice (as hereinafter defined) and as of the Expiration Date; (ii) there shall not then be existing a default under this Lease which is continuing after notice by Landlord to Tenant and the expiration of the applicable cure period, (iii) Tenant shall be in actual occupancy of not less than two (2) full floors of the entire Premises (portions of the premises occupied by other parties pursuant to Section 11.12 shall be deemed to be occupied by Tenant for the purposes of this Section 26.01), then Tenant originally herein named shall have the right and one (1) option to extend the term Term of this Lease for one renewal term, a period of five ten (510) years duration. The renewal term, if exercised, shall commence (the “Renewal Term”) commencing on the day immediately following after the expiration Expiration Date. Such option shall be exercisable by written notice (the “Renewal Notice”) to Landlord given not earlier than twenty four (24) months prior to nor later than fifteen (15) months prior to the Expiration Date. The Renewal Term shall constitute an extension of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, and shall be upon all of the same terms and conditions as the initial Term, except that (i) there shall be no further option to renew the Term of this LeaseLease in the Renewal Term, except (ii) Landlord shall not be required to furnish any materials or perform any work to prepare the Premises for the change in Minimum Annual Rent which, if exercised, Tenant’s occupancy and Landlord shall not be calculated as follows: For the initial year of the renewal term, the Base Index shall required to reimburse Tenant for any Alterations made or to be the CPI U for March, 2012made by Tenant, and for each subsequent year, (iii) the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes the Renewal Term shall mean, for be payable at a rate per annum equal to the each year fair market rental value of the renewal term, Premises as of the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year first day of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year as determined by Landlord based upon comparable space in the Building (including existing executed leases, as well as pending transactions pursuant to letters of intent) and in comparable buildings in the vicinity of the renewal termBuilding, Minimum Annual including all of Landlord’s services provided for in this Lease, and with the Premises considered as vacant, and in “as is” condition on the Renewal Term Commencement Date. The calculation of the fair market value shall take into account all relevant factors and may include escalations on a fixed or CPI basis. During the Renewal Term, all Additional Rent that Tenant is obligated to pay under this Lease during the initial Term hereof for Real Estate Taxes and Operating Expenses shall increase to continue without interruption, it being the intention of the parties hereto that the Renewal Term shall be deemed a sum equal part of and continuation of the initial Term of this Lease. If Tenant shall duly and timely give the Renewal Notice, then not later than twelve (12) months prior to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termExpiration Date, Landlord shall notify Tenant respond to Tenant’s Renewal Notice with Landlord’s calculation of fair market value, provided, however, (i) the Minimum Annual Rent fact that the base years for Real Estate Taxes and Operating Expenses shall remain unchanged and shall be taken into account in effect for determining fair market value hereunder, and (ii) Landlord shall not be bound by such year; in Landlord’s calculation of fair market value if the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, parties determine fair market value pursuant to be adjusted when the Comparison Index is publishedSection 26.02.

Renewal Option. (a) Tenant shall have the right and option to extend renew the term Term for all of this Lease the Premises for one (1) renewal term, term of five (5) years duration. The renewal term, if exercised, (the “Renewal Term”) which shall commence on the day immediately following the expiration of the initial Term hereofand end on the fifth (5th) anniversary of the Expiration Date, April 1, 2013unless such Renewal Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The option Renewal Term shall commence only if (a) Tenant shall have notified Landlord in writing of Tenant’s exercise of such renewal right not more than fifteen (15) months nor less than twelve (12) months prior to extendthe Expiration Date, as well as (b) at the commencement time of the exercise of such right and immediately prior to the Expiration Date, no Event of Default shall have occurred and be continuing hereunder, (c) the Tenant named herein (i.e., K▇ ▇▇▇▇▇▇▇▇ & Company, LLC) shall not have assigned the Lease and shall be in occupancy of one hundred percent (100%) of the rentable area of the Premises at the time such notice is given, and (d) there shall not have occurred any material adverse change in the financial condition of Tenant from the condition described in the financial statements submitted by Tenant to Landlord in connection with this Lease, Time is of the essence with respect to the giving of the notice of Tenant’s exercise of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essenceoption. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, Renewal Term shall be upon all of the terms agreements, terms, covenants and conditions of this Leasehereof binding upon Tenant, except for that the change in Minimum Annual Fixed Rent which, if exercised, shall be calculated determined as follows: For provided in Section 28.2 and Tenant shall have no further right to renew the initial year of Term following the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year expiration of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such yearTerm. Upon the commencement of the renewal termRenewal Term, Landlord (A) the Renewal Term shall notify Tenant be added to and become part of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication Term (but shall not be considered part of the applicable Comparison Indexinitial Term), Tenant (B) any reference to “this Lease,” to the “Term,” and “term of this Lease” or any similar expression shall pay rent on account based upon be deemed to include such Renewal Term, and (C) the Minimum Annual Rent previously in effect, to be adjusted when expiration of such Renewal Term shall become the Comparison Index is publishedExpiration Date.

Renewal Option. (a) Provided this Lease is in full force and effect and no Event of Default exists immediately prior to (i) the date Tenant delivers to Landlord the First Election Notice (as hereinafter defined) and (ii) the expiration of the initial term of this Lease, Tenant shall have the right and option (the "First Renewal Option") to extend renew the term of this Lease (the "First Renewal Option") for one renewal term, all of the Demised Premises for an additional five (5) years duration. The renewal term, if exercised, shall commence year term (the "First Renewal Term") commencing on the day immediately date (the "First Renewal Term Commencement Date") following the expiration Expiration Date of the initial term of this Lease and ending on the date immediately prior to the fifth (5th) anniversary of the First Renewal Term hereof, April 1, 2013Commencement Date (which date shall hereupon be and become the Expiration Date of this Lease). The option First Renewal Option shall be exercised by written notice (the "First Election Notice") to extend, as well as Landlord delivered no later than six (6) months prior to the commencement Expiration Date of the renewal term, initial term of this Lease. The annual Fixed Rent for the First Renewal Term shall be conditioned on no uncured events equal to the fair market rental value of default by Tenant then existingthe Demised Premises as determined pursuant to the provisions of Section 46.3(b) hereof. (b) Provided that Tenant has exercised the First Renewal Option and provided further that this Lease is in full force and effect and no Event of Default exists immediately prior to (i) the date Tenant delivers to Landlord the Second Election Notice (as hereinafter defined) and (ii) the expiration of the First Renewal Term, Tenant shall exercise its renewal have the option only to renew the term of this Lease (the "Second Renewal Option") for all of the Demised Premises for an additional five (5) year term (the "Second Renewal Term") commencing on the date (the "Second Renewal Term Commencement Date") immediately following the Expiration Date of the First Renewal Term and ending on the date immediately preceding the fifth (5th) anniversary of the Second Renewal Term Commencement Date (which date shall thereupon be and become the Expiration Date of this Lease). The Second Renewal Option shall be exercised by delivering written notice of same (the "Second Election Notice") to Landlord not delivered no later than one six (16) year months prior to the expiration of the then current term, which notice First Renewal Term. The annual Fixed Rent for the Second Renewal Term shall be due on or before March 31, 2012, time being determined pursuant to the provisions of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termSection 46.3(c) hereof. (c) The renewal termProvided that Tenant has exercised the First and Second Renewal Options and provided further that this Lease is in full force and effect and no Event of Default exists immediately prior to (i) the date Tenant delivers to Landlord the Third Election Notice (as hereinafter defined) and (ii) the expiration of the Second Renewal Term, if exercised, Tenant shall be upon have the option to renew the term of this Lease (the "Third Renewal Option") for all of the terms Demised Premises for an additional five (5) year term (the "Third Renewal Term") commencing on the date (the "Third Renewal Term Commencement Date") immediately following the Expiration Date of the Second Renewal Term and conditions ending on the date immediately preceding the fifth (5th) anniversary of the Third Renewal Term Commencement Date (which date shall thereupon be and become the Expiration Date of this Lease, except for the change in Minimum Annual Rent which, if exercised, ). The Third Renewal Option shall be calculated as follows: For exercised by written notice (the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year "Third Election Notice") to Landlord delivered no later than six (6) months prior to the Comparison Indexexpiration of the Second Renewal Term. The Base annual Fixed Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.Third

Renewal Option. (a) Subject to the expansion rights of other tenants in the Building, Tenant shall have the right to renew and option to extend the term Term of this Lease with respect to the Premises then subject to this Lease for the Renewal Term (herein so called) described below, upon and subject to the following terms and conditions: 1. Tenant may extend this Lease for one renewal term, (1) Renewal Term of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering Tenant's giving written notice of same thereof to Landlord not no later than one twelve (112) year months prior to the expiration of the then current term, which notice original Term. The Renewal Term shall be due on or before March 31, 2012, time being commence immediately upon the expiration of the essenceoriginal Term and upon exercise by Tenant of its right to a Renewal Term, the Expiration Date of the Term shall automatically become the last day of the Renewal Term. If Tenant does not exercise its rights to a Renewal Term in a timely manner, Tenant’s 's failure to timely exercise an option shall conclusively be deemed a waiver of all its rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termto a Renewal Term. (c) 2. The renewal termexercise by Tenant of its right to the Renewal Term must be made, if exercisedat all, shall be upon all of by written notice executed by Tenant and delivered to Landlord on or before the terms and conditions of this Leasedate set forth above, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year but not earlier than eighteen (18) months prior to the Comparison Indexexpiration of the original Term. The Once Tenant shall exercise its rights to the Renewal Term, Tenant may not thereafter revoke such exercise. Tenant shall not have the right to exercise the Renewal Term if an Event of Default under this Lease has occurred and is then continuing, either at the time Tenant gives notice of its election or immediately prior to the commencement of the Renewal Term. 3. Tenant shall take the Premises "as is" for the Renewal Term and Landlord shall have no obligation to make any improvements or alterations to the Premises. 4. Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each first year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be $30.35 per square foot of Rentable Area of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Premises. The Base Rent for Adjustment Purposes, increased by one half during the CPI Adjustment, but in no event Renewal Term shall such Minimum Annual Rent be less than thereafter escalate annually on the Base Rent for Adjustment Purposes for such year. Upon anniversary date of the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent Renewal Term in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.accordance with Section 3.02

Renewal Option. 36.01 Provided that Tenant is not in monetary or material non-monetary default after notice hereunder on (ai) the date Tenant delivers to Landlord the Election Notice (unless simultaneously with Tenant’s delivery of the Election Notice, Tenant cures the default) and (ii) the expiration date of the initial Term (it being understood that Landlord may waive any of such conditions in its sole discretion), Tenant shall have the right and option to extend renew the initial Term (the “Renewal Option”) with respect to the entire Premises for one (1) additional five (5) year term (the “Renewal Term”) commencing on the day after the last day of the initial Term and ending on the last day of the month immediately preceding the month in which occurs the fifth (5th) anniversary of the commencement date of the Renewal Term, which shall thereupon become the Expiration Date of this Lease. The Renewal Option may be exercised by notice (the “Election Notice”) to Landlord delivered no later than the date that is eighteen (18) months prior to the final day of the Term. The annual Fixed Rent for the Renewal Term shall be equal to one hundred percent (100%) of the annual fair market rental value of the Premises determined pursuant to the provisions of Sections 36.03 and 36.04 hereof. 36.02 Notwithstanding anything herein to the contrary, the Renewal Option may not be exercised by Tenant unless the named Tenant herein is the Tenant hereunder and is actually occupying (i.e., exclusive of any subtenants) one hundred percent (100%) of the Premises except for any Permitted Licensees at the time of the delivery by Tenant of the Election Notice and on the expiration date of the initial term. If the foregoing condition shall not be fully satisfied, then at Landlord’s option Tenant’s Election Notice shall be null and void and of no force or effect and Tenant shall have no further right to renew this Lease pursuant to the terms of this Article 36. 36.03 This Lease, as so extended during the Renewal Term, shall be upon the same terms and conditions as contained in this Lease, except that (i) the annual Fixed Rent for the Renewal Term shall be equal to one renewal termhundred percent (100%) of the annual fair market rental value of the Premises, determined in the manner set forth in this Article 36 as of the commencement date of the Renewal Term, it being agreed that such annual fair market rental value shall be a “gross rent” (i.e., with the PILOT Rate (or Taxes, if applicable), Expenses and the CAM Amount being paid on an escalated basis above a base number, which base number therefor is included in the gross rent), it being understood that such fair market value shall be based upon Landlord’s then determined rentable square footage of the Premises; (ii) the Premises shall be delivered in its then “AS IS” condition; (iii) Landlord shall not be required to do any work to the Premises or to provide any work allowance or fixed rent abatement period or concession in connection with Tenant’s continued occupancy of the Premises; (iv) Tenant shall continue to pay Recurring Additional Rent in accordance with the terms of Article 4 hereof, it being agreed that the base period for the PILOT Rate (or the base year for Tenant’s Tax Payment, if applicable), and the base year for Expenses during the Renewal Term shall be the PILOT Semi-Annual Period (for PILOT), the New York City real estate fiscal year (for Taxes), or the calendar year (for Expenses) in which occurs the commencement date of the Renewal Term, and the CAM Base Amount shall be equal to the CAM Amount for the calendar year in which occurs the commencement date of the Renewal Term; and (v) the fact that this Lease shall not contain any further Renewal Option. For purposes of this Article 36, the fair market rental value of the Premises shall be determined by taking into consideration the following factors (together with the terms of clauses (i) through (v) above): (a) the rental value for a direct lease of space of similar size and comparable condition in any first class office building located in Manhattan south of Canal Street for the first five (5) years duration. The renewal term, if exercised, shall commence on of a ten (10) year lease term and (b) the day immediately following the expiration lack of the initial Term hereof, April 1, 2013. necessity of Tenant to relocate and do additional work and (c) any other then relevant factors (which factors are subject in all events to the other express terms of this Article). 36.04 The option to extend, as well as the commencement exercise of the renewal termRenewal Option shall only be effective upon, and in strict compliance with, the following terms and conditions: (i) The Renewal Option must be exercised in the manner (and no later than the date) specifically set forth herein or the Renewal Option shall be conditioned on deemed waived and all of Tenant’s rights with respect thereto shall wholly cease, terminate and expire. Time shall be of the essence in connection with the exercise of the Renewal Option and the delivery of the Election Notice hereunder. If Tenant shall fail to timely deliver the Election Notice in accordance with the terms of this Article 36, Tenant shall have no uncured events further right to renew this Lease pursuant to the terms of default this Article 36 and Tenant agrees upon request of Landlord to confirm such non-exercise in writing, but failure to do so by Tenant then existingshall not operate to revive any rights of Tenant under this Article 36. (bii) Landlord and Tenant shall exercise its renewal option only seek to agree as to the amount of the fair market rental value of the Premises, taking into consideration the factors set forth in this Article 36. If Landlord and Tenant shall not agree as to the annual fair market rental value thereof by delivering written notice of same to Landlord not later than one the date which is seven (17) year months prior to the expiration commencement date of the Renewal Term, then current termeach of Landlord and Tenant, on the date which notice shall be due on or before March 31, 2012, time being is the later to occur of (i) the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in date which event this Lease shall terminate upon expiration or earlier termination of is four (4) months after the then current term. Election Notice is given and (cii) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year six (6) months prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year commencement date of the Renewal Term Term, simultaneously shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of meet at the renewal termBuilding management office and exchange Arbitration Notices (as defined below), Minimum Annual Rent shall increase to a sum equal and in such event said annual fair market rental value with respect to the Base Rent for Adjustment PurposesPremises shall be determined by arbitration in a single proceeding with three (3) arbitrators in accordance with the provisions of Article 35, increased by one half except that the CPI Adjustmentarbitrators so specified in such Arbitration Notices shall be licensed real estate brokers, but managers or appraisers doing business in no event shall such Minimum Annual Rent be Manhattan south of Canal Street and having not less than ten (10) years’ active experience as real estate brokers of office space or managers or appraisers of office buildings and leased office space in Manhattan south of Canal Street. In making their determinations, the Base Rent for Adjustment Purposes for such year. Upon arbitrators shall (a) consider only the commencement of criteria set forth in Section 36.03 hereof and follow the renewal termdirections set forth in this Article 36 and (b) calculate the annual fair market rental value with respect to the Premises on a “gross basis” (i.e., Landlord shall notify Tenant of with the Minimum Annual Rent in effect for such year; PILOT Rate (or Taxes, if applicable), Expenses and the CAM Amount being paid on an escalated basis above a base number, which base number therefor is included in the event of any delay gross rent) by selecting either the fair market rental value proposed by Landlord or the fair market rental value proposed by Tenant in calculation because of a delay in publication of the applicable Comparison Indextheir respective Arbitration Notices (i.e., Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedso-called “baseball” arbitration without compromise).

Renewal Option. (a) Section 29.1 Tenant shall have the right and right, at its option (the “First Renewal Option”), to extend renew the initial term of this Lease Lease, for one the entire Premises, for an initial renewal term, of five term (5the “First Renewal Term”) years duration. The renewal term, if exercised, shall commence commencing on the day immediately following the expiration Expiration Date (the “First Renewal Term Commencement Date”) and expiring on the third (3rd) anniversary of the initial Expiration Date (the “First Renewal Term hereof, April 1, 2013Expiration Date”). The option Tenant shall have no right to extend, as well as exercise the commencement First Renewal Option unless all of the renewal term, following conditions have been satisfied on the date of the First Renewal Notice (as defined below) and on the First Renewal Term Commencement Date: (a) No Event of Default shall have occurred and be conditioned on no uncured events of default by Tenant then existing.continuing under this Lease; (b) The named Tenant hereunder (or a permitted assignee, successor or transferee pursuant to Sections 14.8 or 14.9, but not any other assignee or successor tenant), and its Affiliates shall exercise its renewal option only by delivering written notice of same to Landlord occupy not later less than one seventy-five percent (175%) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term.then-existing Premises Area; and (c) The renewal term, if exercised, there shall be upon all not have occurred any material adverse change in the financial condition of Tenant from the terms and conditions of condition described in the financial statements submitted by Tenant to Landlord in connection with this Lease, except . Section 29.2 If Tenant elects to renew this Lease for the change in Minimum Annual Rent whichFirst Renewal Term, if exercised, Tenant shall be calculated as follows: For give Landlord notice thereof (the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, “First Renewal Notice”) not more than eighteen (18) months and for each subsequent year, the Base Index shall be the CPI U for the month of March one year not less than nine (9) months prior to the Comparison IndexExpiration Date, and time shall be of the essence with respect to the giving of the First Renewal Notice. The Base Rent for Adjustment Purposes If Tenant shall meansend the First Renewal Notice within the time and in the manner herein provided, this Lease shall be deemed renewed for the each year of First Renewal Term upon the renewal termterms, the Minimum Annual Rent under covenants and conditions in this Lease in effect for contained, with the immediately preceding year. The Base Index and Comparison Index for each year exception of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedFixed Rent.

Renewal Option. (a) 22.1. Landlord hereby grants to Tenant shall have the right and an option to extend the term of this Lease Term for one renewal term, (1) period of five (5) years duration. The renewal term, if exercised, shall commence on (a “Renewal Term”) upon the day immediately following the expiration conditions: (i) Tenant has not previously sublet any part or all of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. Premises or assigned this lease; (bii) Tenant shall exercise its renewal option only by delivering has delivered to Landlord written notice of same its intention to Landlord exercise the option (“Renewal Notice”) not later less than one two hundred seventy (1270) year days prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being Term of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of lease; and (iii) all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the lease terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of be the renewal termsame as in the lease, Minimum Annual except that Tenant shall pay Base Rent shall increase to a sum for the Renewal Term in an amount equal to the greater of either: (A) the Base Rent for Adjustment Purposesapplicable to the last month of the then-expiring term, increased by one half or (B) 95% of the CPI AdjustmentFair Market Rent (defined herein) determined as of the date of Tenant’s Renewal Notice; it being the intention of the parties that, but notwithstanding the Fair Market Rent, Tenant will in no event shall such Minimum Annual Rent be pay an amount less than the Base Rent applicable to the last month of the then-expiring term. 22.2. In addition to the conditions set forth in Section 22.1, ▇▇▇▇▇▇’s right to exercise its option for Adjustment Purposes for a Renewal Term shall be suspended at the election of Landlord during any period in which a Default has occurred and is continuing, but the period of time within which such yearoption may be exercised shall not be extended. Upon Notwithstanding Tenant’s due and timely exercise of its option, if, after such exercise and prior to the commencement of the renewal termRenewal Term, a Default occurs and is continuing, then landlord shall have the right in its sole and absolute discretion to cancel Tenant’s exercise of the option by delivery of written notice to Tenant prior to commencement of the applicable Renewal Term. 22.3. In the event Tenant exercises its option for a Renewal Term pursuant to the terms of this Section 22, landlord and Tenant shall determine the Fair Market Rent for the Premises during the Renewal Term as follows: (i) Within twenty (20) calendar days after Landlord receives the Renewal Notice, Landlord shall notify deliv!;!r to Tenant a notice of the Minimum Annual proposed Base Rent for the Renewal Term (“Landlord’s Rent Notice” ). (ii) Within twenty (20) calendar days after receipt of Landlord’s Rent Notice, Tenant may, at its option, deliver to Landlord a notice of Tenant’s proposed Base Rent for the Renewal Term (“Tenant’s Rent Notice”). Landlord shall deem receipt of Tenant’s Rent Notice a rejection of Landlord’s Rent Notice. If Landlord does not receive Tenant’s Rent Notice within the aforementioned twenty (20) calendar days, then the parties shall deem the Base Rent set out in effect Landlord’s Rent Notice accepted by both parties as the Fair Market Rent for such year; the Premises. (iii) Within fifteen (15) calendar days after receipt of Tenant’s Rent Notice, Landlord shall deliver to Tenant a notice of its acceptance or rejection of Tenant’s proposed Base Rent. If Landlord does not deliver notice of its acceptance or rejection of the Tenant’s proposed Base Rent within the aforementioned thirty (30) days, then Tenant’s proposed Base Rent shall be deemed rejected by Landlord. (iv) If Landlord rejects ▇▇▇▇▇▇’s proposed Base Rent, the parties shall obtain an appraisal of the Fair Market Rent for the Premises by a member of the American Institute of Real Estate Appraisers mutually acceptable to both Landlord and Tenant (“Appraiser”). Landlord and Tenant shall share equally the cost of the appraisal. The parties hereby agree that the Appraiser’s determination of the Fair Market Rent for the Renewal Term will be final and binding on both parties. “Fair Market Rent” as used in this Section 22 means the annual base rent at which tenants comparable to Tenant, as of the date of Tenant’s Renewal Notice, are renewing leases for a comparable term and space comparable to the Premises, from a willing, comparable landlord, at arm’s length, which comparable space is located in “Comparable Buildings” in the event vicinity of any delay in calculation because the Building (i.e., of a delay similar age and quality, considering any recent renovations or modernization, and floor plate size or, if such Comparable Buildings, or comparable space within Comparable Buildings, is not available, adjustments shall be made in publication determination of Fair Market Rent to reflect the age and quality of the applicable Comparison IndexBuilding and the Premises as contrasted to other buildings used for comparison purposes), Tenant shall pay rent on account based upon with similar amenities, taking into consideration size, location, floor level, proposed term of the Minimum Annual Rent previously in effectlease, extent of services to be adjusted when provided, the Comparison Index time that the particular rate under consideration became or is publishedto become effective, annual escalations, the improvements to the Premises, as well as all tenant concessions and inducements and the creditworthiness of the tenant (including Tenant). Additionally, in considering comparable space within Comparable Buildings, appropriate adjustments shall be made to the standard measurement by which the rentable square footage is measured, the ratio of rentable square feet to usable square feet, the type of escalation clause (e.g., whether increases in rent and additional rent are determined on a net or gross basis, and if gross, whether such increases are determined according to a base year or a base dollar amount expense stop), the extent of tenant’s liability under the lease, abatement provisions reflecting free rent and/or no rent during the period of construction or any other period during the Term.

Renewal Option. (a) Tenant shall have Provided that this Lease is not previously cancelled or terminated, and provided that Lessee is not in default hereunder beyond the right expiration of any applicable notice, grace and option to extend cure period, the term Term of this Lease shall be automatically extended for one three (3) consecutive renewal term, terms of five ten (510) years durationeach (each, a “Renewal Term”), unless, with respect to any Renewal Term, Lessee provides irrevocable written notice to Lessor electing not to exercise the renewal option (herein, a “Renewal Option”) applicable to such Renewal Term in accordance with the provisions of this Section 6. The renewal term, Renewal Option applicable to each Renewal Term shall be automatically elected for such Renewal Term only if exercised, shall commence on the day immediately following (x) Lessee is not in default hereunder beyond the expiration of any applicable notice, grace and cure period, on the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement date of automatic exercise of the renewal termRenewal Term and on the date that such Renewal Term commences and (y) Lessee shall have exercised all prior Renewal Options under this Lease. Furthermore, in no event shall any Renewal Option be effective for any Renewal Term for less than all of the Sites then comprising the Premises covered by this Lease. Further, once Lessee provides irrevocable written notice to Lessor electing not to exercise the Renewal Option for any particular Renewal Term, then Lessee shall no longer be permitted or entitled to, and shall be conditioned on no uncured events of default by Tenant deemed to have waived, any other then existingremaining Renewal Term. (b) Tenant shall exercise its renewal option only The Fixed Annual Rent to be paid by delivering written notice of same to Landlord not later than one (1) year prior to the expiration Lessee during each of the then current term, which notice Renewal Terms shall be due as described in Section 3 of this Lease, subject to escalations described in Section 3 of this Lease. For example, if Lessee exercises the first Renewal Option, the Fixed Annual Rent shall increase on or before March 31, 2012, time being the first day of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Sectionfirst Renewal Term, and each third (3rd) anniversary thereof, as provided in which event this Lease shall terminate upon expiration or earlier termination of the then current termSection 3(b). (c) The renewal termLessee shall notify Lessor in writing of its election not to extend the Term of this Lease for the Renewal Terms at least eighteen (18) months prior to the date of expiration of the Initial Term or the Renewal Term then in effect, if exercised, and such notice shall be upon given in the manner hereinafter provided. Under no circumstances shall Lessee be entitled to renew this Lease for less than all of Sites comprising the Premises as set forth on Schedule “A” attached hereto and by this reference made a part hereof (as same may be amended from time to time pursuant to the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, ). Time shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior essence as to the Comparison Index. The Base Rent for Adjustment Purposes shall meangiving of notices under this Section 6. (d) If Lessee elects not to renew this Lease by providing written notice to Lessor pursuant to this Section 6, for or if an Event of Default occurs and is continuing, then Lessor will have the each year right during the remainder of the renewal term, the Minimum Annual Rent under this Lease Term then in effect for and, in any event, Lessor will have the immediately preceding year. The Base Index and Comparison Index for each year right during the last eighteen (18) months of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year Term, to (i) advertise the availability of the renewal term, Minimum Annual Rent shall increase Premises for sale or reletting and to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based erect upon the Minimum Annual Rent previously in effect, Premises signs indicating such availability and (ii) show the Premises to be adjusted when the Comparison Index is publishedprospective purchasers or tenants or their agents at such reasonable times as Lessor may select.

Renewal Option. (a) Tenant shall have the right and option to extend renew this Lease (“Renewal Option”) with respect to the entirety of the Premises, as depicted on Exhibit A (and including, if applicable, any space in the Building taken pursuant to the Right of First Offer provided for in Section 2.7, with respect to which the expiration of the term of the applicable lease for such space taken pursuant to such Right of First Offer coincides with the Expiration Date of this Lease Lease) for one renewal term, (1) additional term of five (5) years duration. The renewal term(“Renewal Term”), if exercised, shall commence on the day immediately following the commencing upon expiration of the initial Term hereof, April 1, 2013Term. The option Renewal Option must be exercised, if at all, by written notice given by Tenant to extendLandlord not earlier than twelve (12) months nor later than nine (9) months prior to expiration of the initial Term. If Tenant properly exercises the Renewal Option, as well as references in the Lease to the Term shall be deemed to include the Renewal Term. The Renewal Option shall be null and void and Tenant shall have no right to renew this Lease if on the date Tenant exercises the Renewal Option or on the date immediately preceding the commencement date of the renewal term, Renewal Term a Default beyond the applicable cure period shall have occurred and be conditioned on no uncured events of default by Tenant then existingcontinuing hereunder. (b) If Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to properly exercises the expiration of Renewal Option, then during the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon Renewal Term all of the terms and conditions set forth in this Lease as applicable to the Premises during the initial Term shall apply during the Renewal Term, including without limitation the obligation to pay Rent Adjustments, except that (i) Tenant shall accept the Premises in their then “as-is” state and condition and Landlord shall have no obligation to repaint, remodel, repair or make or pay for any improvements to the Premises, (ii) during the Renewal Term the Monthly Base Rent payable by Tenant shall be the Fair Market Rent during the Renewal Term, determined as hereinafter set forth, and (iii) there shall be no further option to renew or extend the Term of this Lease. (c) For purposes of this Section, except for the change in Minimum Annual Rent whichterm “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increases, if exercisedany, shall be calculated as follows: For the initial year for space comparable in size, location and quality of the renewal term, the Base Index shall be the CPI U for March, 2012, Premises under primary lease (and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior not sublease) to the Comparison Index. The Base Rent for Adjustment Purposes shall meannew 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 each year of Premises are situated and the renewal termlike, the Minimum Annual Rent under this Lease situated in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal termcomparable buildings in Emeryville, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedCalifornia.

Renewal Option. (a) Section 33.1 Tenant shall have the right and right, at its option (the “Renewal Options”), to extend renew the term initial Term of this Lease for (i) one renewal term, term of five (5) years duration. The renewal term(the “First Renewal Term”) commencing on the day following the Expiration Date (the “First Renewal Term Commencement Date”) and expiring on the twentieth (20th) anniversary of the Full Rent Date (the “First Renewal Term Expiration Date”) and (ii) one additional term of five (5) years (the “Second Renewal Term”, if exercisedand together with the First Renewal Term, shall commence each a “Renewal Term”), commencing on the day immediately succeeding the First Renewal Term Expiration Date (the “Second Renewal Term Commencement Date” and, together with the First Renewal Term Commencement Date, each a “Renewal Term Commencement Date”) and expiring on the twenty-fifth (25th) anniversary of the Full Rent Date (the “Second Renewal Term Expiration Date” and, together with the First Renewal Term Expiration Date, each a “Renewal Term Expiration Date”), consisting of the entire Premises or, at Tenant’s option, a portion thereof consisting of a Renewable Portion, together with, at Tenant’s option, the entire Fourth Floor Space. Tenant shall have no right to exercise or consummate any Renewal Option unless on the date Tenant gives Landlord the applicable Renewal Notice, this Lease shall be in full force and effect and no monetary Event of Default or material non-monetary Event of Default shall have occurred and be continuing under this Lease, and unless each of the following conditions have been satisfied on the expiration date Tenant gives Landlord the applicable Renewal Notice and on the applicable Renewal Term Commencement Date: (i) Tenant shall renew a Renewable Portion; and (ii) Tenant shall be in Actual Occupancy of at least 100,000 RSF (not counting the RSF of the Fourth Floor Space). Section 33.2 (a) Provided that all of the conditions precedent set forth in this Article 33 are fully satisfied, Tenant may elect to lease the Premises (or the Renewable Portion) for the applicable Renewal Term by delivering notice to Landlord (the “Renewal Notice”), which is no later than the date (the “Outside Exercise Date”) which is twenty (20) months prior to (i) the Expiration Date of the initial Term hereof, April 1, 2013. The option to extendof this Lease or (ii) the First Renewal Term Expiration Date, as well as the commencement case may be. Time shall be of the renewal termessence as to Tenant’s giving of the Renewal Notice. If Tenant fails to timely give any applicable Renewal Notice, Tenant shall have no further rights under this Article 33 and the Renewal Options contained herein, and Landlord shall be conditioned on under no uncured events further obligation to offer to renew or extend the Term of default by Tenant then existing. (b) Tenant this Lease. Any Renewal Notice shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to specify in detail the expiration Renewable Portion of the then current termPremises as to which the applicable Renewal Option is exercised if such Renewal Option is exercised for less than the entire Premises. In the event that Tenant gives a Renewal Notice which fails to specify a Renewable Portion as to which such Renewal Notice applies, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option such Renewal Notice shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to apply to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedentire Premises.

Renewal Option. 36.01 (a) Provided that (i) this Lease is in full force and effect as of the date of the Renewal Notice (as such term is hereinafter defined), and (ii) Tenant shall not be in default beyond any applicable notice and grace period under this Lease, and (iii) Tenant and/or Tenant Affiliates shall physically occupy at least seventy-five percent (75%) of the rentable area of the Premises, the Tenant named in this Lease (or a Tenant Successor) shall have the right and one option to extend the term Term of this Lease for one renewal term, an additional term of five (5) years duration. The renewal term, if exercised, shall commence (the “Renewal Term”) commencing on the day immediately following after the expiration Expiration Date. Tenant’s option with respect to the Renewal Term shall be exercisable by written notice (the “Renewal Notice”) to Landlord given not later than fifteen (15) months prior to the Expiration Date. The Renewal Term shall constitute an extension of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, and shall be upon all of the same terms and conditions as the initial Term, except that (i) there shall be no further option to renew the Term of this Lease, except (ii) Landlord shall not be required to furnish any materials or perform any work to prepare the Premises for Tenant’s occupancy and Landlord shall not be required to make any Landlord contribution or work allowance or reimburse Tenant for any Alterations made or to be made by Tenant, or grant Tenant any rent concession, (iii) the Fixed Rent for the change in Minimum Annual Rent which, if exercised, Renewal Term shall be calculated as follows: For determined pursuant to the initial year provisions of Sections 36.01(b), (c) and (d), and shall commence on the first day of the renewal termRenewal Term, (iv) the Base Index Tax Amount for the Renewal Term shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U Taxes for the month of March one year prior to Tax Year during which the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year commencement of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal termoccurs, Minimum Annual Rent shall increase to a sum equal to and (v) the Base Rent Operating Year for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event Renewal Term shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon Operating Year during which the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedRenewal Term occurs.

Renewal Option. A. Provided that no Event of Default then exists under this Lease, Landlord agrees to grant Tenant a one-time non-recurring option (a“Option”) Tenant shall have to renew the right and option to extend the term of this Lease for the period commencing on the first day of the one renewal term, of hundred twenty fourth (124th) full calendar month after the Commencement Date (the “Option Term Commencement Date”) for an additional five (5) years duration. The renewal term, if exercised, shall commence on year term (the “Option Term”) through the last day immediately following the expiration of the initial sixtieth (60th) full calendar month thereafter (the “Option Term hereofExpiration Date”), April 1upon the same terms and conditions contained in the Lease, 2013. The option to extend, as well as except that: (i) the commencement annual Basic Rent for the Option Term (the “Renewal Rent”) shall be one hundred percent (100%) percent of the renewal termfair market value for the Option Term, shall to be conditioned on no uncured events established as of default by Tenant then existing. the time period which is six (b6) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year months prior to the expiration Option Term Commencement Date (the “Market Value Rent”), which Market Value Rent shall in no event be less than the Basic Rent due and payable on the Expiration Date. Upon ▇▇▇▇▇▇’s exercise of the then current termOption, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option Option Term shall be deemed a waiver portion of all rights under this Sectionthe term of the Lease. B. The Option granted hereby must be exercised by Tenant by delivery of a written notice (“Option Notice”) to Landlord on or by a date which is twelve (12) months prior the Expiration Date, TIME BEING OF THE ESSENCE WITH RESPECT TO TENANT’S DELIVERY OF SUCH OPTION NOTICE. If such notice is not received by such date, the Option shall be deemed null and void and of no further force and effect. C. The parties shall have fifteen (15) Business Days after Landlord receives the Option Notice in which to agree on the Renewal Rent. If the parties agree on the Renewal Rent during the aforesaid period, they shall immediately execute an amendment to the Lease stating the Renewal Rent. D. If the parties are unable to agree on the Renewal Rent within the aforesaid period, then within thirty (30) days after the expiration of that period, each party, at its cost and by giving notice to the other party, shall appoint a real estate appraiser with at least ten (10) years full time office building leasing appraisal experience in the Piscataway, New Jersey area, in which event order to finally establish the Renewal Rent for the Option Term in the manner hereinbelow set forth. If the two appraisers are appointed by the parties as stated in this Lease paragraph, they shall terminate upon expiration or earlier termination meet promptly and attempt to set the Renewal Rent for the Option Term. If they are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to elect a third appraiser meeting the qualifications stated in this paragraph within thirty (30) days after the last day the two appraisers are given to set ​ the Renewal Rent. If they are unable to agree on a third appraiser, either of the then current term. parties to the Lease by giving thirty (c30) days notice to the other party, they shall apply to the American Arbitration Association for the selection of a third appraiser who meets the qualifications stated in this paragraph. Each of the parties shall bear one half of the cost of appointing the third appraiser and of paying the third appraiser’s fee. The renewal termthird appraiser, if exercisedhowever selected, shall be upon all a person who has not previously acted in any capacity for either party. E. Within thirty (30) days after the selection of the terms and conditions third appraiser, a majority of this Lease, except the appraisers shall set the Renewal Rent for the change in Minimum Annual Option Term. If a majority of the appraisers are unable to set the Renewal Rent whichwithin the stipulated period of time, if exercised, the three appraisals shall be calculated as follows: For added together and their total divided by three; the initial year of the renewal term, the Base Index resulting quotient shall be the CPI U Renewal Rent for March, 2012the Demised Premises during the Option Term, and all other Lease provisions shall remain unmodified and in full force and effect. F. After the Renewal Rent for each subsequent yearthe Option Term has been set, the Base Index appraisers shall immediately notify the parties and such determination shall be final and binding on the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedparties hereto.

Renewal Option. (a) Tenant shall have the right and option to extend the Initial Term for two (2) separate, consecutive renewal periods totaling an aggregate of ten (10) years (each, a “Renewal Option”), under and subject to the following terms and conditions: (a) The first renewal term (the “First Renewal Term”) shall be for a period of this Lease for one renewal termeither three (3), of four (4), five (5), six (6) years duration. The renewal termor seven (7) years, if exercisedat Tenant’s option, shall commence commencing on the day immediately following the expiration Initial Expiration Date, and expiring at midnight on the day immediately preceding the third (3rd), fourth (4th), fifth (5th), sixth (6th) or seventh (7th) anniversary thereof, as the case may be (“First Renewal Expiration”). Notwithstanding the foregoing, in the event that upon the exercise of the initial first Renewal Option, Landlord’s then-current loan is scheduled to mature within five (5) years, then the First Renewal Term hereof, April 1, 2013may not be less than five (5) years. The option to extendsecond renewal term (the “Second Renewal Term”) shall be for a period of ten (10) years less the number of years of the First Renewal Term, commencing on the day immediately following the First Renewal Expiration, and expiring at midnight on the day immediately preceding the third (3rd), fourth (4th), fifth (5th), sixth (6th) or seventh (7th) anniversary thereof, as well the case may be. The First Renewal Term and the Second Renewal Term are collectively referred to as the commencement of the renewal term“Renewal Terms” (and each a “Renewal Term”). If Tenant fails to exercise any Renewal Option, all subsequent Renewal Options shall be conditioned on null and void and of no uncured events of default by Tenant then existingfurther force and effect. (b) Each Renewal Term shall be on the same terms and conditions contained in this Lease, except that (i) the Minimum Rent shall be at the then prevailing Fair Market Rental Rate (as hereinafter defined and as hereinafter determined) for the Premises, and (ii) Tenant shall exercise its renewal option only either, as elected by delivering written notice of same to Landlord not later than one Landlord, (1) year prior be granted a concession package for new comparable leases (including tenant improvement allowance, free rent build-out period and other concessions then given in the Wilmington, Delaware market) or (2) receive a rent reduction equal to the expiration payment necessary to amortize the value of such concessions at *** percent (***%) over the Renewal Term so exercised. For the avoidance of doubt a “new comparable lease” contemplates a tenancy involving office and laboratory uses which may, but shall not necessarily, approximate Tenant’s use of the then current termoverall space contained in the Premises. In the event that market comparables for new comparable leases are of greater or lesser length than the applicable Renewal Term, which notice the concessions provided to Tenant in connection with such Renewal Term shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termequitably adjusted. (c) The renewal As used herein, the “Fair Market Rental Rate” shall mean the then prevailing market rate for new (not renewal) leases for a term, if exercisedcomparable use and comparable office and/or laboratory space (which may require a composite rent that blends different sources of office or laboratory leasing) in the Wilmington, Delaware market, as hereinafter determined, taking into account all relevant factors including prevailing concessions being offered tenants in the Wilmington, Delaware market; provided, however, that no value shall be upon all of the terms ascribed to Tenant’s laboratory trade fixtures and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; equipment in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedPremises at such time.

Renewal Option. SECTION 40.01. Provided (ai) Tenant is not then in default under any of the terms, covenants or conditions of this Lease on Tenant's part to be observed or performed beyond any applicable grace periods for the curing of such default; and (ii) Tenant and its subsidiaries and affiliates (as defined in Section 11.05), in contradistinction to any subtenants or occupants, shall then be in occupancy of at least sixty (60%) percent of the space leased to Tenant under this Lease (for the purposes of this Article 40, any space leased to Tenant under this Lease which has been eliminated from the Demised Premises pursuant to Section 11.03 shall be deemed space leased to Tenant under this Lease), Tenant shall have the right and single option to extend the term of renew this Lease and the Demised Term for one a single renewal term, term (referred to as the "Renewal Term") of five (5) years duration. The renewal term, if exercised, shall commence commencing on the day immediately date next following the expiration of the initial Term hereofExpiration Date set forth in Section 1.02.A. and ending, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior unless sooner terminated pursuant to the expiration of the then current termterms, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the terms covenants and conditions of this LeaseLease or pursuant to law, except for on the change in Minimum Annual Rent which, if exercised, shall be calculated last day (referred to as follows: For the initial year "Extended Expiration Date") of the renewal term, calendar month in which the Base Index shall be day immediately preceding the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year fifth (5th) anniversary date of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year commencement of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year occur. If Tenant exercises such option in accordance with the provisions and limitations of this Article, this Lease and the renewal term, Minimum Annual Demised Term shall be renewed for the Renewal Term at a Fixed Rent shall increase to a sum equal to the Base Rent for Adjustment Purposesfair market annual rental value of the Demised Premises as of the commencement date of the Renewal Term, increased as agreed by one half the CPI Adjustmentparties or determined in accordance with the provisions of Section 40.03, but in no event shall such Minimum Annual the Fixed Rent for the Renewal Term be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Fixed Rent in effect for as of the Expiration Date (before giving effect to any abatement or apportionment of the Fixed Rent) but otherwise upon the same then executory terms, covenants and conditions as the original Demised Term (including, but not limited to, Owner's Basic Tax Liability set forth in Section 23.01.D. and Base Operating Expenses set forth in Section 23.01.I.) SECTION 40.02. The option set forth in Section 40.01 may only be exercised by notice given by Tenant to Owner on or prior to the date which is one (1) year immediately preceding the commencement date of the Renewal Term. Time is of the essence with respect to the exercise of such year; in option. Tenant shall not have the right to give any such notice after the date which is one (1) year immediately preceding the commencement date of the Renewal Term, and any notice given after said date, purporting to exercise such option shall be void and of no force and effect. SECTION 40.03. In the event of any delay in calculation because of a delay in publication Owner and Tenant are unable to agree as to the fair market annual rental value of the applicable Comparison IndexDemised Premises for the Renewal Term pursuant to Section 40.01 then, upon the demand of either Owner or Tenant, such fair market annual rental value shall be determined by arbitration as follows; (a) Within thirty (30) days after notice by either party requesting arbitration of the issue (i) the parties shall agree upon a single impartial arbitrator to determine such fair market annual rental value and (ii) each party shall deliver to the other a determination (referred to as the "Fair Market Determination") of what it believes is the fair market annual rental value of the Demised Premises as of November 1, 2007. If Owner and Tenant shall pay rent on account based have failed to agree upon such single impartial arbitrator within such period of thirty (30) days, then such single impartial arbitrator shall be appointed by the Minimum Annual Rent previously American Arbitration Association, or its successor pursuant to its rules for commercial matters, or if at such time such association is not in effectexistence and has no successor, to be adjusted when then by the Comparison Index is published.presiding Justice of the Appellate Division, First

Renewal Option. Landlord and Tenant hereby acknowledge that this First Amendment provides for the early extension of the Term of a portion of the Premises, referred to herein as the Extension Term Premises; however, this First Amendment shall in no event be deemed to be an exercise of the Renewal Option provided to Tenant pursuant to Section 34 (aRENEWAL OPTION) of the Lease, and such Renewal Option shall remain in full force and effect, in accordance with the terms set forth in such Section 34; however, only for that portion of the Premises which is not identified as the Extension Term Premises, and therefore not subject to the Term of the Extension Term Premises, as provided in this First Amendment. Accordingly, the Renewal Option, which is for a term of approximately four (4) years and seven (7) months, expiring on October 31, 2008 (the "Renewal Term"), shall be applicable to that portion of the Premises consisting of approximately 117,765 rentable square feet (16,973 usable square feet, pursuant to EXHIBIT A of the Lease), consisting of floors 4,5,11,12 and 20 (hereafter known as the "Remaining Premises"). Pursuant to the terms of such Section 34 of the Lease, any renewal as to a portion of the Remaining Premises must consist of entire contiguous floors; however, notwithstanding the terms of such Section 34 to the contrary, but in accordance with the concept of "entire contiguous floors", Tenant hereby agrees that (i) in the event that Tenant elects to exercise the Renewal Option for only one floor of the Remaining Premises, such one floor shall be the twentieth (20th) floor; (ii) in the event that Tenant elects to exercise the Renewal Option for only two floors, such floors shall be the 4th and 5th floors block; (iii) Tenant shall only have the right to elect to exercise the Renewal Option for the 11th and option 12th floors if Tenant has also elected to extend exercise the term Renewal Option for 4th and 5th floors block; and (iv) in addition to the terms of subsection (i) hereof, the election to exercise the Renewal Option for the 20th floor may be exercised in conjunction with the exercise of the Renewal Option for the 4th and 5th floor block, or with the exercise of the Renewal Option with respect to the entire Remaining Premises. In the event the Renewal Option is not exercised, or the parties cannot agree upon the Prevailing Rental Rate for the Renewal Term as such applies to the Remaining Premises, then the Term of the Lease for the Remaining Premises shall expire as of the Termination Date set forth in the Lease, and Tenant shall vacate, quit and surrender the Remaining Premises to Landlord in accordance with the terms of the Lease; however, the Lease shall continue with respect to the Extension Term Premises, in accordance with the terms of this Lease for one renewal term, of five (5) years durationFirst Amendment. The renewal term, if In the event the Renewal Option is exercised, and the parties reach an agreement concerning the Prevailing Rental Rate and resulting Base Rent for the Renewal Term, then Landlord and Tenant shall commence on execute an amendment to the day immediately following Lease within thirty (30) days after the expiration determination of the initial Prevailing Rental Rate and resulting Base Rent for the Renewal Term hereof, April 1, 2013. The option to extend, as well as for the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current termRemaining Premises, which notice amendment shall be due on or before March 31set forth the Renewal Term, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of Base Rent and all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the other terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal as such apply to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedRemaining Premises.

Renewal Option. Section 2.7 of the Lease (as set forth in Section 6 of the Third Amendment) is hereby deleted and replaced with the following: Lessee is hereby granted two (2) options to renew this Lease upon the following terms and conditions: (a) Tenant At the time of the exercise of each of the options to renew and at the time of each of said renewals, no Event of Default shall have exist, and the right and option to extend the term of this Lease for one renewal term, of five (5) years duration. The renewal term, if exercisedLessee, shall commence on the day immediately following the expiration not have sublet, except to any subsidiary, parent or affiliate or successor by way of merger or consolidation or permitted assignee or subtenant for which no Lessor consent is required, more than fifty percent (50%) of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existingExisting Premises. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration Notice of the then current term, which notice shall be due on or before March 31, 2012, time being exercise of the essence. Tenant’s failure to timely exercise an first option shall be deemed a waiver of all rights under this Sectionsent to the Lessor in writing by January 31, in which event this Lease shall terminate upon expiration or earlier termination 2016. Notice of the then current termexercise of the second option shall be sent to the Lessor in writing by January 31, 2021, TIME HEREBY BEING MADE OF THE ESSENCE in each case. (c) The renewal term, if exercised, terms shall be upon for the term of five (5) years each, the First Renewal Term, to commence at the expiration of the Second Extended Term of this Lease and the Second Renewal Term to commence at the expiration of the First Renewal Term, and all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less other than the Base Rent, shall apply during each such Renewal Term. (d) The Annual Base Rent for Adjustment Purposes for such year. Upon to be paid during the First Renewal Term (November 1, 2016 through October 31, 2021) shall be fair rental value per square foot at the commencement of the renewal termFirst Renewal Term multiplied by the square footage of the Premises. The Annual Base Rent to be paid during the Second Renewal Term (November 1, Landlord 2021 through October 31, 2026) shall be the fair rental value per square foot at the commencement of the Second Renewal Term multiplied by the square footage of the Premises. In determining the fair rental value, the Lessor shall notify Tenant Lessee of the Minimum fair rental value as established by Lessor. Should Lessee dispute Lessor's determination, then the Lessee shall be free to, at the Lessee's sole cost and expense, employ the services of (i) a real estate appraiser familiar with office buildings located within the Ches▇▇▇ ▇▇▇nty, Pennsylvania area comparable to the Building, who shall be a member of The Appraisal Institute who is unaffiliated with Lessor or Lessee, or (ii) a licensed, commercial real estate broker with a minimum of ten (10) years experience with office buildings located within the Ches▇▇▇ ▇▇▇nty, Pennsylvania area comparable to the Building who is unaffiliated with Lessor or Lessee (the “Appraiser”), and who shall render an appraisal. If the Lessor and the Lessee's Appraiser cannot agree on the fair rental value, or in such case, on an independent Appraiser acceptable to both, either party may request the American Arbitration Association to appoint such independent Appraiser who shall be familiar with office buildings in the area of the Building and in such event the judgment of a majority of the two Appraisers and Lessor shall be final and binding upon the parties. The parties shall share equally in the cost of any such independent appraiser. Pending resolution of the issue of fair rental value, the Lessee shall pay Lessor as of commencement of the First or Second Renewal Term, as the case may be, the Annual Base Rent as established by Lessor, subject to retroactive adjustment upon final determination of this issue. Notwithstanding anything to the contrary above, once the fair rental value for the Renewal Term has been determined pursuant to the foregoing, Lessee shall have fifteen (15) days thereafter to advise Lessor whether Lessee elects to renew the Lease for the Renewal Term at such fair rental value, or to rescind its exercise of the option to renew. In the event that Lessee rescinds its option to renew, Lessee shall be entitled to remain in the Premises for the greater of (i) ninety (90) days following the determination of the fair rental value or (ii) the expiration of the Term or the First Renewal Term, in effect for such year; in prior to the event of any delay in calculation because of a delay in publication exercise of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.option to

Renewal Option. THESE RENEWAL OPTIONS are attached as Exhibit E to the Industrial Lease between VERDE LIBRAMIENTO AEROPUERTO LLC., as Landlord, and INTERNATIONAL MANUFACTURING SOLUTIONS OPERACIONES, S. DE ▇.▇. DE C.V., as Tenant, and constitutes the further agreement between Landlord and Tenant as follows: (a) Provided that as of the time of the giving of the First Extension Notice and the Commencement Date of the First Extension Term, (i) Tenant is the Tenant originally named herein, (ii) Tenant actually occupies all of the Premises initially demised under this Lease and any space added to the Premises, and (iii) no event of default exists or would exist but for the passage of time or the giving of notice, or both; then Tenant shall have the right and option to extend the Lease Term for an additional term of thirty-six (36) months (such additional term is hereinafter called the “First Extension Term”) commencing on the day following the expiration of the Lease Term (hereinafter referred to as the “Commencement Date of the First Extension Term”). Tenant shall give Landlord notice (hereinafter called the “First Extension Notice”) of its election to extend the term of the Lease Term at least six (6) months, but not more than twelve (12) months, prior to the scheduled expiration date of the Lease Term. (b) Provided that as of the time of the giving of the Second Extension Notice and the Commencement Date of the Second Extension Term, (i) Tenant is the Tenant originally named herein, (ii) Tenant actually occupies all of the Premises initially demised under this Lease and any space added to the Premises, and (iii) no event of default exists or would exist but for one renewal termthe passage of time or the giving of notice, or both and provided Tenant has exercised its option for the First Extension Term; then Tenant shall have the right to extend the Lease Term for an additional term of five thirty-six (536) years duration. The renewal term, if exercised, shall commence months (such additional term is hereinafter called the “Second Extension Term”) commencing on the day immediately following the expiration of the initial First Extension Term hereof, April 1, 2013. The option (hereinafter referred to extend, as well as the commencement “Commencement Date of the Second Extension Term”). Tenant shall give Landlord notice (hereinafter called the “Second Extension Notice”) of its election to extend the term of the Lease Term at least six (6) months, but not more than twelve (12) months, prior to the scheduled expiration date of the First Extension Term. (c) The Base Rent payable by Tenant to Landlord during the First Extension Term shall be the then prevailing market rate for comparable space in the Building and comparable buildings in the vicinity of the Building, taking into account the size of the Lease, the length of the renewal term, market escalations and the credit of Tenant. The Base Rent shall not be conditioned reduced by reason of any costs or expenses saved by Landlord by reason of Landlord’s not having to find a new tenant for such premises (including, without limitation, brokerage commissions, costs of improvements, rent concessions or lost rental income during any vacancy period). In the event Landlord and Tenant fail to reach an agreement on no uncured events of default by Tenant then existing. such rental rate and execute the Amendment (bdefined below) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one at least four (14) year months prior to the expiration of the Lease Term, then current term, which notice shall be due on or before March 31, 2012, time being Tenant’s exercise of the essence. Tenant’s failure to timely exercise an renewal option shall be deemed a waiver of all rights under this Section, in which event this withdrawn and the Lease shall terminate upon on its original expiration or earlier termination of the then current termdate. (cd) The renewal term, if exercised, Base Rent payable by Tenant to Landlord during the Second Extension Term shall be upon all the then prevailing market rate for comparable space in the Building and comparable buildings in the vicinity of the terms and conditions Property, taking into account the size of this the Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year length of the renewal term, term and the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month credit of March one year prior to the Comparison IndexTenant. The Base Rent shall not be reduced by reason of any costs or expenses saved by Landlord by reason of Landlord’s not having to find a new tenant for Adjustment Purposes shall meansuch premises (including, for without limitation, brokerage commissions, costs of improvements, rent concessions or lost rental income during any vacancy period). In the each year event Landlord and Tenant fail to reach an agreement on such rental rate and execute the Amendment (defined below) at least four (4) months prior to the expiration date of the First Extension Term, then Tenant’s exercise of the renewal term, option shall be deemed withdrawn and the Minimum Annual Rent under this Lease in effect for shall terminate at the immediately preceding year. The Base Index and Comparison Index for each year end of the Renewal First Extension Term. (e) The determination of Base Rent does not reduce the Tenant’s obligation to pay or reimburse Landlord for Total Operating Costs or other reimbursable items as set forth in the Lease, and Tenant shall reimburse and pay Landlord as set forth in the Lease with respect to such Total Operating Costs and other items with respect to the Premises during the First Extension Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to and Second Extension Term. (f) Except for the Base Rent during the First Extension Term as specified above, Tenant’s occupancy of the Premises during the First Extension Term shall be on the same terms and conditions as are in effect immediately prior to the expiration of the initial Lease Term; provided, however, Tenant shall have no further right to any allowances, credits or abatements or any options to expand, contract, renew or extend the Lease (except as set forth in subparagraph (b) above). Except for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon during the commencement Second Extension Term as specified above, Tenant’s occupancy of the renewal termPremises during the Second Extension Term shall be on the same terms and conditions as are in effect immediately prior to the expiration of the First Extension Term. (g) If Tenant does not give the First Extension Notice within the period set forth in paragraph (a) above, Tenant’s right to extend the Lease Term for the First Extension Term and the Second Extension Term shall automatically terminate. If Tenant does not give the Second Extension Notice within the period set forth in paragraph (b) above, Tenant’s right to extend the Lease Term for the Second Extension Term shall automatically terminate. Time is of the essence as to the giving of the First Extension Notice and Second Extension Notice. (h) Landlord shall notify Tenant have no obligation to refurbish or otherwise improve the Premises for the First Extension Term and/or the Second Extension Term. Subject to Landlord’s maintenance, repair and restoration obligations under the Lease, the Premises shall be tendered on the Commencement Date of the Minimum Annual Rent First Extension Term and the Commencement Date of the Second Extension Term in effect “as-is”, “where-is”, and “with all faults” condition. (i) If the Lease is extended for such year; the First Extension Term or Second Extension Term, then Landlord shall prepare and Tenant shall execute an amendment to the Lease confirming the extension of the Lease Term and the other provisions applicable thereto (the “Amendment”). If Tenant exercises its right to extend the term of the Lease for the First Extension Term and/or Second Extension Term pursuant to this Exhibit E, the term “Lease Term” as used in the event of any delay in calculation because of a delay in publication of Lease, shall be construed to include, when practicable, the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedFirst Extension Term and Second Extension except as otherwise provided herein.

Renewal Option. (a) Tenant shall have two (2) successive options (the right and option “Renewal Option”) to extend the term Term of this the Lease for one renewal term, the entire Premises then being leased to Tenant for a period of five three (53) years durationeach (the “Renewal Term”). The renewal term, if exercised, Each Renewal Term shall commence on the day immediately following after the expiration Expiration Date. Each Renewal Option shall be void if an uncured default by Tenant exists, either at the time of exercise of the initial Term hereof, April 1, 2013. The option to extend, as well as Renewal Option or the time of commencement of the renewal termRenewal Term, shall with respect to which Tenant has received notice and has had the opportunity to cure pursuant to this Agreement. Each Renewal Option must be conditioned on no uncured events of default exercised, if at all, by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same from Tenant to Landlord given not later more than one twelve (112) year months and not less than nine (9) months prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essenceTerm. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, Each Renewal Term shall be upon all of the same terms and conditions of this Leaseas the original Term, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, that (a) the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior Rent payable pursuant to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of Section 4.1 with respect to the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum be equal to the Base Prevailing Market Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon as of the commencement of the renewal termRenewal Term, Landlord as determined pursuant to Exhibit C; (b) Tenant shall notify Tenant not be entitled to any tenant improvement allowance during the Renewal Term; and (c) from and after the exercise of the Minimum Annual Rent in effect for such year; in Renewal Option, (i) all references to “Expiration Date” shall be deemed to refer to the event last day of any delay in calculation because of each Renewal Term, and (ii) all references to “Term” shall be deemed to include the Renewal Term. The Renewal Option is personal to Tenant and shall be inapplicable and null and void if Tenant sublets or assigns its interest under this Lease, other than to a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.Permitted Transferee (defined below)

Renewal Option. (a) 52.01 Tenant shall have the right and option (the “Renewal Option”) to extend the term of this Lease for one (l) renewal term, term of five (5) years duration. The renewal term, if exercised, (the “Renewal Term”) which shall commence on the day date immediately following succeeding the expiration of the initial Term hereofTerm, April 1, 2013. The option to extend, provided that on the Renewal Notice Date (as well as hereinafter defined) and on the commencement date of the renewal term, Renewal Term (i) this Lease shall be conditioned on no uncured events in full force and effect; and (ii) Tenant shall not be in default of this Lease after notice (in which event Tenant’s rights under this Article shall be suspended until the earlier of (a) Tenant’s timely and full cure of the default by Tenant then existing. alleged in such notice, at which time Tenant’s obligations hereunder shall be reinstated, and (b) the expiration of Tenant’s time in which to cure such default, at which time Tenant’s rights hereunder shall be extinguished). The Renewal Option may be exercised with respect to the entire Premises only and shall be exercisable by the Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not a notice (the “Renewal Notice”) no later than the date (the “Renewal Notice Date”) that is one hundred eighty (1180) year days prior to the expiration of the then current termTerm. In the event that Tenant fails to give the Renewal Notice by the Renewal Notice Date, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option Named Tenant shall be deemed a waiver to have waived its Renewal Option. Time is of all rights under this Sectionthe essence with respect to the giving of the Renewal Notice. Landlord shall have the right, in which event this Lease shall terminate upon expiration its sole discretion, to waive any or earlier termination all of the then current termforegoing conditions to Tenant’s exercise of the Renewal Option. Upon the giving of the Renewal Notice or in the event that the Renewal Option shall be waived, or deemed waived pursuant to the terms hereof, the Tenant shall have no further right or option to extend or renew the term of this Lease. (c) The renewal term52.02 If Tenant exercises the Renewal Option, if exercised, the Renewal Term shall be upon all of the terms same terms, covenants and conditions of as those contained in this Lease, except for that (i) the change in Minimum Fixed Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal termdetermined pursuant to Section 52.03 hereof, (ii) the Base Index Tax Year as set forth in Article 32 shall be mean the CPI U for March, 2012, and for each subsequent year, New York City Real Estate Tax Year during which occurs the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year first day of the Renewal Term Term, and (iii) the Base Year as set forth in Article 50 shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each mean the calendar year during which occurs the first day of the renewal termRenewal Term, Minimum Annual Rent and (iv) the provisions of Articles 22, 52, 54, and 55 shall increase to a sum equal to not be applicable during the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedRenewal Term.

Renewal Option. (a) 24.1. Subject to the provisions hereinafter set forth in this Article XXIV, Landlord hereby grants Tenant shall have the right and option to extend the term of this Lease Term on the same terms, conditions and provisions as contained herein, except as otherwise provided herein, for one renewal term, two (2) periods of five (5) years durationeach (the "First Renewal Term" and the "Second Renewal Term", as applicable; collectively, the "Renewal Terms"). The renewal term, if exercised, First Renewal Term shall commence on the day immediately following the expiration last day of the initial Term hereof, April 1, 2013and shall expire on the last day of the sixtieth (60th) complete calendar month thereafter. The option to extend, as well as Second Renewal Term shall commence on the commencement day following the last day of the renewal term, First Renewal Term and shall expire on the last day of the sixtieth (60th) complete calendar month thereafter. 24.2. Said options to renew shall be conditioned on no uncured events of default exercisable by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same from Tenant to Landlord of Tenant's election to exercise same, given not later than one twelve (112) year months prior to the expiration of the then current termoriginal Term or the First Renewal Term, which notice shall be due on or before March 31as applicable. If Tenant fails to exercise its option to renew for the First Renewal Term in a timely manner, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all 's rights under this SectionArticle XXIV shall cease and terminate and its rights to occupy and possess the Premises shall expire on the last day of the original Term; if Tenant fails to exercise its option to renew for the Second Renewal Term in a timely manner, in which event Tenant's rights under this Article XXIV shall cease and terminate and its right to occupy and possess the Premises shall expire on the last day of the First Renewal Term. 24.3. Tenant may only exercise said options to renew, and an exercise thereof shall only be effective if, at the time of Tenant's exercise of the option and on the commencement date of the applicable Renewal Term, this Lease is in full force and effect and no event which, with the passage of time or giving of notice, or both, would constitute an Event of Default, is then outstanding; provided, however, that Tenant shall terminate upon expiration or earlier termination have the right to exercise said option if Tenant is prosecuting the curing of a default in accordance with the then current termapplicable provisions of this Lease. (ca) The renewal term, if exercised, Base Rent during the Renewal Terms shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than greater of (i) the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in during the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.month immediately preceding the

Renewal Option. Provided (ai) there has been no more than two (2) Events of Default during the Term, (ii) Tenant is not in default at the time of exercise of the renewal option hereunder permitted, and (iii) Tenant is then in occupation of the entire of the Premises leased to Tenant as of the Commencement Date, as the same may be increased from time to time by agreement between the parties, Tenant shall have the right and option to extend the term of renew this Lease for one renewal term, (1) additional tem of five (5) years duration. The as of the date the renewal termterm is to commence, if exercised, shall commence on the day immediately following same terms and conditions set forth in the Lease, except as modified by the terms, covenants and conditions as set forth below: 40.1 If Tenant elects to exercise said option, then Tenant shall provide Landlord with written notice no earlier than the date which is twelve (12) months prior to the expiration of the initial Term, and no later than the date which is nine (9) months prior to the expiration of the initial Term. Time shall be of the essence herein so that if Tenant fails to provide such notice, Tenant shall have no further or additional right to extend or renew the term of the Lease. 40.2 The Annual Rent in effect at the expiration of the initial Term hereofof the Lease shall be adjusted to reflect the then current fair market rental for comparable space in other comparable buildings in the Galleria/West Loop submarket in Houston, April 1Texas, 2013. The option to extendaccounting for all allowances and leasing concessions, as well as of the date the renewal term is to commence, taking into account the specific provisions of the Lease except to the extent hereunder provided. In no event shall the new Monthly Installment of Rent be less than the Monthly Installment of Rent during the last month of the initial Term. Landlord shall advise Tenant of the new Annual Rent and Monthly Installment of Rent for the Premises no later than thirty (30) days after receipt of Tenant's written request therefor. Said request shall be made no earlier than thirty (30) days prior to the date on which Tenant may exercise its option under this Article 40. Said notification of the new Annual Rent and Monthly Installment of Rent may include a provision for its escalation to provide for a change in fair market rental between the time of notification and the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) . Tenant shall exercise its renewal option only by delivering have twenty (20) days from said notification to provide Landlord with written notice that Tenant accepts or rejects the revised Annual Rent and Monthly Installment of same Rent. If Tenant fails to Landlord not later than one (1) year prior to the expiration of the then current termprovide such notice, which notice shall be due on or before March 31then, 2012at Landlord's election, time being of the essence. Tenant’s failure to timely exercise an option in its sole and absolute discretion, Tenant shall be deemed a waiver of all rights under this Sectionto have waived its option to renew the Lease, in which event this Lease and Tenant shall terminate upon expiration have no further or earlier termination additional right to extend the term of the then current term. Lease. If Tenant disputes the rate quoted by Landlord and if the parties are unable to mutually agree upon a revised rate at least six (c6) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year months prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord and Tenant shall notify Tenant each appoint a qualified MAI appraiser with at least ten (10) years commercial property experience, doing business in the area in which the Building is located, and if those two (2) appraisers are unable, within twenty (20) days of their appointment, to agree upon the fair market rental of the Minimum Annual Rent Premises as of the expiration of the then current Term, then, those two independent MAI appraisers shall appoint a third MAI appraiser (similarly so qualified) and the majority shall decide upon the fair market rental for the Premises as of the expiration of the then current Term. The decision of such majority shall be final and binding on Landlord and Tenant. Landlord and Tenant shall equally share in effect for such year; the expense of this appraisal except that in the event the new Annual Rent is found to be within ten percent (10%) of the rate last quoted by Landlord prior to the appointment of Landlord’s appraiser, then Tenant shall bear the full cost of all the appraisal process. If Tenant fails to appoint a duly qualified MAI appraiser within ten (10) days of Landlord’s notification to Tenant of its appointment of an MAI appraiser, then Tenant shall be deemed to have waived its option to renew the Lease, and Tenant shall have no further or additional right to extend the term of the Lease. 40.3 Tenant shall pay for parking spaces allocated to Tenant in accordance with then prevailing market rates charged by Landlord as the same may be increased in accordance with the Building’s prevailing parking rates from time to time during the renewal term upon notice to Tenant. 40.4 The Premises shall be taken by Tenant during the renewal term, in its “AS-IS” condition and Landlord shall have no liability to perform any renovation work nor to provide any improvement allowances therefor unless otherwise agreed upon in the determination of fair market rental. 40.5 Upon exercise of this option, Tenant shall, if so requested by Landlord, execute an amendment to the Lease confirming the exercise of the option and the new Annual Rent and Monthly Installment of Rent for the Premises during the renewal term. Landlord's failure to prepare or Tenant's failure to execute such amendment shall not affect the validity of the exercise of this option or alter Tenant's obligations during the renewal term as determined hereby. 40.6 This option is personal to Petro and cannot be exercised by any assignee or sublessee. This option shall no longer be effective if Tenant subleases or transfers possession of any delay in calculation because of a delay in publication portion of the applicable Comparison IndexPremises. In addition, without limitation on any other provisions of this Article 40, this option shall terminate and be of no further force or effect if (i) Landlord terminates Tenant's right to possession due to an Event of Default, or (ii) Tenant vacates the Premises for in excess of sixty (60) days for reasons other than casualty or approved repairs, or (iii) Landlord determines, in its sole but reasonable discretion, that Tenant's financial condition or creditworthiness has materially deteriorated since the Lease Reference Date. 40.7 Upon exercise of the renewal option hereunder, Tenant shall pay rent on account based upon have no further right to extend the Minimum Annual Rent previously in effect, to be adjusted when term of the Comparison Index is publishedLease other than by mutual agreement of the parties hereto.

Renewal Option. (a) A. Provided that the Lease is in full force and effect, without the occurrence of an event of default hereunder or any defaults or breaches under any of the terms, covenants or conditions in tie Lease on Tenant’s part to observe or perform on the date that Tenant exercises the option granted herein or on the expiration date of the Lease, Tenant shall have the right and option (the ‘Extension Option”), to extend the term of this the Lease for one renewal term, of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year extension term (the “Extension term”) of three (3) years commencing on the day (the “Extension Term Commencement Date”) next succeeding the expiration date of the term and ending on the day which shall be the anniversary of said expiration date, both dates inclusive, in accordance with and subject to the arms, covenants and conditions hereinafter set forth. Tenant shall exercise the Extension Option ay sending a written notice thereof (the “Extension Notice”) to Tenant by certified mail, return which is 180 days prior to the said expiration of the then current term, which notice shall be due on or before March 31, 2012date, time being of the essence. Tenant’s failure If Tenant shall fail to timely exercise an »end the Extension Notice receipt requested, within the time and in the manner hereinabove provided, the Extension Option shall cease and terminate, and Tenant shall have no further option to extend the term. If Tenant sends the Extension Notice within the time and in the manner as hereinabove provided (one hundred and eighty (180) days prior to the end of the initial term expiration), the term of the Lease shall be deemed a waiver of extended for the Extension Term subject to the terms, covenants and conditions as herein below. B. The Extension Term shall be upon, and subject to, all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term.terms, covenants and conditions provided in the Lease for the term hereof, without any further right of extension, except that: (a) Any terms, covenants, or conditions in the Lease (as hereby amended) that are expressly or by their nature inapplicable to the Extension Term (including, without limitation, this Paragraph) shall not apply during the Extension Term; (b) The Base Rental rent payable by Tenant during the Extension Term (the “Extension Rent”) shall be an amount equal to the Fair Market Rental Value of the Premises as mutually agreeable to Landlord and Tenant to be prevailing as of the Extension Term Commencement Date on the basis of a new three year renewal of the Premises; and (c) The renewal term, if exercised, base year for expenses shall be upon all of changed to reflect the terms and conditions of this Lease, except new term. (d) The Fair Market Rental shall take into account the total rent that a comparable tenant would pay for the change comparable space in Minimum Annual Rent whicha building of substantially equivalent quality, if exercisedsize, shall be calculated as follows: For condition, and location, considering rental rates and concessions then prevalent in the initial year of marketplace, the renewal remaining lease term, the Base Index expected vacancy, and any other relevant factors C. If the term of the Lease is extended as herein before expressly provided, then Landlord shall have no obligations or duties to paint or otherwise prepare or repair the Premises, or perform any work or make any installations, in connection with the Extension Term, except as required by the Lease. When used in subsections A and B of this Paragraph, the term “Tenant” shall mean only the named Tenant in this Agreement and no assignee, subtenant or successor thereof. Lots Three (3) and Four (4), Block Two (2), SHADOW MOUNTAIN II, a Subdivision of the NE/4 of S▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇ of Tulsa, Tulsa County, State of Oklahoma, according to the Recorded Plat thereof. Landlord will agree to provide the layout attached in Exhibit “B” and re-carpet and re-paint the entire Premises at Landlord’s sole cost. Tenant agrees to pay all other expenses incurred in connection with the Tenant Improvements in the Premises. 1. Sidewalks, doorways, vestibules, halls, stairways, and similar areas shall not be obstructed nor shall refuse, furniture, boxes or other items be placed therein by Tenant or its officers, agents, servants, and employees, or used for any purpose other than ingress and egress to and from the leased premises or for going from one part of the Building to another part of the Building. Canvassing, soliciting, and peddling in the Building are prohibited. 2. Plumbing fixtures and appliances shall be used only for the CPI U purposes for March, 2012which constructed, and for each subsequent year, the Base Index no unsuitable material shall be the CPI U for the month of March one year prior to the Comparison Indexplaced therein. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously damage resulting to any such fixtures or appliances from misuse by Tenant, and Landlord shall not in effect, to any case be adjusted when the Comparison Index is publishedresponsible therefore.

Renewal Option. (aA) Tenant Lessee shall have the right and option to extend the Term of this Lease for two additional terms of five (5) years each commencing on the day following the expiration of the initial or renewal Term, as applicable, of this Lease (hereinafter referred to as the "Rent Commencement Date of the Applicable Extension Term") provided that: (i) Lessee shall give Lessor notice (hereinafter the "Extension Notice") of its election to extend the term of this Lease, which notice shall be given at least twelve (12) months prior to the expiration date of the initial Term or first Extension Term of this Lease, as applicable; and (a) Lessee has not assigned this Lease (other than pursuant to Section 7(C) or in connection with a Provid Research spin-off pursuant to Section 7(A)) or sublet more than fifty percent (50%) of the Demised Premises to another party (other than to a division, subsidiary or affiliate of Lessee) which sublease is then in effect and there is no continuing default, and no event has occurred which with the giving of notice or the passage of time, or both, would constitute a default on the part of Lessee (for one renewal termpurposes of this Section 50, a "Default"), under the Lease as of the time of the giving of the Extension Notice and the Rent Commencement Date of the Applicable Extension Term. Notwithstanding the foregoing, if a Default exists on such date that Lessee gives Lessor an Extension Notice, such notice will not be invalid as a result of the existence of such Default; provided that Lessee cures such Default and delivers evidence thereof to Lessor within sixty (60) days from the date the Extension Notice is given. If Lessee fails to cure such Default and provide Lessor with evidence thereof within such sixty (60) day period, then the Extension Notice shall become null and void upon notice from Lessor to Lessee within seventy (70) days after the date the Extension Notice is given and failure by Lessee to cure the Default within five (5) days thereafter and this Section 50 shall have no further force of effect and shall be deemed deleted from this Lease. (b) If Lessee timely gives the Extension Notice and the conditions set forth in this subparagraph (ii) have been satisfied or waived by Lessor, Lessee shall be irrevocably bound to lease the Demised Premises during the Applicable Extension Term on the terms and conditions provided in this Section 50, including, without limitation, at the Annual Base Rent determined in accordance herewith. If Lessee does not timely send an Extension Notice pursuant to this Section 50A, this Section 50 shall have no force or effect and shall be deemed deleted from this Lease. (B) The Annual Basic Rent payable by Lessee to Lessor during the first Extension Term shall be increased to ninety-five (95%) percent of the fair market rent for the Premises and shall be increased to the fair market value of the Premises for the second Extension Term, but with the base years for Base Operating Costs, Base Real Estate Taxes and Base Utility and Energy Costs being adjusted to the calendar year commencing on the January 1 preceding the Rent Commencement Date of the Applicable Extension Term. Fair market rent shall be determined by Lessor, subject to the right of Lessee to arbitrate the amount of fair market rent as hereinafter provided. At least twelve (12) months prior to the expiration date of the initial Term or first Extension Term, as applicable, but in no event more than fifteen (15) months prior to the expiration date of the initial Term or first Extension Term, as applicable, Lessee may give Lessor notice of its desire to determine Lessor's good faith estimate of the fair market rent for the Premises applicable to such Extension Term. Within thirty (30) days after Lessor receives such notice, Lessor shall give Lessee notice of such estimate. (i) In the event Lessee is entitled to extend the Term hereunder, and timely gives the Extension Notice in accordance with the provisions of Section 50A hereof, and Lessee thereafter disputes the fair market rent as 57 determined by Lessor pursuant to Section 50B hereof then at any time on or before the date occurring thirty (30) days after Lessee has been notified by Lessor of the fair market rent, Lessee may initiate the arbitration provided for herein by giving notice from Lessee, which notice shall specify the name and address of the person designated to act as an arbitrator on its behalf. (ii) Within ten (10) days after Lessor receives such notice from Lessee, Lessor shall give notice to Lessee specifying the name and address of the person designated to act as an arbitrator on Lessor's behalf. If Lessor fails to notify Lessee of the appointment of Lessor's arbitrator within such ten (10) day period, then Lessee may request the appointment of the second arbitrator in the same manner as hereinafter provided under Paragraph 50C(iii) for the appointment of a third arbitrator in a case where neither the two arbitrators appointed hereunder nor the parties are able to agree upon such appointment. (iii) The two arbitrators so chosen shall meet within ten (10) days after the second arbitrator is appointed, and if, within ten (10) days after the second arbitrator is appointed the two arbitrators do not agree upon the fair market rent, they shall together appoint a third arbitrator. In the event of their being unable to agree upon such appointment within fifteen (15) days after the appointment of the second arbitrator, the third arbitrator shall be selected by the Lessor and Lessee if they can agree thereon within a further period of five (5) days. If the Lessor and Lessee do not so agree, then Lessee, on behalf of itself and Lessor and on notice to Lessor made within thirty (30) days after the appointment of the second arbitrator, may request such appointment by the American Arbitration Association (or any successor organization thereto) in accordance with its rules then prevailing or if the American Arbitration Association (or such successor organization) shall fail to appoint said third arbitrator within thirty (30) days after such request is made, then Lessee may apply within thirty (30) days after such thirty (30) day period, on notice to Lessor, to a court of competent jurisdiction for the appointment of such third arbitrator. (iv) Each of the arbitrators selected as herein provided shall have at least ten (10) years durationexperience in the leasing and renting of office space in first class buildings in Middlesex County, New Jersey. In addition, each of the arbitrators shall be an independent party not affiliated in any way with either Lessor or Lessee. (v) If a third arbitrator is chosen as provided in Section 50C above, then such third arbitrator shall select either the fair market rent determined by the arbitrator appointed by or for Lessor or the fair market rent determined by the arbitrator selected by Lessee; the third arbitrator may not select any other amount, and may not "split the difference" between the determinations of the arbitrators selected or appointed by or for the parties. The renewal termthird arbitrator shall so determine the fair market rent of the Demised Premises and render a written certified report of his determination to both Lessor and Lessee within ten (10) days after appointment of the third arbitrator. (vi) Each party shall pay the fees and expenses of the original arbitrator appointed by or for such party, if exercisedand all other expenses (not including the attorneys fees and similar expenses of the parties which shall be borne separately by each of the parties) of the arbitration shall be borne by the parties equally. If a third arbitrator is selected or appointed, the fees and expenses of the third arbitrator shall commence on be borne equally by parties hereto. (vii) In the day immediately following event Lessee initiates the aforesaid arbitration process and as of the date of expiration of the initial Term hereof, April 1, 2013. The option to extendor first Extension Term, as well applicable, of this Lease, the amount of fair market rent for the applicable Extension Term has not been determined, Lessee shall pay the amount of Rent and Additional Rent payable from Lessor to Lessee hereunder, and when the determination of fair market rent has actually been made, an appropriate retroactive adjustment shall promptly be made effective as the commencement of the renewal termRent Commencement Date of the Applicable Extension Term, shall be conditioned on no uncured events if any, or the last day of default by Tenant then existingthe initial Term or first Extension Term, as applicable. (bviii) Tenant shall exercise its renewal option only If Lessee fails to timely initiate the arbitration process or fails to timely request the appointment of an arbitrator by delivering written notice the American Arbitration Association (or such successor organization) or by such court of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012competent jurisdiction, time being of the essence. Tenant’s failure to timely exercise an option , the Lessor's determination of the fair market rent under Section 50B above shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termconclusive. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.

Renewal Option. (a) Tenant shall have two (2) options (the right and option “Renewal Options”) to extend the term of this Lease Term for one renewal term, a period of five (5) years duration(each, a “Renewal Term”, and respectively the “First Renewal Term” and the “Second Renewal Term”). The renewal termEach Renewal Term (i) must be exercised, if exercisedat all, shall commence on as to the day immediately following the expiration entire Premises subject to this Lease as of the initial Term hereofCommencement Date (unless reduced pursuant to condemnation) and (ii) will be void if this Lease has previously expired or terminated with respect to any part of the Premises leased by Tenant hereunder as of the Commencement Date (other than as a result of condemnation), April 1or if the Premises then leased by Tenant hereunder shall be less than 100% of the Building. Each Renewal Option shall be void if an Event of Default by Tenant exists, 2013. The option to extend, as well as either at the time of exercise of the applicable Renewal Option or the time of commencement of the renewal termapplicable Renewal Term. Each Renewal Option must be exercised, shall be conditioned on no uncured events of default if at all, by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same from Tenant to Landlord given not later less than one twelve (112) year months prior to the expiration of the then current termTerm (in the case of the First Renewal Term), which notice and not less than twelve (12) months prior to the expiration of the First Renewal Term (in the case of the Second Renewal Term). For the avoidance of doubt, the Second Renewal Term shall be due on or before March 31, 2012, time being of void unless the essence. Tenant’s failure to timely exercise an option First Renewal Option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, timely exercised by Tenant. Each Renewal Term shall be upon all of the same terms and conditions of this Leaseas the original Term, except for that the change in Minimum Annual Base Rent which, if exercised, applicable to the relevant Renewal Term shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior equal to the Comparison Index. The greater of (i) Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent payable under this Lease in effect for the full year immediately preceding year. The Base Index the effectiveness of that Renewal Term or (ii) Prevailing Market Rent as of the commencement of that Renewal Term, as determined pursuant to Exhibit C. As a condition to the exercise and Comparison Index for each year the effectiveness of the Renewal Term Option, Tenant shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be required to modify the Letter of Credit so that the renewal term, Minimum Annual Rent shall increase to Letter of Credit will have a sum face amount equal to the Base Rent for Adjustment Purposes, increased Required Amount and otherwise meet the requirements of Section 4.7 with respect to the Term as extended by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement Tenant’s exercise of the renewal term, Landlord Renewal Option. The Renewal Option is personal to Tenant and shall notify be inapplicable and null and void if Tenant of the Minimum Annual Rent assigns its interest under this Lease (including an “Assignment” as defined in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedSection 15.1 but excluding short-term Subleases contemplated by Section 15.11).

Renewal Option. (a) As long as Tenant is not in default in the performance of its covenants under this Lease, Landlord shall have grant Tenant the right and option to extend renew (the “Renewal Option”) the term of this Lease for one renewal term, a period of five sixty (560) years durationadditional months (the “Renewal Term”). The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only the Renewal Option by delivering written notice of same such election to Landlord not later than one at least twelve (112) year months prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being initial term of the essencethis Lease. Tenant’s failure to timely exercise an option shall be deemed a waiver The renewal of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the same terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, (i) the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of Rental Rate during the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of be calculated based on the renewal term, Minimum Annual Rent shall increase to a sum equal to prevailing Market Base Rental Rate (as hereinafter defined) at the Base Rent for Adjustment Purposes, increased by one half time the CPI Adjustment, but Renewal Term commences (provided in no event shall such Minimum Annual Rent the Base Rental Rate be less than the then prevailing Base Rent for Adjustment Purposes for such year. Upon Rental Rate reserved in this Lease at the commencement expiration of the renewal terminitial Lease Term), Landlord (ii) Tenant shall notify Tenant have no option to renew this Lease beyond the expiration of the Minimum Annual Rent Renewal Term, (iii) Tenant shall not have the right to assign its renewal rights to any sublessee of the Premises or any portion thereof or to any assignee of the Lease, nor may any such sublessee or assignee exercise or enjoy the benefit of such renewal rights, (iv) the leasehold improvements will be provided in effect for such year; their then-existing condition (on an “as is” basis in the event broadest sense of the term) at the time the Renewal Term commences, and (v) there shall not be any rent abatement period and Tenant shall not be entitled to cash payment, concessions or allowance of any delay in calculation because of a delay in publication of nature or amount whatsoever. Notwithstanding the applicable Comparison Indexforegoing, Tenant shall pay rent on account based have no right to exercise such option to renew, and Landlord shall have no obligation to renew this Lease, unless (A) this Lease shall be in full force and effect upon the Minimum Annual Rent previously date of the exercise of the Renewal Option and upon the date of the expiration of the original term, and (B) on the date of the exercise of the Renewal Option and on the date of the expiration of the original term there shall exist no current default on the part of Tenant under this Lease. If Tenant shall fail to exercise the Renewal Option within the time permitted or conditions (A) and (B) set forth above are not entirely satisfied, the Renewal Option shall automatically terminate, this Lease shall expire at the expiration of the original term and Tenant shall have no further right thereafter to renew this Lease or to acquire any interest whatsoever in effectthe Premises. If Tenant shall remain in possession of the Premises after the expiration of the original term without there having been executed between Landlord and Tenant an amendment to this Lease as contemplated by the terms of this Section, to then Tenant shall be adjusted when the Comparison Index is publisheda Tenant holding over as provided in this Lease.

Renewal Option. (a) Tenant Section 24 of the Sublease is hereby deleted in its entirety. At any time during the Temporary Term, provided neither party has notified the other of its exercise of its right to terminate the Sublease, Assignee shall have the right and option to extend the term of this Lease for one renewal termthe Sublease to expire on June 30, 2012 (the “Renewal Option”). Assignee may exercise such option by giving written notice thereof to Sublandlord, and upon such exercise, (i) the term of five the Sublease shall be automatically extended to expire on June 30, 2012 (5the “Expiration Date”) years duration(and the Temporary Term shall be deemed terminated), and (ii) neither party shall have any further right to terminate the Sublease pursuant to subsection (a) above. In the event Assignee fails to exercise the Renewal Option on or before the end of the Temporary Term, then the Sublease shall expire at the end of the Temporary Term. The renewal termperiod from the date of Assignee’s exercise of the Renewal Option until the Expiration Date is hereinafter called the “Extended Term”. The date on which Assignee exercises the Renewal Option is hereinafter called the “Extended Term Commencement Date” or “ETCD”. Promptly after Assignee’s exercise of the Renewal Option, if exercisedSublandlord and Assignee shall execute a written agreement acknowledging such exercise of the Renewal Option; however, the term of the Sublease shall commence be extended on the day immediately following Extended Term Commencement Date, notwithstanding the failure of Sublandlord and Assignee to enter into such agreement. If Assignee does not exercise the Renewal Option on or before the expiration of the initial Term hereofTemporary Term, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option such Renewal Option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termwaived. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.

Renewal Option. (a) Landlord hereby grants to Tenant shall have the right and option conditional right, exercisable at Tenant's option, to extend renew the term of this Lease for one renewal term, (1) term ("Renewal Term") of five sixty (560) years durationmonths. The renewal term, if If exercised, and if the conditions applicable thereto have been satisfied, the Renewal Term shall commence immediately on the day immediately following the date the Lease Term would otherwise have ended as provided in this Lease. The right of renewal herein granted to Tenant with respect to the Renewal Term shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (i) Tenant shall exercise its right of renewal with respect to the Renewal Term by giving Landlord written notice ("Renewal Option Notice") thereof not later than twelve (12) months prior to the expiration date of the initial then-current Lease Term. (ii) In the event the Renewal Option Notice is not given timely or is not given, Tenant's right of renewal with respect to the Renewal Term shall lapse and be of no further force or effect. (iii) The renewal option may be exercised only with respect to the entire Premises, not with respect to only a part of the Premises. (iv) In the event there exists an Event of Default under this Lease on the date the Renewal Option Notice is sent or any time thereafter up to and including the date such Renewal Term is to commence, then, at Landlord's option, such Renewal Term shall not commence and the Lease Term shall expire on the date the Lease Term would have expired without such renewal. (v) If at the time Tenant provides the Renewal Option Notice described in subsection (a) hereof, April 1or at any time thereafter until the Renewal Term is to commence, 2013. The option Tenant has assigned or subleased the Premises, then, at Landlord's option, Tenant's rights pursuant to extend, as well as this Section 45 shall lapse and be of no further force or effect. (vi) Landlord and Tenant must execute a lease for the commencement Renewal Term nine (9) months prior to the expiration date of the renewal termthen-current Lease Term. If Landlord and Tenant do not execute a lease in accordance with the foregoing sentence, then Tenant's right pursuant to this Section 45 shall lapse and be conditioned on of no uncured events of default by Tenant then existingfurther force or effect. (b) During the Renewal Term, all the terms, conditions, covenants and agreements set forth in this Lease, including but not limited to the full pass- through of Common Area Costs and Real Estate Taxes shall continue to apply and be binding upon Landlord and Tenant, except that: (i) the Basic Rental for the Premises shall be determined as provided in Section 45(c); (ii) in no event shall Tenant shall exercise its renewal option only by delivering written notice of same have the right to Landlord not later than one (1) year prior to renew the Lease Term beyond the expiration of the then current term, which notice Renewal Term provided for in this Section 45; and (iii) Landlord shall be due on or before March 31, 2012, time being of have the essence. Tenant’s failure right to timely exercise an option shall be deemed a waiver of all rights under this Section, terminate the Lease as provided in which event this Lease shall terminate upon expiration or earlier termination of the then current termSection 45(d). (c) The renewal term, if exercised, shall be upon all Following the giving of the terms Renewal Option Notice, Landlord and conditions of this Lease, except for Tenant shall commence negotiations concerning the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year amount of the renewal termBasic Rental payable during the Renewal Term. The parties shall have thirty (30) days after the date Tenant delivers its Renewal Option Notice in which to agree on such Basic Rental. If, during such negotiation period, the Base Index parties are unable in good faith to agree on such Basic Rental, then Tenant's right of renewal shall lapse and be of no further force or effect. (d) Notwithstanding the CPI U for Marchforegoing, 2012at any time during the Renewal Term, Landlord shall have the right to terminate this Lease upon one hundred eighty (180) days written notice to Tenant ("Termination Notice"). Tenant shall vacate and for each subsequent year, surrender the Base Index shall be the CPI U for the month of March one year Premises on or prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under date specified in Landlord's Termination Notice ("Termination Date") and this Lease shall terminate at 11:59 p.m. on the Termination Date. In the event Landlord elects to terminate this Lease as provided in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termthis Section 45(d), Landlord shall notify pay to Tenant a moving allowance ("Moving Allowance") in the amount of One Dollar ($1.00) per rentable square foot of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison IndexPremises, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, said Moving Allowance to be adjusted when paid to Tenant after Tenant vacates aid surrenders the Comparison Index is publishedPremises to Landlord.

Renewal Option. It is hereby acknowledged that KPMG Peat M▇▇▇▇▇▇▇ LLC ("Existing Tenant") has heretofore been granted, among other rights, two (2) fixed expansion rights (the "First Fixed Expansion Right" and the "Second Fixed Expansion Right", respectively, and collectively, the "Superior Expansion Rights") relating to the 12th floor of the Building which, if both exercised, may affect all or a substantial portion of the Additional Premises during portions of the renewal period described in Paragraph 3 of Rider 2 to the Lease. It is further acknowledged that (a) the exercise of the First Fixed Expansion Right does not directly relate to the Additional Premises, but would thereafter result in all or a substantial portion of the Additional Premises being the potential subject of a subsequent exercise of the Second Fixed Expansion Right, and (b) in the event that the First Fixed Expansion Right is not exercised, then any subsequent exercise of the Second Fixed Expansion Right would not affect the Additional Premises in any manner. Based on the foregoing, it is hereby acknowledged and agreed that Tenant's "Renewal Option", as described in Paragraph 3 of Rider 2 to the Lease, as it relates to the Additional Premises demised hereunder, is expressly subject and subordinate to the Superior Expansion Rights, and in the event Existing Tenant, or any successor tenant under Existing Tenant's lease at the Building, exercises its First Fixed Expansion Right, then the "Renewal Option" under Paragraph 3 of said Rider 2 shall only apply with respect to the balance of the leased premises under the Lease (i.e., excluding the Additional Premises being demised hereunder). Tenant shall have the right right, at any time after February 1, 2004, to deliver written notice to Landlord requesting Landlord to inform Tenant as to whether Existing Tenant has exercised the aforedescribed First Fixed Expansion Right, and option Landlord shall respond to extend such written request within ten (10) business days after receipt thereof. In the event that Existing Tenant exercises the aforedescribed First Fixed Expansion Right, and if Tenant thereafter exercises its Renewal Option with respect to the balance of the leased premises (i.e., excluding the Additional Premises), in accordance with Paragraph 3 of Rider 2 (as such Paragraph 3 is amended by this Paragraph 13), then the term of this the Lease with respect to the Additional Premises shall terminate as of September 30, 2006, as if such date were the stated expiration date of the term of the Lease, and Tenant shall vacate and surrender possession of the Additional Premises as of such date in the same condition and in accordance with the same terms as otherwise required for one renewal surrender of the balance of the leased premises at the end of the term, of five (5) years duration. The renewal term, if exercised, shall commence on the day immediately following the expiration as provided in Article 12 of the initial Term hereofLease (failing of which shall be deemed a holding over of such space, April 1, 2013. The option subject to extend, as well as the commencement terms and conditions of Article 13 of the renewal termLease with respect thereto). In the event Tenant exercises its Renewal Option for the leased premises (including the Additional Premises) prior to Existing Tenant having exercised its First Fixed Expansion Right, and if Existing Tenant subsequently exercises such First Fixed Expansion Right, then Landlord shall be conditioned on no uncured events so notify Tenant, in writing, of default such subsequent exercise by Tenant then existing. (b) Existing Tenant, and Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one have ten (110) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, business days thereafter (time being of the essence. Tenant’s failure ) to timely withdraw its prior exercise an option shall be deemed a waiver of all rights under this Sectionthe Renewal Option by written notice thereof to Landlord with said 10-business day period, in which event this the term of the Lease shall terminate upon expiration or earlier termination expire as of the then current term. (c) The renewal term, if exercised, shall be upon all of the September 2006 in accordance with its terms and conditions without regard to Tenant's prior exercise of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the said Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedOption.

Renewal Option. 40.01 (a) Tenant shall have the right and option (the “Renewal Option”) to extend renew the term of this Lease initial Term (but not the Renewal Term) for the Renewal Premises (as hereinafter defined), subject to the terms below, for one renewal term, term of five (5) years duration. The renewal term, if exercised, shall commence (the “Renewal Term”) commencing on the day immediately following after the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as (the commencement “Renewal Term Commencement Date”) and ending on the date (the “Renewal Term Expiration Date”) immediately preceding the fifth (5th) anniversary of the renewal termRenewal Term Commencement Date or on such earlier date upon which the Renewal Term may expire or be cancelled or terminated pursuant to any of the conditions or covenants of this Sublease or pursuant to any Legal Requirement. Tenant shall have, and may exercise, the Renewal Option, and the Renewal Term shall be conditioned on no uncured events of default by Tenant then existing. commence, only if (bi) Tenant shall notifies Landlord (the “Exercise Notice”) of Tenant’s exercise its renewal option only by delivering written notice of same to Landlord the Renewal Option not later than one July 31, 2021, (1ii) year prior to this Sublease shall be in full force and effect on the expiration date that Tenant exercises the Renewal Option, (iii) at the time of the then current term, which notice shall be due on or before March 31, 2012, time being exercise of the essence. Renewal Option no Event of Default based on a monetary default or a material non-monetary default shall have occurred and be continuing hereunder, (iv) the Named Tenant’s failure to timely exercise an option , its “Affiliates” (as such term is defined in the Existing Superior Lease) or its successor by merger, consolidation or sale of assets, on the date Tenant exercises the Renewal Option and on the Renewal Term Commencement Date, occupies two or more full Base Floors, or the equivalent RSF of space in the Building above the ground floor thereof, excluding the Storage Space (but, in either case, this requirement shall be deemed a waiver of all rights under this Sectionmet if the occupancy is less by not more than 25,000 RSF), in which event this Lease shall terminate upon expiration or earlier termination (v) on the date that Tenant exercises the Renewal Option, no portion of the then current term. Building is subject to a sublease or other occupancy agreement pursuant to which any portion of the Renewal Premises will be sublet or otherwise occupied by a third-party (cother than to [JetBlue Tenants], Affiliated Persons and/or pursuant to Sections 2.12(b) and/or 9.19 hereof) during any portion of the Renewal Term, and [(vi) all of the conditions set forth in the Third Amendment of the Existing Superior Lease with respect to the renewal of the term thereof are satisfied. TIME IS OF THE ESSENCE with respect to the giving of the Exercise Notice. The renewal term, if exercised, Renewal Term shall be upon all of the terms agreements, terms, covenants and conditions of this LeaseSublease, except for that (v) Tenant shall have no further right to renew the change in Minimum Annual Rent whichTerm, if exercised, (w) there shall be calculated as follows: For the initial year of the renewal termno [***], the Base Index (x) there shall be no Tenant Allowance, (y) Tenant shall accept the CPI U Renewal Premises in its As Is-Where Is condition, except that for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year any portion of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year Premises that is not a part of the renewal termPremises on the last day of the initial Term, Minimum Annual Rent such portion(s) of the Renewal Premises shall increase also be delivered to a sum equal to Tenant on the Renewal Term Commencement Date vacant, free of tenancies and in broom clean condition, and (z) the Base Rent and Additional Rent, on a per RSF basis, payable for Adjustment Purposes, increased by one half the CPI Adjustment, but Renewal Premises for the Renewal Term will [***]. Landlord shall permit Tenant to participate in no event shall such Minimum Annual Rent be less than any rent and any other negotiation with the Base Rent for Adjustment Purposes for such yearExisting Lessor or its representatives under the Existing Superior Lease which relates to the Renewal Term. Upon If the commencement Renewal Premises constitutes a majority of the renewal termRSF being renewed pursuant to the Existing Superior Lease, then Landlord shall not agree to the “Base Rent” and “Additional Rent” payable under the Existing Superior Lease for the Renewal Term that are subject to dispute or the agreement of the parties pursuant to the Existing Superior Lease without Tenant’s prior written approval and if Tenant does not approve the proposed “Base Rent” and “Additional Rent” payable under the Existing Superior Lease for the Renewal Term, Landlord shall notify Tenant arbitrate same, with Tenant’s participation, in accordance with, and subject to, the applicable provisions of the Minimum Annual Rent in effect for such year; in Existing Superior Lease. Also if the event of any delay in calculation because of Renewal Premises constitutes a delay in publication majority of the applicable Comparison IndexRSF being renewed pursuant to the Existing Superior Lease, Landlord shall not reach any settlement of the matters being arbitrated without Tenant’s prior written approval, it being understood and agreed that with respect to any matters that Landlord, as the tenant under the Existing Superior Lease, is not permitted to dispute (including the determination by the arbitrator(s) of the “Base Rent” and “Additional Rent” payable under the Existing Superior Lease), Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, have no right of approval and no right to be adjusted when the Comparison Index is publisheddispute.

Renewal Option. (a) 40.01 Provided that this Lease shall be in full force and effect on the Expiration Date without default on the part of Tenant hereunder beyond the expiration of any applicable notice and cure period, Tenant shall have the right and option (hereinafter referred to extend as the term of "Renewal Option") to renew this Lease for one a renewal term, term (hereinafter referred to as the "Renewal Term") of five (5) years duration. The renewal termyears, if exercised, shall to commence on the day immediately following Expiration Date (hereinafter referred to as the expiration "Renewal Term Commencement Date") and to expire five (5) years thereafter (herein referred to as the "Renewal Term Expiration Date"). Tenant shall exercise the Renewal Option by sending a written notice thereof (which notice is hereinafter referred to as the "Renewal Notice") to Landlord by certified mail, return receipt requested, not less than nine (9) months prior to the Expiration Date. If Tenant shall send the Renewal Notice within the time and in the manner hereinbefore provided, this Lease shall be deemed renewed for the Renewal Term upon the terms, covenants and conditions hereinafter contained. If Tenant shall fail to send the Renewal Notice within the time and in a manner hereinbefore provided, the Renewal Option shall cease and terminate, and Tenant shall have no further option to renew this Lease. If this Lease has been assigned of all or portion of the initial Term hereofDemised Premises has been sublet, April 1this Renewal Option shall be deemed null and void and neither Tenant nor any assignee or subtenant shall have the right to exercise such option during the term of such assignment or sublease. 40.02 The Renewal Term, 2013. The option to extend, as well as the commencement of the renewal termif any, shall be conditioned on no uncured events upon, and subject to, all of default the terms, covenants and conditions provided in this Lease for the original term hereof, except that: (a) any terms, covenants, or conditions hereof that are expressly or by Tenant then existing.their nature inapplicable to the Renewal Term (including, without limitation, Articles 3, 4, and 40 hereof) shall not apply during such Renewal Term; (b) the annual fixed rent payable by Tenant during the Renewal Term (hereinafter referred to as the "Renewal Rent"), subject to adjustment as otherwise in this Lease provided, shall exercise its renewal option only by delivering written notice be an amount equal to the fair market rental value of same the Demised Premises, to Landlord not later than one be determined as provided in Section 40.03 hereof and to be calculated as the Renewal Term Commencement Date on the basis of a new five (15) year prior to the expiration lease of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term.Demised Premises; (c) The renewal termeffective upon the Renewal Term Commencement Date, (i) the Base Tax Year shall be deemed to be the year set forth in Section 5.01(b), and (ii) the Base Operating Expenses shall be deemed to be the amount set forth in Section 5.07(c). 40.03 In the event that Tenant shall exercise the Renewal Option as provided in Section 40.01 hereof, the Renewal Rent shall be determined jointly by Landlord and Tenant, and such determination shall be confirmed in a writing (hereinafter referred to as a "Rental Agreement") to be executed in recordable form by Landlord and Tenant not later than the day (hereinafter referred to as the "Determination Date") which shall be two hundred and forty (240) days next preceding the Expiration Date. In the event that Landlord and Tenant shall have failed to join in executing a Rental Agreement on or before the Determination Date because of their failure to agree, Tenant may rescind the Renewal Notice by sending written notice thereof (the "Rescission Notice") to Landlord by registered or certified mail, return receipt requested, on or before the day which is ten (10) days following the Determination Date and, in such event, the Renewal Option shall be null and void. If Tenant does not elect to send the Rescission Notice as aforesaid, then the Renewal Rent shall be determined by arbitration as follows: (a) Landlord and Tenant shall each appoint an arbitrator by written notice given to the other party hereto not later than thirty (30) days after the Determination Date. If either Landlord or Tenant shall have failed to appoint an arbitrator within such period of time and thereafter shall have failed to do so by written notice given within a period of five (5) days after notice by the other party requesting the appointment of such arbitrator, then such arbitrator shall be appointed by the American Arbitration Association or its successor (the branch office of which is located in or closest to the Borough of Fort ▇▇▇, County of Bergen), upon request of either Landlord or Tenant, as the case may be; (b) the two (2) arbitrators appointed as above provided shall appoint a third (3rd) arbitrator by written notice given to both Landlord and Tenant, and, if exercisedthey fail to do so by written notice given within thirty (30) days after their appointment, such third (3rd) arbitrator shall be upon appointed as above provided for the appointment of an arbitrator in the event either party fails to do so; (c) all of such arbitrators shall be real estate appraisers having not less than ten (10) years experience in appraising the terms fair market rental value of real estate similar to the Building located within or adjacent to the Borough of Fort ▇▇▇, County of Bergen and whose appraisals are acceptable to savings banks or life insurance companies doing business in the State of New Jersey; (d) the three (3) arbitrators, selected as aforesaid, forthwith shall convene and render their decision in accordance with the then applicable rules of the American Arbitration Association or its successor, which decision shall be strictly limited to a determination of the Renewal Rent as the case may be, within twenty (20) days after the appointment of the third (3rd) arbitrator. The decision of such arbitrators shall be in writing and the vote of the majority of them shall be the decision of all and, insofar as the same is in compliance with the provisions and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, Section 40.03 and of Section 40.04 hereof shall be calculated as follows: For the initial year binding upon Landlord and Tenant. Duplicate original counterparts of the renewal term, the Base Index such decision shall be sent forthwith by the CPI U for Marcharbitrators by certified mail, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effectreturn receipt requested, to be adjusted when the Comparison Index is published.both

Renewal Option. (a) A. Tenant shall have the right and option to extend the Term of this Lease for one (1) period of five (5) years (hereinafter called the "Extended Term"), provided Tenant shall notify Landlord in writing not less than nine (9) months prior to the Expiration Date that Tenant elects to extend the term of this Lease for one renewal term, of five and provided further that if Tenant is in default (5) years duration. The renewal term, if exercised, shall commence on the day immediately following after the expiration of any applicable grace period) on the initial Term hereof, April 1, 2013. The date of giving the option to extend, as well as notice the commencement of the renewal term, option notice shall be conditioned on no uncured events of ineffective or if Tenant is in default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to after the expiration of any applicable grace period) on the date the Extended Term is to commence, the Extended Term shall not Page 4 ------------------------------------------------------------------ commence, and this Lease shall expire at the end of the then current term. If the lease term is extended as aforesaid this Lease, which notice as extended, shall be due on upon the same terms, covenants and conditions as are set forth therein except that: (i) Base Rent shall be payable at the rate set forth in paragraph B below plus applicable sales tax; (ii) the Base Year during the Extended Term shall be calendar year 2002; (iii) Landlord shall have no obligation to contribute to or before March 31, 2012, time being make or pay for any alterations or improvements to the Premises; (iv) Tenant shall have no further option to renew or extend the term; and (v) Tenant's Lobby Share shall be payable during the Extended Term. Failure to comply with the provisions of the essence. Tenant’s failure to timely exercise an option this Paragraph A shall be deemed a complete waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termoption set forth herein. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.

Renewal Option. (a) Tenant shall have has the conditional right and option to extend the term of this the Lease for one renewal term, an additional term (the "Option Term") of five (5) years duration. The beyond the Term at the Base Rent set forth in paragraph (b) below and upon the same terms and conditions set forth herein (except that there will be no further privilege of extension), provided that the following conditions are met: (i) Tenant notifies Landlord of its election to exercise the right of renewal term, if exercised, shall commence on the day immediately following granted hereby at least nine (9) months and no more than twelve (12) months prior to the expiration of the initial Term (defined in Section 1.22 hereof); (ii) at the time of the exercise of such right and for the remainder of the Term thereafter, April 1, 2013. The option there is no existing default which is not remedied within the applicable cure periods set forth in this Lease; (iii) that the Lease has not terminated prior to extend, as well as the commencement of the renewal termOption Term; and (iv) at the time of the exercise of such option and for the remainder of the Term thereafter, shall be conditioned on the original named Tenant is in possession of and occupying the entire Premises [it being the intent of the parties that this option is personal to the original named Tenant hereunder (i.e., it does not inure to the benefit of any subsequent Tenant, subtenant or assignee of the Lease) and if such original named Tenant is no uncured events longer in possession of default by Tenant and occupying the entire Premises, then existingthis option is void]. (b) During the first year of the Option Term, Tenant shall exercise its renewal option only by delivering written notice of same to pay Landlord not later than one (1) year prior Base Rent equal to the expiration greater of: (i) 103% of the then current term, which notice shall be due on or before March 31, 2012, time being base rental rate payable hereunder by Tenant (notwithstanding any abatements thereof) during the one year period immediately preceding the commencement of the essenceOption Term; or (ii) the fair market rent for the Premises, as determined by Landlord in its reasonable discretion. Tenant’s failure During the Option Term, Base Rent shall continue to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current termescalate by 3% per year. (c) The renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior Prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termOption Term, Landlord shall notify upon the request of Landlord, Tenant hereby agrees to execute an amendment to the Lease memorializing said extension of the Minimum Annual Rent in effect for such year; in Term. If Tenant fails to timely notify Landlord of its desire to exercise the event of any delay in calculation because of a delay in publication of the applicable Comparison Indexrenewal option granted hereby, then Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, be deemed to be adjusted when the Comparison Index is publishedhave conclusively waived its renewal option.

Renewal Option. Provided that on the date of the Renewal Notice (aas herein defined) or as of the last day of the then current Lease Term, no monetary or material non-monetary default by Tenant has occurred under the Lease and is continuing after any applicable notice is given and any applicable cure period has expired, Tenant shall have the right option of further extending the Lease Term (the "Option to Renew") for up to two (2) additional consecutive renewal terms (each, a "Renewal Term") of sixty (60) months each, subject to and option in accordance with the following terms and conditions: (i) Tenant shall exercise each Option to extend Renew by giving Landlord written notice (the term "Renewal Notice") of this Tenant’s exercise of the Option to Renew no earlier than eighteen (18) months and no later than nine (9) months prior to the expiration of the then current Lease for one renewal term, of five Term; (5ii) years duration. The renewal termthe applicable Renewal Term, if exercisedany, shall commence on the day immediately following the expiration last day of the initial then current Lease Term; (iii) the Base Rent rate applicable to the Renewal Term hereof, April 1, 2013. The option shall be equal to extend, as well as the commencement 95% of the then Fair Market Rate (as herein defined) for the then Premises as determined pursuant hereto; and (iv) if Tenant does not timely exercise the Option to Renew for a Renewal Term, then all of Tenant’s rights to renew or extend the Lease Term shall automatically terminate and be null and void and of no further force or effect. As used herein, the term "Fair Market Rate" means the amount per rentable square foot of the then Premises that a willing, comparable renewal termtenant would pay and a willing, shall be conditioned comparable landlord would accept in an arm's length transaction, for delivery on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to or about the expiration of the then current termLease Term for comparable renewal, which notice non-expansion space in the Building and in other comparable buildings located in the Dallas North Tollway submarket of Dallas, Texas, similarly improved, and taking into account the location, size, quality and age of the respective buildings, any allowances to be provided (such as construction allowances, moving allowances, tenant finish allowances, rent credits, etc. – it being understood that the parties have agreed that Tenant shall be due on entitled to an actual tenant improvement allowance determined as a component of Fair Market Rent, as opposed to simply taking into consideration the value of such an allowance and also that Landlord and Tenant have agreed that any tenant improvements in the Premises which were paid for and installed by Tenant shall not be included in the consideration of Fair Market Rent), rent abatements, and other rent concessions and occupancy cost comparisons and taking into account the other terms and provisions hereof and any other relevant considerations. In no event shall the Fair Market Rate impute a value upon leasehold improvements or before March 31, 2012, time being fixtures installed by Tenant at its expense. Landlord shall have the obligation to determine the Fair Market Rate and other terms and conditions of the essenceRenewal Term, and to notify Tenant thereof, within thirty (30) days after Landlord’s receipt of the Renewal Notice ("Option Rent Notice"). If Tenant does not accept Landlord’s determination of 95% of the Fair Market Rate of the Renewal Term within thirty (30) days after Tenant’s failure receipt of Landlord’s Option Rent Notice, or if Landlord fails to timely provide its Option Rent Notice, then Tenant may either (a) retract the Renewal Notice, whereupon Tenant's right to exercise an option the Option to Renew hereunder shall automatically terminate and be deemed a waiver null and void and of all rights under this Sectionno further force or effect, in which event this and the Lease shall terminate upon automatically expire on the expiration or earlier termination of the then current term. Lease Term; or (cb) notify Landlord in writing of Tenant’s appointment of a licensed real estate agent who shall have been active over the five (5) year period ending on the date of such appointment in the leasing of office space in Comparable Buildings (an "Expert") and the identity and contact information of such Expert. Upon receipt of written notice from Tenant of the appointment, identity and contact information of an Expert, Landlord shall, within fifteen (15) days thereafter, appoint its own Expert and furnish Tenant with the identity and contact information of such Expert. The renewal term, if exercised, instructions of the two (2) Experts appointed by the parties hereunder shall be upon all to agree to a value of 95% of Fair Market Rate based on the criteria contained in this Paragraph 2. If the value of 95% of Fair Market Rate determined by one Expert is within five percent (5%) of the terms and conditions value of this Lease95% of Fair Market Rate determined by the other Expert, except for then the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year average of the renewal term, the Base Index two values of 95% of Fair Market Rates shall be the CPI U for Marchvalue of 95% of Fair Market Rate hereunder. However, 2012if the two (2) Experts are unable to agree within ten (10) business days on the value of 95% of Fair Market Rate, and the value of 95% of Fair Market Rate determined by one Expert is more than five percent (5%) of the value of 95% of Fair Market Rate determined by the other Expert, then the two (2) Experts will jointly appoint a third Expert (meeting the qualifications above), who shall be subject to the written approval of Landlord and Tenant. If the two (2) Experts jointly appoint a third Expert who is not approved in writing by either or both of Landlord and Tenant, then the two (2) Experts shall continue to jointly appoint a third Expert until Landlord and Tenant both approve such third Expert and Tenant shall be permitted to extend the then Expiration Date of this Lease by one day for each subsequent yearday of delay, at the same Base Rent as is payable for the last month of the then current Term). The value of 95% of Fair Market Rate will thereupon be determined by the third Expert based on the criteria contained in this Paragraph 2 and such determination shall be conclusive and binding on Landlord and Tenant unless it is higher than the higher of the first two (2) determinations, in which case, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year middle of the renewal termthree (3) determinations will control for all purposes. If Tenant is not willing to accept the value of 95% of Fair Market Rental determined in accordance with the foregoing determination process, then Tenant shall have the Minimum Annual Rent under right, exercisable by giving Landlord written notice no later than ten (10) business days after the conclusion of the determination process and reimbursing to Landlord all of Landlord’s commercially reasonable out-of-pocket costs of the determination not to exceed $10,000.00, to retract the Renewal Notice, whereupon Tenant's right to exercise the Option to Renew hereunder shall automatically terminate and be null and void and of no further force or effect, and this Lease in effect for shall automatically expire at the immediately preceding year. The Base Index and Comparison Index for each year end of the Renewal then current Lease Term shall be: 4/1/13(as the same may have been extended as set forth above). NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS PARAGRAPH 2, (1) Tenant's rights pursuant to this Paragraph 2 are personal to Tenant and non-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year transferable except pursuant to an assignment in accordance with the provisions of the renewal term, Minimum Annual Rent shall increase Lease to a sum equal permitted transferee pursuant to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but a permitted disposition as set forth in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement Section 16.5 of the renewal termLease or other assignee receiving assignment of all of Tenant’s interest in and under the Lease and assuming all of Tenant’s obligations accruing under the Lease from and after the date of such assignment; (2) Tenant’s rights pursuant to this Paragraph 2 shall automatically terminate if Tenant fails to timely deliver the Renewal Notice to Landlord; and (3) Tenant’s rights pursuant to this Paragraph 2 shall automatically terminate if, on the date Tenant delivers an Renewal Notice to Landlord shall notify Tenant or as of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication last day of the then current Lease Term, a monetary or material non-monetary default by Tenant has occurred under the Lease and is continuing after any applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishednotice was given and any applicable grace or cure period has expired.

Renewal Option. (a) Tenant shall have the right and option to extend the term of this Lease for one two (2) consecutive renewal termterms, the first of five which shall be of a duration of between three (53) and seven (7) years, as determined by Tenant and as stated in Tenant’s notice of its exercise of its renewal option, and the second of which shall be of a duration equal to ten (10) years durationreduced by the number of years in the first renewal term as elected by Tenant. The first renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1and the second renewal term, 2013if exercised, shall commence on the date immediately following the expiration of the first renewal term. The option to extend, as well as the commencement of the each renewal term, shall be conditioned on no uncured events Events of default Default by Tenant then existing. (b) Tenant shall exercise its each renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The Each renewal term, if exercised, shall be upon all of the terms and conditions of this Lease, except for provisions which, by their nature, are limited to the Initial Term and for the change in Minimum Annual Rent whichwhich (i) for the first renewal term, if exercised, shall be calculated as follows: For the initial greater of the rate per rentable square foot during the final year of the initial Term, or the FMRV determined in accordance with subsection (d) below and (ii) for the second renewal term, the Base Index if exercised, shall be the CPI U for March, 2012, and for each subsequent year, greater of the Base Index shall be rate per rentable square foot during the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each final year of the first renewal term, or the Minimum Annual Rent under this Lease FMRV determined in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedaccordance with subsection (d) below.

Renewal Option. (a) 42.01. If Tenant is not in default under this Lease, Tenant shall have an option (the right and option "Option") to extend the term of this Lease for one renewal term, (1) additional term of five ten (510) years duration(the "Renewal Term") commencing on the first day next succeeding the Expiration Date upon the same terms, conditions and provisions as are provided for in this Lease other than the provisions of this Article 42 (and further provided that there shall be no rent abatement or continuation by Landlord for any work to be performed by Tenant), except that the fixed annual rent payable pursuant to Article 1 hereof for the Renewal Term shall be the greater of (i) the fixed annual rent payable thereunder immediately prior to the Expiration Date or (ii) the fair market rent for the demised premises as of such Expiration Date determined in the manner hereinafter provided. 42.02. The renewal termOption shall be exercised by Tenant giving written notice to Landlord of Tenant's exercise of said Option by certified mail, return receipt requested, not less than twelve (12) months prior to the Expiration Date of the Term (the "Exercise Notice"). Upon Tenant's giving of the Exercise Notice, the term of this Lease shall be extended automatically upon the terms and conditions herein specified, including, without limitation, the same Base Tax set forth in Article 3 hereof, without the execution of an extension agreement or other instrument. If Tenant shall not give Landlord the Exercise Notice at the time and in the manner set forth above, the Option shall terminate and be deemed waived by Tenant. Time is of the essence as to the date for the giving of the Exercise Notice. 42.03. After Landlord receives the Exercise Notice, and if exercisedin Landlord's opinion an increase in the fixed annual rent for the Renewal Term is warranted because the fair market rent for the demised premises has increased, Landlord shall send Tenant a notice (the "Revised Rent Notice") stating the amount which, in Landlord's opinion, shall commence constitute the fair market rent for the demised premises as of the Expiration Date. The increased fixed annual rent set forth in the Revised Rent Notice shall be effective as of the first day of the Renewal Term. (a) If Landlord gives a Revised Rent Notice, then at any time within 30 days after the giving of such Revised Rent Notice, Tenant may dispute the fair market rent for the demised premises as determined by Landlord by giving notice to Landlord that it is initiating the appraisal process provided for herein and specifying in such Notice the name and address of the appraiser designated by Tenant to act on its behalf. Within 15 days after the day immediately following designation of Tenant's appraiser, Landlord shall give notice to Tenant specifying the name and address of Landlord's appraiser. The two appraisers so chosen shall meet within 10 days after the second appraiser is appointed and if, within 20 days after the second appraiser is appointed, the two appraisers shall not agree upon a determination in accordance with Paragraph (c) of this Section 42.04 they shall together appoint a third appraiser. If said two appraisers cannot agree upon the appointment of a third appraiser within 10 days after the expiration of such 20 day period, then 44 either party, on behalf of both, and on notice to the initial Term hereof, April 1, 2013. The option to extend, as well as other may request such appointment by the commencement President of the renewal termReal Estate Board of New York, Inc. (or any successor organization) in accordance with its then-prevailing rules. If said President shall be conditioned fail to appoint said third appraiser within 10 days after such request is made, then either party, on no uncured events behalf of default both, and on notice to the other may request such appointment by Tenant the American Arbitration Association (or any successor organization) in accordance with its then existingprevailing rules. If the American Arbitration Association shall fail to appoint said third appraiser within 10 days after such request is made, then either party may apply, on notice to the other, to the Supreme Court, New York County, New York (or any other court having jurisdiction and exercising functions similar to those now exercised by the foregoing court) for the appointment of such third appraiser. (b) Tenant shall exercise its renewal option only by delivering written notice of same to Landlord not later than one (1) year prior to the expiration Each of the then current termappraisers selected as herein provided shall have at least five years experience in the leasing or management of space in the Borough of Manhattan. Each party shall pay the fees and expenses of the appraiser selected by it. The fees and expenses of the third appraiser and all other expenses (not including the attorney's fees, witness fees and similar expenses of the parties which notice shall be due on or before March 31, 2012, time being borne separately by each of the essence. Tenant’s failure to timely exercise an option parties) of the arbitration shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of borne equally by the then current termparties hereto. (c) The renewal termmajority of the appraisers shall determine the fair market rent of the demised premises as of the Expiration Date and render a decision and award as to their determination to both Landlord and Tenant within 20 days after the appointment of the third appraiser. In rendering such decision and award, if exercised, the appraisers shall be upon assume or take into consideration as appropriate all of the terms following: (i) the Landlord and prospective tenant are typically motivated; (ii) the Landlord and prospective tenant are well informed and well advised and each is acting in what it considers its own best interest; (iii) a reasonable time under then-existing market conditions is allowed for exposure of the demised premises on the open market; (iv) the rent is unaffected by concessions, special financing amounts and/or terms, or unusual services, fees, costs or credits in connection with the leasing transaction; (v) the demised premises are fit for immediate occupancy and use "as is" and require no additional work by Landlord and that no work has been carried out thereon by the Tenant, its subtenant, or their predecessors in interest during the Term which has diminished the rental value of the demised premises; (vi) in the event the demised premises have been destroyed or damaged by fire or other casualty, they have been fully restored; (vii) the demised premises are to be let with vacant possession and subject to the provisions of this Lease for a 10 year term; and (viii) market rents then being charged for comparable space in other similar office buildings in the same area. In rendering such decision and award, the appraisers shall not modify the provisions of this Lease. The decision and award of the appraisers shall be in writing and be final and conclusive on all parties and counterpart copies thereof shall be delivered to each of said parties. Judgment may be had on the decision and award of the appraisers so rendered in any court of competent jurisdiction. (d) Prior to the determination of the appraisers, Tenant shall pay as the fixed annual rent it is obligated to pay under this Lease the amount set forth in the Revised Rent Notice and in the event the appraisers determine that the fixed annual rent payable pursuant to this Article 42 is greater than that set forth in the Revised Rent Notice, then Tenant shall promptly pay to Landlord the amount of its underpayment of fixed annual rent for the period commencing on the first day of the Renewal Term, or if the appraisers determine that the fixed annual rent payable pursuant to this Article 42 is less than that set forth in the Revised Rent Notice, then Tenant shall be entitled to a credit in the amount of its overpayment for the period commencing on the first day of the Renewal Term against subsequent payments of fixed annual rent due hereunder. (e) Nothing contained in this Article 42 shall be deemed in any way to alter or modify the provisions of Article 3 hereof. (f) In no event shall the fixed annual rent (as the same may have been increased from time to time in accordance with this Lease) be reduced pursuant to this Article 42. 42.05. Notwithstanding the foregoing provisions of this Article 42, if on the date that Tenant exercises the Option, or if on any subsequent date up to and including the date upon which the extension of the term commences, Tenant is in default, beyond any applicable notice and grace periods, in the payment of fixed annual rent or additional rent hereunder, or is in default in the performance of any of the other terms, conditions or provisions of this Lease, except Tenant's exercise of such Option and the extension of the Term covered by this Lease contemplated thereby shall, at the option of Landlord exercised by written notice to Tenant, be rendered null and void and shall be of no further force and effect and Tenant shall have no other additional right to exercise such option, which shall be deemed waived by Tenant. 42.06. If Tenant exercises the Option, then, at Landlord's request, Tenant agrees within ten (10) days after such request is made to execute, acknowledge and deliver to Landlord an instrument in form and substance satisfactory to Landlord, confirming (i) the fixed annual rent payable under this Lease pursuant to Article 42, unless Tenant is then, in good faith, disputing same in accordance with the provision of this Article 42, in which case Tenant agrees to execute, acknowledge and deliver a separate instrument satisfactory to Landlord confirming the fixed annual rent as finally determined, (ii) the expiration date of the Term, and (iii) the other modifications provided for in this Article 42, but no such instrument shall be required in order to make the change provisions hereof effective. 42.07. Notwithstanding anything contained in Minimum Annual Rent whichthis Article 42, if exercisedthe fixed annual rent as determined by the appraisers, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half Fifty Thousand and 00/100 ($50,000.00) Dollars commencing on the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon fifth anniversary of the commencement of the renewal termRenewal Term, Landlord consistent with the similar increase applicable during the Initial Term, as provided in Section 1.01 hereof. In making the determination of fixed annual rent, the appraisers shall notify Tenant of the Minimum Annual Rent in effect for such year; deem that this Section 42.02 is not contained in the event of any delay Lease, and shall not consider the increase provided for in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedthis Section 42.07.

Renewal Option. (a) As long as Tenant is not in default in the performance of its covenants under this Lease, Landlord shall have grant Tenant the right and option to extend renew (the "Renewal Option") the term of this Lease for one renewal term, a period of five sixty (560) years durationadditional months (the "Renewal Term"). The renewal term, if exercised, shall commence on the day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal term, shall be conditioned on no uncured events of default by Tenant then existing. (b) Tenant shall exercise its renewal option only the Renewal Option by delivering written notice of same such election to Landlord not later than one at least nine (19) year months prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being initial term of the essencethis Lease. Tenant’s failure to timely exercise an option shall be deemed a waiver The renewal of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal term, if exercised, shall be upon all of the same terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, (i) the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of Rental Rate during the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year be the then current market rental rate for renewals of similar Class "A" buildings in the Alpharetta area, taking into account tenant improvements and concessions, (ii) Tenant shall have no option to renew this Lease beyond the expiration of the Renewal Term, and (iii) Tenant shall not have the right to assign its renewal rights to any sublessee of fhe Premises or any portion thereof or to any assignee of the Lease, nor may any such sublessee or assignee exercise or enjoy the benefit of such renewal rights. Notwithstanding the foregoing, Tenant shall have no right to exercise such option to renew, and Landlord shall have no obligation to renew this Lease, unless (A) this Lease shall be in full force and effect upon the date of the exercise of the Renewal Option and upon the date of the expiration of the original term, Minimum Annual Rent and (B) on the date of the exercise of the Renewal Option and on the date of the expiration of the original term there shall increase exist no current default on the part of Tenant under this Lease. If Tenant shall fail to exercise the Renewal Option within the time permitted or conditions (A) and (B) set forth above are not entirely satisfied, the Renewal Option shall automatically terminate, this Lease shall expire at the expiration of the original term and Tenant shall have no further right thereafter to renew this Lease or to acquire any interest whatsoever in the Premises. If Tenant shall remain in possession of the Premises after the expiration of the original term without there having been executed between Landlord and Tenant an amendment to this Lease as contemplated by the terms of this Section, then Tenant shall be a sum equal Tenant holding over as provided in this Lease. (b) Whenever used in this Renewal Option, the term "Market Base Rental Rate" shall mean the annual amount per rentable square foot that Landlord is then quoting as base rent to existing third party tenants who are renewing leases within the Building, for space comparable to the space for which the Market Base Rent for Adjustment PurposesRental Rate is being determined (taking into consideration use, increased by one half location and/or floor level within the CPI Adjustmentapplicable building, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal termleasehold improvements provided, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication remodeling credits or allowances granted, quality, age and location of the applicable Comparison Indexbuilding, Tenant shall pay rent on account based upon rental concessions [such as abatements or lease assumptions], the Minimum Annual Rent previously in effectprovision of free or paid unassigned parking, to be adjusted when the Comparison Index is publishedtime the particular rate under consideration became effective, size of tenant, relative operating expenses, relative services provided, etc.

Renewal Option. (a) Subject to the provisions hereinafter set forth, landlord hereby grants to Tenant shall have the right and an option to extend the term Term of this Lease lease on the same terms, conditions . and provisions as contained in this lease, except as otherwise provided herein, for one renewal term, of period of: five (5) years duration. The renewal term(the “Renewal Period”) after the expiration of the Term, if exercised, which Renewal Period shall commence on the first day immediately following the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as eleventh Lease Year (the commencement “Renewal Period Commencement Date”) and end on the last day of the renewal term, shall be conditioned on no uncured events of default by Tenant then existingfifteenth Lease Year. (ba) Tenant Said option shall exercise its renewal option only be exercisable by delivering written notice of same from Tenant to Landlord of Tenant’s election to exercise said option given not later than one the date which is twelve (112) year months prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012Renewal Period Commencement Date, time being of the essence. If Tenant’s failure to timely exercise an option is not so exercised, said option shall thereupon expire. (b) Tenant may only exercise said option, and an exercise thereof shall only be deemed a waiver effective, if at the tune of all rights under Tenant’s exercise of said option and on the Renewal Period Commencement Date this Sectionlease is in full force and effect and Tenant is not in default tinder this lease, in which event this Lease shall terminate upon expiration or earlier termination and (inasmuch as said option is intended only for the benefit of the then current termoriginal Tenant named in this lease and any Tenant Successors and Tenant Affiliates) at least 45,000 square feet of Rentable Area of the Premises is: occupied, by the original Tenant herein or a Tenant Successor or Tenant Affiliate, this lease has not been assigned other than to a Tenant Successor or Tenant. Affiliate, not more than 15,000 square feet of Rentable Area of the Premises is subject to subleases other than subleases to Tenant Successors or Tenant Affiliates, and Landlord has not terminated this lease as to arjy part of the Premises pursuant to Section 15 above. Without limitation of the foregoing, no sublessee, and no. assignee other than a Tenant Successor or Tenant Affiliate, shall be entitled to exercise said option, and no exercise of said option by the original Tenant named herein or a Tenant Successor or Tenant Affiliate shall be effective in the event said Tenant or Tenant Successor or Tenant Affiliate assigns this lease prior to the Renewal Period Commencement Date other than to a Tenant Successor or Tenant Affiliate or more than 15,000 square feet of Rentable Area of the Premises is subject to subleases other than subleases to Tenant Successors or Tenant Affiliates as of the Renewal Period Commence- ment Date or Landlord terminates this lease as to any part of the Premises pursuant to Section 15 above prior to the Renewal Period Commencement Date. (c) The renewal term, if exercised, Rent per square foot of Rentable Area of the Premises payable during the Renewal Period with respect to all space included in the Premises as of the Renewal Period Commencement Date shall be upon all equal to the Market Rental Rate for the Premises. Landlord shall give Tenant written notice of the terms and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year Market Rental Rate within thirty (30) days following written request by Tenant made not earlier than forty-five (45) days prior to the Comparison Index. The Base Rent for Adjustment Purposes Renewal Period Commencement Date. (d) If Tenant has validly exercised said option, within thirty (30) days after request by either party hereto Landlord and Tenant shall meanenter into a written amendment to this lease confirming the terms, for conditions and provisions applicable to the each year Renewal Period as determined in accordance herewith, with such revisions to the rental provisions of this lease as may be necessary to conform such provisions to the renewal term, Market Rental Rate. . (e) Tenant shall not have any option to extend the Minimum Annual Rent under Term of this Lease in effect for lease beyond the immediately preceding year. The Base Index and Comparison Index for each year expiration of the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedPeriod.

Renewal Option. (ai) If this Lease is in effect and if Tenant is not then in default hereunder beyond the applicable period of grace, Tenant shall have the right and option (the "Renewal Option") to extend the term Term as to all (but not part, except as set forth in the next succeeding sentence) of this Lease the Premises for one renewal termtwo (2) additional periods, each of five (5) years duration(each the "Renewal Term") if Tenant gives Landlord written notice of Tenant's exercise of each such option (the "Renewal Notice") not later than eighteen (18) months prior to the expiration of the then-current Term (the "Notice Cut-Off Date"), time being of the essence and timely delivery of the Renewal Notice being an express condition of valid exercise of each said option. The renewal termAt Tenant's election, Tenant may exclude from a Renewal Option only (i) all or any part of any Expansion Space added to the Premises after the date of this Lease (but any such partial exclusion must be such that any excluded area is reasonably susceptible of re-leasing by Landlord, as reasonably determined by Landlord) and/or (ii) all or any part of the portion of the Premises located on the eighth (8th) floor of the Building depicted on Exhibit "A-3" attached hereto (but any such partial exclusion must be such that any excluded area is reasonably susceptible of re-leasing by Landlord, as reasonably determined by Landlord), provided that Tenant designates such election in the Renewal Notice. An election to so exclude a portion of the Premises from the Renewal Option will be irrevocable once made. Notwithstanding the foregoing, if exercisedLandlord wishes to assert that Tenant may not exercise a Renewal Option by reason of an outstanding default by Tenant of its obligations under the Lease, Landlord must so notify Tenant within ten (10) days after receipt of Tenant's Renewal Notice and afford Tenant the opportunity to cure the default in accordance with and within the cure period provided by the provisions of this Lease, after which cure (if any) Tenant's Renewal Notice shall be deemed effective even if given after the Notice Cut-Off Date. If Tenant fails to cure such default in accordance with and within the cure period provided by the provisions of this Lease, Tenant's Renewal Notice of exercise shall be deemed ineffective. If Tenant effectively exercises a Renewal Option, the first Renewal Term shall commence on the day immediately following at the expiration of the initial Term hereof, April 1, 2013. The option to extend, as well as the commencement of the renewal termLease, and the second Renewal Term shall be conditioned on no uncured events commence at the expiration of default by the first Renewal Term. As a condition to exercising the second Renewal Term, Tenant then existingmust have exercised the first Renewal Term. (bii) Tenant Each such extension of the Term shall exercise its renewal option only by delivering written notice of be upon the same to Landlord not later than one (1) year terms and conditions in force hereunder immediately prior to the expiration of the then current term, which notice shall be due on or before March 31, 2012, time being except that (a) after the exercise of the essence. Tenant’s failure first Renewal Option, Tenant shall have the right to timely extend the Term only for the second Renewal Term, and after the exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term. (c) The renewal termsecond Renewal Term, if exercised, Tenant shall be upon all have no further right to extend the Term beyond the expiration of the terms and conditions of this Leasesecond Renewal Term; (b) the Premises will be provided in their then-existing condition, except for on an "as is" basis, at the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of time the Renewal Term commences and Tenant shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of not be entitled to any free rent, construction allowances, special concessions or any other leasing concessions (collectively, "Concessions") with respect to the renewal term, Minimum Annual Rent shall increase to a sum equal to Premises during the Renewal Term but the Base Rent for Adjustment Purposes, increased by one half shall reflect a downward adjustment to the CPI Adjustment, but in no event shall extent that such Minimum Annual Rent Concessions are determined to be less than part of or ancillary to the Market Rate Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such yearas hereinafter determined; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is published.and

Renewal Option. 55.01 Provided that this lease shall be in full force and effect on the date on which the "Renewal Notice" is given and on the "Renewal Term Commencement Date" (a) as such terms are defined below), Tenant shall have the right and option (hereinafter called the "Renewal Option") to extend renew this lease for a renewal term (hereinafter called the term of this Lease for one renewal term, "Renewal Term") of five (5) years duration. The renewal termyears, if exercised, shall to commence on the day (hereinafter called the "Renewal Term Commencement Date") after the Expiration Date and to expire on the day (hereinafter called the "Renewal Term Expiration Date") which shall be the fifth (5th) anniversary of the Expiration Date (or the January 31st immediately following the expiration fifth (5th) anniversary of the initial Expiration Date, if the fifth (5th) anniversary of the Expiration Date is between September 1 and January 30). Tenant shall exercise the Renewal Option by sending written notice thereof (hereinafter called the "Renewal Notice") to Landlord on or before the day which shall be twelve (12) months preceding the Expiration Date. If Tenant shall send the Renewal Notice within the time and in the manner hereinbefore provided, this lease shall be deemed renewed for the Renewal Term hereofupon the terms, April 1covenants and conditions hereinafter contained. If Tenant shall fail to send the Renewal Notice within the time and in the manner hereinbefore provided, 2013. The the Renewal Option shall cease and terminate, and Tenant shall have no further option to extendrenew this lease. 55.02 The Renewal Term, as well as the commencement of the renewal termif any, shall be conditioned on no uncured events upon, and subject to, all of default by Tenant then existing.the terms, covenants and conditions provided in this lease, including, without limitation, the provisions of subsection 41.01(b), for the original term hereof, except that: (a) Landlord shall not be required to perform Landlord's Work or perform or pay for any other work or installations in or to the Demised Premises, except for any repair obligations contained in this lease that Landlord is expressly required to perform; (b) Tenant shall exercise its renewal option only Any terms, covenants or conditions hereof that are expressly or by delivering written notice of same to Landlord not later than one (1) year prior their nature inapplicable to the expiration of Renewal Term, including, without limitation, Section 40.04, shall not apply during the then current term, which notice shall be due on or before March 31, 2012, time being of the essence. Tenant’s failure to timely exercise an option shall be deemed a waiver of all rights under this Section, in which event this Lease shall terminate upon expiration or earlier termination of the then current term.Renewal Term; and (c) The renewal termannual Fixed Rental payable by Tenant during the Renewal Term (hereinafter called the "Renewal Rent"), if exercisedsubject to adjustment as otherwise in this lease provided, shall be upon all the "Rental Value" (as such term is defined below) payable in equal monthly installments, in advance, on the first day of the terms each and conditions of this Lease, except for the change in Minimum Annual Rent which, if exercised, shall be calculated as follows: For the initial year of the renewal term, the Base Index shall be the CPI U for March, 2012, and for each subsequent year, the Base Index shall be the CPI U for the every calendar month of March one year prior to the Comparison Index. The Base Rent for Adjustment Purposes shall mean, for the each year of the renewal term, the Minimum Annual Rent under this Lease in effect for the immediately preceding year. The Base Index and Comparison Index for each year of during the Renewal Term shall be: 4/1/13-3/31/14 March 2012 March 2013 4/1/14-3/31/15 March 2013 March 2014 4/1/15-3/31/16 March 2014 March 2015 4/1/16-3/31/17 March 2015 March 2016 4/1/17-3/31/18 March 2016 March 2017 During each year of the renewal term, Minimum Annual Rent shall increase to a sum equal to the Base Rent for Adjustment Purposes, increased by one half the CPI Adjustment, but in no event shall such Minimum Annual Rent be less than the Base Rent for Adjustment Purposes for such year. Upon the commencement of the renewal term, Landlord shall notify Tenant of the Minimum Annual Rent in effect for such year; in the event of any delay in calculation because of a delay in publication of the applicable Comparison Index, Tenant shall pay rent on account based upon the Minimum Annual Rent previously in effect, to be adjusted when the Comparison Index is publishedTerm.