Common use of Extension Options Clause in Contracts

Extension Options. (a) The Borrower may, at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. (a) The Borrower may, at its option, by notice (each an “Extension Notice”) Tenant shall have the option to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder Term of the Lease for two (2) additional periods of five (5) years each (the “Existing Maturity Date”) for an additional one-year period from Second Extension Term” and the Existing Maturity Date“Third Extension Term,” respectively; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “ExtensionExtension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) Each LenderIf Tenant timely delivers a notice under paragraph (a) above, acting in its sole and individual discretionwithin ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, shall, by written notice Tenant shall provide to the Administrative Agent given not later than the date Landlord Tenant’s estimate of Fair Market Rent within ten (the “Notice Date”10) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent days after receipt of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agreeLandlord’s estimate. (c) The Administrative Agent shall notify If Tenant timely notifies Landlord under paragraph (a) above, on or before the Borrower of each Lender’s determination under this Section promptly following such deadline. date fourteen (d14) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject months prior to the consent date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the Administrative Agent and parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Issuing Banks Extension Option as set forth in this paragraph (such consent c) shall constitute an irrevocable waiver of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed Tenant’s right to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending LenderTerm. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. 7.1 Subject to the provisions of this Section 7, Tenant is hereby granted the option to further extend the Term of the Lease (athe “Extension Options”) The Borrower mayas to all (but not part) of the Premises for two (2) periods of five (5) years each (respectively, at its option, by notice (each the “Fourth Extension Term” and the “Fifth Extension Term,” individually an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to timeTerm” and collectively, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “ExtensionExtension Terms”). 7.2 Each Extension Term shall commence at the expiration of the then present Term of the Lease. 7.3 Not earlier than eighteen (b18) Each Lender, acting in its sole months and individual discretion, shall, by written notice to the Administrative Agent given not later than fifteen (15) months prior to the date expiration of the Third Extension Term, Landlord shall notify Tenant in writing as to Landlord’s reasonable estimate of the Market Base Rental Rate for the Premises during the last two and one half years of the Fourth Extension Term (the “Notice DateFourth Extension Term Rate Notice”). Not earlier than eighteen (18) specified months and not later than fifteen (15) months prior to the expiration of the Fourth Extension Term, Landlord shall notify Tenant in writing as to Landlord’s reasonable estimate of the Market Base Rental Rate for the Premises during the Fifth Extension Term (the “Fifth Extension Term Rate Notice”). 7.4 If Tenant desires to exercise an Extension Option, Tenant must give Landlord written notice of such exercise (“Tenant’s Exercise Notice”): (a) in the case of the Extension Notice as Option for the deadline for such noticeFourth Extension Term, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the later of (i) fifteen (15) months prior to the expiration of the Third Extension Term, and (ii) thirty (30) days after Tenant’s receipt of the Fourth Extension Term Rate Notice Datedescribed in subsection 7.3 above; and (b) in the case of the Extension Option for the Fifth Extension Term, no later than the later of (i) fifteen (15) months prior to the expiration of the Fourth Extension Term, and (ii) thirty (30) days after Tenant’s receipt of the Fifth Extension Term Rate Notice described in subsection 7.3 above. Tenant’s Exercise Notice for either the Fourth Extension Term or the Fifth Extension Term shall be subject to rescission as provided in subsection 7.10 below. Time is of the essence and timely notice is an express condition to the valid exercise of each Extension Option. 7.5 The extension of the Lease pursuant to the exercise of the Extension Option for the Fourth Extension Term shall be upon the same terms and conditions of the Lease (including, without limitation, Tenant’s obligation to pay Tenant’s Additional Rent), except: (a) the monthly Base Rent for the Premises shall be equal to one-twelfth of the product of: (i) 104% of the Blended Annual Base Rate (as defined below) times the number of square feet of the Rentable Area of the Premises for the period beginning on November 1, 2028, and any Lender that does not respond ending on October 31, 2029 (the “First Year Base Rent”); (ii) 104% of the First Year Base Rent (as defined above) times the number of square feet of the Rentable Area of the Premises for the period beginning on November 1, 2029, and ending on October 31, 2030 (the “Second Year Base Rent”); (iii) 104% of the Second Year Base Rent (as defined above) times the number of square feet of the Rentable Area of the Premises for the period beginning on November 1, 2030, and ending on April 30, 2031; and (iv) an amount equal to ninety five percent (95%) of the annual Market Base Rental Rate (as defined below) times the number of square feet of the Rentable Area of the Premises for the period beginning on May 1, 2031, and ending on October 31, 2033; and (b) Landlord shall make available to Tenant an improvement allowance of up to Seven Dollars ($7.00) per square foot of the Rentable Area of the Premises (the “Fourth Extension Term Improvement Allowance”) to pay for those costs which Tenant incurs in making improvements to the Administrative Agent Premises on or before October 31, 2030 (the Notice Date “Fourth Extension Term Improvements”). Landlord shall disburse the Fourth Extension Term Improvement Allowance on a monthly basis in accordance with customary construction disbursement procedures and upon receipt of a sworn construction statement and draw requests, with supporting invoices for actual costs incurred and lien waivers from all contractors and subcontractors delivered one month in arrears; it being agreed, however, that Landlord shall not be required to disburse any portion of the Fourth Extension Term Improvement Allowance if Tenant is then in default of its obligations under the Lease. If the actual cost of the Fourth Extension Term Improvements exceeds the amount of the Fourth Extension Term Improvement Allowance, Tenant shall pay the excess costs without reimbursement from Landlord as and when such excess costs become due and payable. If Tenant has not submitted requisitions covering all of the Fourth Extension Term Improvement Allowance on or before October 31, 2030, then any unused portion of the Fourth Extension Term Improvement Allowance shall be deemed retained by Landlord, except that Landlord shall, at Tenant’s request, credit up to but not more than $5.00 per square foot of the Fourth Extension Term Improvement Allowance against the Rent next coming due under the Lease. Landlord shall be a Non-Extending Lender. The election of permitted to offset against the Fourth Extension Term Improvement Allowance any Lender amounts past due to agree to such extension shall not obligate any other Lender to so agreeLandlord by Tenant under the Lease. (c) The Administrative Agent Fourth Extension Term Improvement Allowance shall notify be treated by Landlord and Tenant as a tenant improvement allowance and all of the Borrower of each Lender’s determination under this Section promptly following such deadline.leasehold improvements that are constructed and paid for with the Fourth Extension Term Improvement Allowance shall be owned by Landlord; and (d) The Borrower If Landlord fails to pay any portion of the Fourth Extension Term Improvement Allowance which is properly due and payable, the unpaid amount shall have bear interest until paid at the right to replace the Commitments of any Non-Extending LendersInterest Rate, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject if Landlord fails to the consent of the Administrative Agent and the Issuing Banks (pay such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be properly due and payable uponamount within ten (10) business days after receiving written notice from Tenant that such amount was not paid when due, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender then Tenant shall be terminated on entitled to offset said amounts (including interest) against Rent due and payable under the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)Lease. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. (a) The Borrower mayshall have the right, at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder Term until (i) June 1, 2009 (the “Existing First Extended Maturity Date”), (ii) June 1, 2010 (the “Second Extended Maturity Date”) for an additional one-year period from and (iii) June 1, 2011 (the Existing “Third Extended Maturity Date; provided that ”) by giving notice of such extension to Lender at least fifteen (15) days prior to (i) the Revolving originally scheduled Stated Maturity Date, in the case of extending the Term until the First Extended Maturity Date, (ii) the First Extended Maturity Date, in the case of extending the Term until the Second Extended Maturity Date and (iii) the Second Extended Maturity Date, in the case of extending the Term until the Third Extended Maturity Date. Upon receipt of such request to extend the Term until the First Extended Maturity Date, the Second Extended Maturity Date or the Third Extended Maturity Date, as the case may only be, Lender will promptly confirm to Borrower in writing whether or not the Stated Maturity Date will be extended in accordance with this Section 2.22 up to a maximum so extended, which extension will be granted upon the satisfaction of two times each of the following conditions (eachas applicable): (a) no Event of Default exists at the time such request is made and on the originally scheduled Stated Maturity Date, an “Extension”).the First Extended Maturity Date or the Second Extended Maturity Date, as applicable; (b) Each Lender, acting Borrower delivers to Lender an Officer’s Certificate confirming the accuracy of the information contained in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date clause (the “Notice Date”a) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree.above; (c) The Administrative Agent shall notify on or prior to the originally scheduled Stated Maturity Date, the First Extended Maturity Date or the Second Extended Maturity Date, as the case may be, Borrower either (i) extends the term of each Lender’s determination under this the Interest Rate Protection Agreement to a date not earlier than the First Extended Maturity Date, the Second Extended Maturity Date or the Third Extended Maturity Date, as applicable, or (ii) enters into a new interest rate protection agreement which expires no earlier than the First Extended Maturity Date, the Second Extended Maturity Date or the Third Extended Maturity Date, as applicable, and which extension or new agreement is in respect of a notional amount of the then outstanding Principal and is otherwise on the same terms set forth in Section promptly following such deadline.2.6.1 hereof and has the effect of capping LIBOR at six percent (6%) per annum; (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of extending the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of Term until the Extension Second Extended Maturity Date, except the Debt Yield for the twelve (12)-month period ending May 31, 2009 (or the most recently completed twelve (12)-month period for which information is available) is at least twelve percent (12%); (e) in the case of extending the Term until the Third Extended Maturity Date, the Debt Yield for the twelve (12)-month period ending May 31, 2010 (or the most recently completed twelve (12)-month period for which information is available) is at least thirteen percent (13%); (f) if the option to extend the Term until the Second Extended Maturity Date is exercised, Borrower shall pay to Lender on the First Extended Maturity Date, an extension fee in an amount equal to one quarter of one percent (0.25%) of the then-outstanding Principal; (g) if the option to extend the Term until the Third Extended Maturity Date is exercised, Borrower shall pay to Lender on the Second Extended Maturity Date, an extension fee in an amount equal to one quarter of one percent (0.25%) of the then-outstanding Principal; (h) Either (x) any such representation and warranty that expressly relates to a prior date, Approved Mezzanine Loan has been paid in which case such representation and warranty shall be so true and correct on and as of such prior date, full or (y) the Borrower term of such Approved Mezzanine Loan has been extended, such that the term of such Approved Mezzanine Loan shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated expire on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving First Extended Maturity Date, the BorrowerSecond Extended Maturity Date or the Third Extended Maturity Date, the Administrative Agent as applicable; (i) Borrower shall have paid to Lender all reasonable costs and each Extending expenses (including reasonable attorneys’ fees) incurred by Lender in connection with any such extension; and (j) If requested by Lender, Borrower and Guarantor shall execute and deliver such documents as Lender may make such amendments reasonably request to this Agreement confirm the continued validity of the Loan Documents and the continued validity, perfection and priority of the Liens thereof as so extended. If Borrower is unable to satisfy all of the Administrative Agent determines foregoing conditions within the applicable time frames for each, Lender shall have no obligation to be reasonably necessary to evidence extend the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contraryStated Maturity Date hereunder.

Extension Options. (a) The Borrower may, at its option, by notice (each an “Extension Notice”) has the option to extend the Initial Maturity Date to the Administrative Agent (who shall promptly notify six-month anniversary of the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Initial Maturity Date then in effect hereunder (the “Existing First Extended Maturity Date”) for an additional oneand extend the First Extended Maturity Date to the six-year period from month anniversary of the Existing First Extended Maturity Date; , provided that the Revolving Maturity Date may only be extended in accordance following conditions are satisfied with this Section 2.22 up respect to a maximum of two times (each, an “the applicable Extension”).: (bi) Each Lender, acting in its sole and individual discretion, shall, by Borrower has provided Lender with written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such of ▇▇▇▇▇▇ agrees ▇▇▇’s request to exercise an extension option at least 60 days but not more than 90 days prior to the Maturity Date in effect prior to such extension. Each Lender that determines not to so extend its Revolving Extension; (ii) No Default or Unmatured Default has occurred and is continuing on the Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree effect prior to such extension shall not obligate any other Lender to so agree.Extension; (ciii) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, All representations and add as “Lenders” warranties made under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of under any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the other Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and respects as of the Extension DateMaturity Date in effect prior to such Extension, except in to the case of extent any such representation and warranty that expressly relates to is made as of a prior specified date, in which case such representation and warranty shall be so have been true and correct on and as of such prior specified date; (iv) Lender has received satisfactory documentation evidencing such Extension executed by ▇▇▇▇▇▇▇▇ and consented to by Guarantor; ▇▇▇▇▇▇ has received any title insurance endorsements requested by Lender in connection with such Extension; and ▇▇▇▇▇▇▇▇ has paid all of Lender’s costs and expenses, including reasonable attorneys’ fees, in connection with such Extension; (yv) Borrower is in compliance with the Flood Insurance Requirements; (vi) Borrower shall deliver has paid to Lender an extension fee in an amount equal to seven and one-half (7.5) basis points of the outstanding principal balance of the Loan; (vii) No material adverse change has occurred in the financial or other condition of Borrower, Guarantor or the Property, and no material adverse change has occurred in the organizational structure of Borrower or Guarantor; (viii) Reserved; (ix) ▇▇▇▇▇▇▇▇ has demonstrated to the Administrative Agent a certificate satisfaction of the Borrower dated Lender that, as of the Extension Date signed by an Authorized Officer last day of the Borrower certifying as most recent fiscal quarter prior to the foregoing clause Initial Maturity Date or the First Extended Maturity Date for which Borrower is required to have delivered a compliance certificate to Lender pursuant to Section 3.08(a)(i) below, the Debt Service Coverage Ratio is not less than 1.30:1.00; (x) and With respect to the second Extension only, ▇▇▇▇▇▇ has received a new Appraisal demonstrating to the satisfaction of Lender that, as of the Initial Maturity Date in effect prior to such Extension, the Loan-to-Value Ratio does not exceed 55.0%; and (zxi) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee have obtained and collaterally assigned to Lender pursuant to such documents as Lender may reasonably require (or shall have extended the Administrative AgentInterest Rate Cap Agreement then in place) an interest rate cap complying with the requirements of Section 2.08 hereof, for expiring no earlier than the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing applicable extended Maturity Date and capping the Benchmark at a strike price of not more than four and one-quarter percent (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders4.25%). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. (a) The Borrower mayshall have the right, at its option, to extend the Term until (i) October 11, 2028 (the “First Extended Maturity Date”) and (ii) to the extent Borrower properly exercises its right to extend the Term to the First Extended Maturity Date, October 11, 2029 (the “Second Extended Maturity Date”) (and the period of time during each such extension period being referred to herein as an “Extension Period”), by giving notice (each an “Extension Notice”) of such extension to Lender no less than thirty (30) days and no more than ninety (90) days prior to the Administrative Agent (who shall commencement of the requested Extension Period. Upon receipt of such Extension Notice, Lender will promptly notify confirm to Borrower in writing whether or not the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Stated Maturity Date will be so extended, which extension will be granted upon the satisfaction of the following conditions, as reasonably and in good faith determined by L▇▇▇▇▇: (a) no Event of Default exists at the time such Extension Notice is delivered and on the then in effect hereunder (the “Existing scheduled Stated Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”).; (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such B▇▇▇▇▇▇▇ agrees delivers to Lender an Officer’s Certificate confirming the accuracy of the information contained in clause (a) above (with such extension. Each Lender that determines not statement being made to so extend its Revolving Maturity Date Borrower’s knowledge) and clauses (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Dated), (e), (f), (k) and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree.(n) below; (c) The Administrative Agent shall notify on or prior to the commencement of the requested Extension Period, Borrower either (i) extends the term of each Lender’s determination under this the Interest Rate Protection Agreement to a date not earlier than the expiration of the requested Extension Period, or (ii) enters into a new interest rate protection agreement which expires no earlier than the expiration of the requested Extension Period, and which extension or new agreement is in respect of a notional amount not less than the Loan Amount and is otherwise on the same terms set forth in Section promptly following such deadline.2.6.1 hereof and has the effect of capping the Benchmark at no more than an amount, which, when added to the Spread, would result in a Debt Service Coverage Ratio of not less than [***] per annum; (d) The (i) on the commencement of the requested Extension Period, the Mortgage Loan Debt Yield is at least 9.38%; provided that if the Mortgage Loan Debt Yield is less than 9.38%, Borrower shall have may prepay a portion of the right Principal (without the payment of the Yield Maintenance Premium, Interest Shortfall or any other prepayment premium or penalty) to replace a level such that the Commitments of any Non-Extending Lenders, Mortgage Loan Debt Yield is equal to or greater than [***]% and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject ii) on the date Borrower delivers the applicable Extension Notice to extend the Term to the consent Second Extended Maturity Date and on the commencement of the Administrative Agent and requested Extension Period, the Issuing Banks (such consent Mortgage Loan Debt Yield is at least [***]%; provided that if the Mortgage Loan Debt Yield is less than [***]%, Borrower may prepay a portion of the Administrative Agent Principal (without the payment of the Yield Maintenance Premium or any other prepayment premium or penalty or the Issuing Banks not Interest Shortfall) to be unreasonably withheld), as provided in Section 2.17 and Section 9.04.a level such that the Mortgage Loan Debt Yield is equal to or greater than [***]%; (e) If (and only if) on the total commencement of the Commitments requested Extension Period, the LTV Percentage is no greater than [***]%; provided that if the LTV Percentage is greater than such percentage, Borrower may prepay a portion of the Lenders Principal (without the payment of the Yield Maintenance Premium, Interest Shortfall or any other prepayment premium or penalty) to a level such that have agreed the LTV Percentage is no greater than such percentage; (f) (i) on the commencement of the requested Extension Period, the Debt Service Coverage Ratio is at least equal to [***]; provided that if the Debt Service Coverage Ratio is less than [***], Borrower may prepay a portion of the Principal (without the payment of the Yield Maintenance Premium, Interest Shortfall or any other prepayment premium or penalty) to a level such that the Debt Service Coverage Ratio is equal to [***]; and (ii) on the date Borrower delivers the applicable Extension Notice to extend the Revolving Term to the Second Extended Maturity Date and on the commencement of the requested Extension Period, the Debt Service Coverage Ratio is at least equal to [***]; provided that if the Debt Service Coverage Ratio is less than [***], Borrower may prepay a portion of the Principal (eachwithout the payment of the Yield Maintenance Premium or any other prepayment, Interest Shortfall premium or penalty) to a level such that the Debt Service Coverage Ratio is equal to [***]; (g) Borrower pays to Lender on or prior to the commencement of the requested Extension Period (i) with respect to the First Extended Maturity Date, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50extension fee in an amount equal to [***]% of the aggregate Loan Amount for the first Extension Period and (ii) with respect to the Second Extended Maturity Date, an extension fee in an amount equal to [***]% of the Commitments Loan Amount for the second Extension Period; (h) intentionally left blank; (i) if required by Lender, each Guarantor shall have re-affirmed in effect immediately writing all of its obligations under the Guaranty (which may be in the Officer’s Certificate referred to above); (j) at Lender’s election, L▇▇▇▇▇ shall have received an updated title report from Title Company showing the Security Instrument as a prior and paramount lien on the Property, that title to the Extension Property is vested in Borrower and that no claim for mechanics’ or materialmen’s liens then encumber the Property; (k) on the then-scheduled Stated Maturity Date, then, effective as Guarantors shall continue to satisfy the financial covenants set forth in Section 6 of the applicable Extension DateGuaranty; (l) Borrower shall have paid all reasonable out-of-pocket costs and expenses actually incurred by Lender in connection with such extension, including underwriting, title and legal fees and costs; (m) all reserves and/or Subaccounts required to be maintained by Borrower pursuant to any of the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended Loan Documents have been funded to the date that is one year after respective levels required pursuant to the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes terms of this Agreement; providedand (n) the Mezzanine Loan has been extended (or will be contemporaneously extended), howeversuch that the term of the Mezzanine Loan shall not expire prior to the expiration of the requested Extension Period. If Borrower is unable to satisfy all of the foregoing conditions within the applicable time frames for each, that there Lender shall be have no change in obligation to extend the Revolving Stated Maturity Date of any Nonhereunder, provided that Borrower shall pay all reasonable out-Extending Lender. (f) As a condition precedent to of-pocket costs and expenses actually incurred by Lender in connection with considering such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying including underwriting, title and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, legal fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)costs. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. (a) The Borrower mayshall have the right, at its option, to extend the Term until (i) October 11, 2028 (the “First Extended Maturity Date”) and (ii) to the extent Borrower properly exercises its right to extend the Term to the First Extended Maturity Date, October 11, 2029 (the “Second Extended Maturity Date”) (and the period of time during each such extension period being referred to herein as an “Extension Period”), by giving notice (each an “Extension Notice”) of such extension to Lender no less than thirty (30) days and no more than ninety (90) days prior to the Administrative Agent (who shall commencement of the requested Extension Period. Upon receipt of such Extension Notice, Lender will promptly notify confirm to Borrower in writing whether or not the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Stated Maturity Date will be so extended, which extension will be granted upon the satisfaction of the following conditions, as reasonably and in good faith determined by L▇▇▇▇▇: (a) no Event of Default exists at the time such Extension Notice is delivered and on the then in effect hereunder (the “Existing scheduled Stated Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”).; (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such B▇▇▇▇▇▇▇ agrees delivers to Lender an Officer’s Certificate confirming the accuracy of the information contained in clause (a) above (with such extension. Each Lender that determines not statement being made to so extend its Revolving Maturity Date Borrower’s knowledge) and clauses (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Dated), (e), (f), (k) and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree.(n) below; (c) The Administrative Agent shall notify on or prior to the commencement of the requested Extension Period, Borrower either (i) extends the term of each Lender’s determination under this the Interest Rate Protection Agreement to a date not earlier than the expiration of the requested Extension Period, or (ii) enters into a new interest rate protection agreement which expires no earlier than the expiration of the requested Extension Period, and which extension or new agreement is in respect of a notional amount not less than the Loan Amount and is otherwise on the same terms set forth in Section promptly following such deadline.2.6.1 hereof and has the effect of capping the Benchmark at no more than an amount, which, when added to the Spread, would result in a Debt Service Coverage Ratio of not less than [***] per annum; (d) The (i) on the commencement of the requested Extension Period, the Debt Yield is at least [***]%; provided that if the Debt Yield is less than [***]%, Borrower shall have may prepay a portion of the right Principal (without the payment of the Yield Maintenance Premium, Interest Shortfall or any other prepayment premium or penalty) to replace a level such that the Commitments of any Non-Extending Lenders, Debt Yield is equal to or greater than [***]% and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject ii) on the date Borrower delivers the applicable Extension Notice to extend the Term to the consent Second Extended Maturity Date and on the commencement of the Administrative Agent and requested Extension Period, the Issuing Banks (such consent Debt Yield is at least [***]%; provided that if the Debt Yield is less than 7.75%, Borrower may prepay a portion of the Administrative Agent Principal (without the payment of the Yield Maintenance Premium or any other prepayment premium or penalty or the Issuing Banks not Interest Shortfall) to be unreasonably withheld), as provided in Section 2.17 and Section 9.04.a level such that the Debt Yield is equal to or greater than [***]%; (e) If (and only if) on the total commencement of the Commitments requested Extension Period, the LTV Percentage is no greater than [***]%; provided that if the LTV Percentage is greater than such percentage, Borrower may prepay a portion of the Lenders that have agreed to extend Principal (without the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments payment of the Additional Commitment Lenders shall be more Yield Maintenance Premium, Interest Shortfall or any other prepayment premium or penalty) to a level such that the LTV Percentage is no greater than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender.percentage; (f) As a condition precedent to such extension, (i) on the Borrower shall deliver to the Administrative Agent a certificate dated as commencement of the requested Extension Date signed by an Authorized Officer Period, the Debt Service Coverage Ratio is at least equal to [***]; provided that if the Debt Service Coverage Ratio is less than 1.05:1, Borrower may prepay a portion of the Borrower certifying and attaching Principal (without the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case payment of the representations and warranties qualified as to materialityYield Maintenance Premium, in all respects and (2Interest Shortfall or any other prepayment premium or penalty) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case level such representation and warranty shall be so true and correct on and as of such prior date, (y) that the Borrower shall deliver Debt Service Coverage Ratio is equal to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date [***]; and (ii) on the date such Non-Extending Lender is replaced in accordance with Section 2.17 Borrower delivers the applicable Extension Notice to extend the Term to the Second Extended Maturity Date and this Section 2.22, and at such time on the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) commencement of the previous sentencerequested Extension Period, participations in outstanding Letters of Credit shall be deemed the Debt Service Coverage Ratio is at least equal to be reallocated according to [***]; provided that if the Commitments Debt Service Coverage Ratio is less than [***], Borrower may prepay a portion of the Lenders Principal (after giving effect to termination without the payment of the Commitments of Yield Maintenance Premium or any other prepayment, Interest Shortfall premium or penalty) to a level such Non-Extending Lenders).that the Debt Service Coverage Ratio is equal to [***]; (g) In connection with any extension Borrower pays to Lender on or prior to the commencement of the Revolving requested Extension Period (i) with respect to the First Extended Maturity Date, an extension fee in an amount equal to [***]% of the BorrowerLoan Amount for the first Extension Period and (ii) with respect to the Second Extended Maturity Date, an extension fee in an amount equal to [***]% of the Administrative Agent Loan Amount for the second Extension Period; (h) intentionally left blank; (i) if required by Lender, each Guarantor shall have re-affirmed in writing all of its obligations under the Guaranty (which may be in the Officer’s Certificate referred to above); (j) at Lender’s election, L▇▇▇▇▇ shall have received an updated title report from Title Company showing the Security Instrument as a prior and each Extending paramount lien on the Property, that title to the Property is vested in Owner and that no claim for mechanics’ or materialmen’s liens then encumber the Property; (k) on the then-scheduled Stated Maturity Date, Guarantors shall continue to satisfy the financial covenants set forth in Section 6 of the Guaranty; (l) Borrower shall have paid all reasonable out-of-pocket costs and expenses actually incurred by Lender may make in connection with such amendments extension, including underwriting, title and legal fees and costs; all reserves and/or Subaccounts required to be maintained by Borrower pursuant to any of the Loan Documents have been funded to the respective levels required pursuant to the terms of this Agreement and all reserves and/or “Subaccounts” (as defined in the Administrative Agent determines Mortgage Loan Agreement) required to be reasonably necessary maintained by Owner pursuant to evidence any of the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 Mortgage Loan Documents have been funded to the contraryrespective levels required under the Mortgage Loan Documents; and (m) the Mortgage Loan has been extended (or will be contemporaneously extended), such that the term of the Mortgage Loan shall not expire prior to the expiration of the requested Extension Period. If Borrower is unable to satisfy all of the foregoing conditions within the applicable time frames for each, Lender shall have no obligation to extend the Stated Maturity Date hereunder, provided that Borrower shall pay all reasonable out-of-pocket costs and expenses actually incurred by Lender in connection with considering such extension, including underwriting, title and legal fees and costs.

Extension Options. (ai) The At any time after the Effective Date, Borrower mayshall have the option to extend the Revolving Credit Maturity Date for a one (1) year period (the “First Extension Period”), at its optionto the First Extended Revolving Credit Maturity Date, by notice giving Agent written Notice of such election to extend not more than twenty-four (24) months prior to the date such extension is to become effective (the “First Extension Effective Date”), which date of effectiveness shall be not later than the Initial Revolving Credit Maturity Date, subject to satisfaction of each of the applicable conditions set forth in subparagraph (iii) of this §3.1(b). (ii) At any time after the First Extension Effective Date, Borrower shall have the option to extend the Revolving Credit Maturity Date for an additional one (1) year period (the “Second Extension Period”), to the Second Extended Revolving Credit Maturity Date, by giving Agent written Notice of such election to extend not more than twenty-four (24) months prior to the date such extension is to become effective (the “Second Extension Effective Date”), which date of effectiveness shall be not later than the First Extended Revolving Credit Maturity Date, subject to satisfaction of each of the applicable conditions set forth in subparagraph (iii) of this §3.1(b). (iii) Neither the First Extension Period nor the Second Extension Period shall commence unless (i) no Default or Event of Default exists on the date Notice of the applicable extension is given to Agent (the “Applicable Extension Notice”) to and no Default or Event of Default exists on the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the First Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Effective Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the First Extension Period) or the Second Extension Effective Date (in the case of the Second Extension Period), (ii) each of the representations and warranties qualified as made by Borrower and the other Loan Parties (or any of them) in this Agreement or the other Loan Documents or in any document or instrument delivered pursuant to materiality, or in all respects and (2) otherwise, connection with this Agreement shall be true in all material respectsrespects as of the date they were made, in each case on as of the date the applicable Extension Notice is given to Agent and as of the First Extension Date, except Effective Date in the case of the First Extension Period or the Second Extension Effective Date in the case of the Second Extension Period (except to the extent of changes resulting from transactions permitted by the Loan Documents, it being understood and agreed that any such representation and or warranty that expressly relates to which by its terms is made as of a prior date, in which case such representation and warranty specified date shall be so required to be true and correct on and in all material respects only as of such prior specified date), (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee Loan Parties execute and deliver such amendments or modifications to the Administrative Agent, for Security Documents as Agent may require in order to evidence such extension and to maintain the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due effectiveness and payable upon, and subject to, effectiveness priority of the Extension. The Commitment Security Documents, together with payment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date all mortgage, recording, intangible, documentary stamp or other similar taxes and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative charges which Agent determines to be reasonably payable as a result of such extension and the recording of such amendments or modifications, and affidavits or other information which Agent determines to be necessary in connection therewith, and (iv) Borrower shall have paid to evidence Agent on the Extension. This Section 2.22 shall supersede any provisions First Extension Effective Date in Section 2.18 or 9.02 the case of the First Extension Period, and on the Second Extension Effective Date in the case of the Second Extension Period, for the account of the Revolving Lenders in accordance with their respective percentage of the aggregate Revolving Commitments of all Revolving Lenders, an extension fee equal to twenty-five one hundredths of one percent (0.25%) of the contraryaggregate Revolving Commitments of the Revolving Lenders as of the First Extension Effective Date in the case of the First Extension Period, and as of the Second Extension Effective Date in the case of the Second Extension Period.

Extension Options. Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and that Tenant (or a successor entity resulting from one or more Permitted Transfers, as defined Section 6.8) is, as of the date of exercise of its rights under this Section 2.6, in occupancy of at least 55% of the Premises for its own business purposes, the Tenant shall have the right to extend the Term hereof for two (2) consecutive periods of five (5) years (the first such period being the “First Extension Term,” the second such period being the “Second Extension Term” and, together with the First Extension Term, the “Full Extension Term”) on the following terms and conditions: (a) The Borrower may, Such right to extend the Term shall be exercised by the giving of notice by Tenant to Landlord at its option, by notice least nine (each an “Extension Notice”9) months prior to the Administrative Agent (who shall promptly notify expiration of the Lenders) from time to timeInitial Term or First Extension Term, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder as applicable (the “Existing Maturity Extension Notice Deadline Date”) ). Upon the giving of such notice on or before the Extension Notice Deadline Date, this Lease and the Term hereof shall be extended for an additional one-year period from term, as specified above, without the Existing Maturity necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the applicable Extension Term to be determined as set forth below. Time shall be of the essence with respect to the Tenant’s giving notice to extend the Term on or before the Extension Notice Deadline Date; provided . In no event may the Tenant extend the Term under this Section 2.6 for more than ten (10) years after the expiration of the Initial Term, unless Landlord and Tenant shall mutually agree to such an extension. (b) The First Extension Term and the Second Extension Term shall be upon all the terms, conditions and provisions of this Lease, except the Annual Fixed Rent during each such Extension Term shall be the then Fair Market Rent of the Premises for such Extension Term, to be determined under this Section 2.6. (c) For purposes of the First Extension Term and Second Extension Term described in this Section 2.6, the Fair Market Rent of the Premises shall mean the then current fair market annual rent for leases of other space of a comparable nature and quality similarly improved, so as to provide Landlord, on a net basis, the same as it would receive upon a reletting at fair market value, taking into account all relevant factors including comparable building age, quality, level of finish, proximity to amenities and public transit, the condition to which such premises have been improved (excluding Removable Alterations) and the economic terms and conditions specified in this Lease that will be applicable thereto, including the Revolving Maturity Date may only be extended savings, if any, due to the absence or reduction of brokerage commissions. The Landlord and Tenant shall endeavor to agree upon the Fair Market Rent of the Premises within thirty (30) days after the Tenant has exercised an option for an Extension Term. At any time upon request within six (6) months prior to the Extension Notice Deadline Date, Landlord shall provide its determination of the Fair Market Rent of the Premises, and Tenant shall thereafter within thirty (30) days of receipt thereof have the right to extend the Term at such determination of the Fair Market Rent of the Premises and otherwise in accordance with this Section 2.22 up to 2.6. If the Fair Market Rent of the Premises is not agreed upon by the Landlord and the Tenant within this time frame, each of the Landlord and the Tenant shall retain a maximum real estate professional with at least ten (10) years continuous experience in the business of two times (eachappraising or marketing similar commercial real estate in the Cambridge, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, Massachusetts area who shall, by within thirty (30) days of his or her selection, prepare a written notice report summarizing his or her conclusion as to the Administrative Agent given Fair Market Rent. The Landlord and the Tenant shall simultaneously exchange such reports; provided, however, if either party has not later than obtained such a report within forty-five (45) days after the date last day of the thirty (30) day period referred to above in this Section 2.6, and such party fails within an additional fifteen (15) days of notice of such failure, then the “Notice Date”) specified determination set forth in the Extension Notice as other party’s report shall be final and binding upon the deadline for parties. If both parties receive reports within such noticetime and the lower determination is within ten percent (10%) of the higher determination, advise then the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent average of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date these determinations shall be deemed to be the Fair Market Rent for the Premises. If these determinations differ by more than ten percent (10%), then the Landlord and the Tenant shall mutually select a Non-Extending Lenderperson with the qualifications stated above (the “Final Professional”) to resolve the dispute as to the Fair Market Rent for the Premises. If the Landlord and the Tenant cannot agree upon the designation of the Final Professional within ten (10) days of the exchange of the first valuation reports, either party may apply to the American Arbitration Association, the Greater Boston Real Estate Board, or any successor thereto, for the designation of a Final Professional. Within ten (10) days of the selection of the Final Professional, the Landlord and the Tenant shall each submit to the Final Professional a copy of their respective real estate professional’s determination of the Fair Market Rent for the Premises. The election Final Professional shall then, within thirty (30) days of any Lender his or her selection, prepare a written report summarizing his or her conclusion as to agree the Fair Market Rent (the “Final Professional’s Valuation”). The Final Professional shall give notice of the Final Professional’s Valuation to the Landlord and the Tenant and such extension decision shall not obligate any other Lender be final and binding upon the Landlord and the Tenant. In the event that the commencement of either of the First Extension Term or Second Extension Term occurs prior to so agree. a final determination of the Fair Market Rent therefor (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment LenderExtension Rent Determination Date”), subject then the Tenant shall pay the Annual Fixed Rental at the then applicable Fixed Rental Rate(the “Interim Rent”). If the Annual Fixed Rent as finally determined for such Extension Term is determined to be greater than the Interim Rent, then the Tenant shall pay to the consent of Landlord the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to underpayment for the period from the end of the Initial Term of this Lease until the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Rent Determination Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date within thirty (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day30) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as days of the Extension Date signed by an Authorized Officer Rent Determination Date. If the Annual Fixed Rent as finally determined for the Extension Term is determined to be less than the Interim Rent, then the Landlord shall credit the amount of such overpayment against the Borrower certifying and attaching monthly installments of Annual Fixed Rent coming due after the resolutions adopted by Extension Rent Determination Date, but if the Borrower approving or consenting to amount of such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct overpayment is greater than one (1) in the case monthly installment of the representations and warranties qualified as to materialityAnnual Fixed Rent, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any then such representation and warranty that expressly relates to a prior date, in which case such representation and warranty amount shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver refunded to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)Tenant. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. (aA) The Borrower may, Provided that at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum respective times of two times (each, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower exercise ----------------- of each Lender’s determination under of the herein described options to extend (i) there exists no Event of Default beyond applicable notice and cure periods provided in Section 15.1 and (ii) this Section promptly following such deadline. (d) The Borrower Lease is still in full force and effect, Tenant shall have the right to replace extend the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent Term hereof upon all of the Administrative Agent same terms, conditions, covenants and agreements herein contained (except for the Issuing Banks Annual Fixed Rent which shall be adjusted during the extension periods as hereinafter set forth) for three (such consent 3) successive periods of the Administrative Agent or the Issuing Banks not five (5) years as hereinafter set forth. Each of said three (3) extension periods is sometimes herein referred to be unreasonably withheld), as provided in Section 2.17 and Section 9.04an "Extended Term". (eB) (i) If (and only if) Tenant desires to exercise the total of the Commitments of the Lenders that have agreed then available option to extend the Revolving Maturity Date Term, then Tenant shall give notice to Landlord, not earlier than ------------------------------------ eighteen(18) months nor later than fourteen (each, an “Extending Lender”14) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately months prior to the Extension Date, then, effective as ------------------------------------------------ expiration of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes Term of this Agreement; providedLease (as it may previously have been ------------------------------------ extended hereunder) of Tenant's request for Landlord's quotation to Tenant of a proposed annual rent for the applicable Extended Term. Within thirty (30) days after receipt by Landlord of Tenant's request as aforesaid, however, that there Landlord shall be no change in notify Tenant of Landlord's quotation of the Revolving Maturity Date proposed Annual Fixed Rent for the applicable Extended Term. If at the expiration of any Non-Extending Lender. thirty (f30) As a condition precedent to such extension, days (i) after the Borrower shall deliver to the Administrative Agent a certificate dated as date when Tenant receives Landlord's quotation of the Extension Date signed by an Authorized Officer of proposed Annual Fixed Rent for the Borrower certifying and attaching the resolutions adopted by the Borrower approving applicable Extended Term or consenting to such extension, (ii) after the date when Landlord is required to notify Tenant of such quotation with none being given by Landlord to Tenant (x) immediately before herein called the "Negotiation Period"), Landlord and after giving effect Tenant have not reached agreement on a determination of an annual rental for the applicable Extended Term and executed a written instrument extending the term of this Lease pursuant to such extensionagreement, then Tenant shall have the representations and warranties right, for thirty (30) days following the expiration of each Loan Party the Negotiation Period, to make a request by written notice to Landlord for a broker determination (the "Broker Determination") of the Prevailing Market Rent (as defined in Exhibit I) for the applicable Extended Term, which Broker Determination shall be made in the manner set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.Exhibit I.

Extension Options. (aA) The Borrower mayOn the conditions that, both at its optionthe time of exercise of the option to extend and as of the commencement of the Extended Term in question: (i) there exists no Event of Default, by notice (each an “Extension Notice”ii) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but this Lease is still in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”). (b) Each Lender, acting in its sole full force and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date)effect, and any Lender that does not respond to (iii) Tenant, itself, a Permitted Tenant Successor, and/or Tenant Affiliates occupy one hundred percent (100%) of the Administrative Agent on or before Rentable Floor Area of the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower Premises, then Tenant shall have the right to replace extend the Commitments Term hereof from the original expiration date hereof for one (1) period of any Non-Extending Lendersone (1) year. The option period is sometimes referred to as an “Extended Term.” Such extension shall be on all of the terms and conditions of this Lease, except that the Annual Fixed Rent shall be equal to the Fair Market Rental Value, as determined below, as of the commencement of the Extended Term in question, and add as “Lenders” under this Agreement in place thereof, one Landlord has no obligation to provide any construction allowance or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to perform any work to the consent Premises as a result of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04extension. (eB) If (and only if) the total of the Commitments of the Lenders that have agreed In order to exercise an option to extend the Revolving Maturity Date Term, Tenant shall give notice (each, an “Extending LenderTenant’s Extension Notice”) and the additional Commitments of the Additional Commitment Lenders shall be more thereof to Landlord, not earlier than 50% of the aggregate amount of the Commitments in effect immediately twelve (12) months nor later than nine (9) months prior to the Extension Date, then, effective as expiration of the then-current Term of this Lease, whereupon Landlord shall tell Tenant the proposed Annual Fixed Rent for the applicable Extended Term (“Landlord’s Quotation”). Such Tenant’s Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender Notice shall be extended irrevocable. Landlord and Tenant shall attempt to agree on the date that Annual Fixed Rent for such Extended Term within thirty (30) days after Landlord’s Quotation (the “Negotiation Period”). If Landlord and Tenant have not so agreed and executed a written instrument evidencing such agreement within the Negotiation Period, then Landlord and Tenant shall each, within seven (7) days from the expiration of the Negotiation Period, designate an independent, licensed real estate broker, who shall have more than five (5) years’ experience as a real estate broker specializing in commercial leasing and who shall be familiar with the commercial real estate market in which the Building is one year after located. Said brokers shall each determine the Existing Maturity Date Fair Market Rent for the Premises within fifteen (except that, if such date 15) days. If the lower of the two determinations is not a Business Dayless than ninety-five percent (95%) of the higher of the two determinations, such Revolving Maturity Date as so extended then the Fair Market Rent shall be the next preceding Business Dayaverage of the two determinations. If the lower of the two determinations is less than ninety-five percent (95%) of the higher of the two determinations, then the two brokers shall render separate written reports of their determinations and such date within fifteen (15) days thereafter the two brokers shall become appoint a third broker with like qualifications. Such third broker shall be furnished the Revolving Maturity Date written reports of the first two brokers. Within fifteen (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders15) and each Additional Commitment Lender days after the appointment of the third (3rd) broker, the third broker shall thereupon become a “Lender” appraise the Fair Market Rent. The Fair Market Rent for all purposes of this AgreementSection shall equal the average of the two closest determinations; provided, however, that there (a) if any one determination is agreed upon by any two of the brokers, then the Fair Market Rent shall be no change such determination, and (b) if any one determination is equidistant from the other two determinations, then the Market Rent shall be such middle determination. The Annual Fixed Rent for the Extended Term in question shall be the Revolving Maturity Date Fair Market Rent as so determined. Landlord and Tenant shall each bear the cost of any Nonits broker and shall share equally the cost of the third broker. Among the factors to be considered in determining Fair Market Rent shall be the rental rates then being obtained for renewal leases for similar space in office buildings of similar quality, in similar locations, that are of comparable age to the Building and are leased to first-Extending Lenderclass private sector tenants. All determinations shall reflect market conditions expected to exist as of the date Annual Fixed Rent based on Fair Market Rent is to commence. (fC) As a condition precedent to such extensionUpon the timely giving of Tenant’s Extension Notice, (i) the Borrower term of this Lease shall deliver be automatically extended for the applicable Extended Term without the execution of any additional documents, and all references to the Administrative Agent Lease Term or the Term of this Lease shall mean the Lease Term, as so extended, unless the context clearly otherwise requires. As soon as it is determined, Landlord and Tenant agree to enter into a certificate dated as of document setting forth the Annual Fixed Rent for the applicable Extended Term. If Tenant shall not timely give Tenant’s Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extensionNotice, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty then Tenant’s extension option shall be so true void and correct on of no further force and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)effect. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. Subject to the following conditions, Lender hereby grants Borrower two (a2) The Borrower may, at its option, by notice one (1)-year (each an “Extension Term”) extension options following the original Maturity Date or first extension period, as the case may be (individually, an “Extension Option”). During each such extension, principal and interest payments shall be payable in accordance with Section 2.1(b) of the Note. (a) To exercise the first Extension Option (“Extension Option 1”), the following conditions must be met: (i) Borrower must give Lender written notice of exercise of Extension Option 1 (an “Extension 1 Notice”) to not less than forty-five (45) days before the Administrative Agent Maturity Date; (who ii) Borrower must have achieved a Debt Service Coverage Ratio of 1.15x calculated as of the end of the calendar month preceding the date Borrower delivers the Extension 1 Notice; (CYPRESS/FAIRFIELD) (iii) The Loan-to-Value Ratio shall promptly notify not exceed sixty-five percent (65%), based upon a current Appraised Value of the LendersProject reflected in a new appraisal; (iv) from time to No Event of Default shall have occurred and be continuing and no condition has occurred which, with notice or the passage of time, but would constitute an Event of Default; and (v) Borrower shall have paid Lender a quarter percent (0.25%) extension fee in no event more frequently than once cash (which may be from Loan proceeds if included in any calendar yearthe Budget) based on the outstanding, request that each Lender extend unpaid principal balance of the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”)Loan Amount. (b) Each LenderTo exercise the second Extension Option (“Extension Option 2”), acting in its sole and individual discretion, shall, by the following conditions must be met: (i) Borrower must give Lender written notice to of exercise of Extension Option 2 (an “Extension 2 Notice”) not less than forty-five (45) days before the Administrative Agent given not later than Maturity Date, as previously extended by the first extension period; (ii) Borrower must have achieved a Debt Service Coverage Ratio of 1.25x calculated as of the end of the calendar month preceding the date (the “Notice Date”) specified in Borrower delivers the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or 2 Notice; (iii) The Loan-to-Value Ratio shall not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date exceed sixty-five percent (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date65%), and any Lender that does not respond to based upon a current Appraised Value of the Administrative Agent on or before the Notice Date shall be deemed to be Project reflected in a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree.new appraisal; (civ) The Administrative Agent No Event of Default shall notify have occurred and be continuing and no condition has occurred which, with notice or the Borrower passage of each Lender’s determination under this Section promptly following such deadline.time, would constitute an Event of Default; and (dv) The Borrower shall have paid Lender a one-half percent (0.50%) extension fee in cash (which may be from Loan proceeds if included in the right to replace Budget) based on the Commitments outstanding, unpaid principal balance of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject the Loan Amount. Notwithstanding anything to the consent of contrary contained herein, Borrower shall be allowed to pay down the Administrative Agent Loan in order to meet the Debt Service Coverage Ratio and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided Loan-To-Value requirements in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender2.4. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and the Tenant is, as of the date of exercise and as of the commencement date of each Extension Term, actually occupying at least fifty percent (50%) of the Premises for its own business purposes, the Tenant shall have the right to extend the Term hereof for two (2) successive periods of ten (10) years each (each such period an “Extension Term”) on the following terms and conditions: (a) The Borrower may, Such right to extend the Term shall be exercised by the giving of notice by Tenant to Landlord at its option, by notice least twelve (each an “Extension Notice”12) months prior to the Administrative Agent (who shall promptly notify expiration of the Lenders) from time to timeInitial Term or the then current Extension Term, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder as applicable (the “Existing Maturity Extension Notice Deadline Date”) ). Upon the giving of such notice on or before the Extension Notice Deadline Date, this Lease and the Term hereof shall be extended for an additional one-year period from term, as specified above, without the Existing Maturity necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the Extension Term to be determined as set forth below. Time shall be of the essence with respect to the Tenant’s giving notice to extend the Term on or before the Extension Notice Deadline Date; provided that . In no event may the Revolving Maturity Date may only be extended in accordance with Tenant extend the Term under this Section 2.22 up to a maximum 2.6 for more than twenty (20) years after the expiration of two times (each, an “Extension”)the Initial Term. (b) Each LenderExtension Term shall be upon all the terms, acting conditions and provisions of this Lease, except the Annual Fixed Rent payable during each Extension Term shall be the then Extension Fair Rental Value of the Premises for such Extension Term, to be determined under Section 2.6(d) or Section 2.6(e) below, but in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later no case less than the date Annual Fixed Rent that was applicable thereto immediately preceding the Extension Term with respect to which the Extension Fair Rental Value is to be established (the “Notice DateThen Applicable Annual Fixed Rental Rate”). For purposes of this Section 2.6, the “Extension Fair Rental Value” of the Premises shall mean the then current fair market annual rent, for leases of other space in Cambridge, Massachusetts similarly improved, taking into account the condition to which such premises have been improved (including any replacements of existing improvements or performance of maintenance obligations (“Replacements”), but excluding any capital improvements to the Premises (i.e., other than Replacements) specified in that enhance the value thereof, provided the same are made by the Tenant during the sixty (60) month period immediately preceding the applicable Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Deadline Date), and any Lender the economic terms and conditions specified in this Lease that does not respond to the Administrative Agent on or before the Notice Date shall will be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agreeapplicable thereto. (c) The Administrative Agent If the Tenant makes a written request to the Landlord for a proposal for the Extension Fair Rental Value for the upcoming Extension Term (“Tenant’s Extension Rental Request”) on or before the day two (2) months prior to the Extension Notice Deadline Date, then the Landlord shall notify make such a written proposal (“Landlord’s Proposal”) to the Borrower Tenant within fifteen (15) days after receipt of each LenderTenant’s determination under this Section promptly following Extension Rental Request, but in no event shall the Landlord be required to deliver such deadlinea proposal sooner than fifteen (15) months prior to the scheduled commencement of such Extension Term. Following delivery by the Landlord of Landlord’s Proposal to the Tenant, the parties will endeavor in good faith to reach agreement with respect to the establishment of the Extension Fair Rental Value for the Extension Term. (d) The Borrower Unless the parties have already mutually agreed upon such Extension Fair Rental Value, on or before the day that is ten (10) days prior to the applicable Extension Notice Deadline Date, the Landlord and the Tenant shall have deliver to each other their final Landlord’s Proposal (or any final change that the right Landlord wishes to replace make to any previously furnished Landlord’s Proposal) and a written proposal from the Commitments Tenant for the Extension Fair Rental Value of any Non-Extending Lenders, and add as the Premises (the “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment LenderTenant’s Proposal”), subject as the case may be, and each of such Landlord’s Proposal and such Tenant’s Proposal shall be binding on the Landlord and the Tenant, respectively, for the purpose of conducting the resolution procedure described in clause (e) below. Failure by the Landlord or the Tenant to the consent timely deliver a final Landlord’s Proposal or final Tenant’s Proposal (time being of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheldessence), as provided the case may be, shall result in Section 2.17 the other party’s proposal being deemed the Extension Fair Rental Value, and Section 9.04failure by the Landlord or the Tenant to timely make any final change to the then most recently delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, shall render no longer subject to change the last previously delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, which shall thereupon become final. (e) If (and only if) the total of the Commitments of the Lenders that have agreed Tenant exercises its election to extend the Revolving Maturity Date Term under clause (eacha) above, an without the Extension Fair Rental Value of the Premises having been established by mutual agreement of the parties as contemplated under clause (c) above, then unless a final Landlord’s Proposal and a final Tenant’s Proposal has been established under clause (d) above, the Landlord shall furnish a final Landlord’s Proposal to the Tenant, and the Tenant shall furnish a final Tenant’s Proposal to the Landlord, within thirty (30) days of the Tenant’s having exercised its election to extend the Term. Within thirty (30) days after the later to occur of (x) the Tenant’s exercise of its election to extend the Term or (y) the establishment of a final Landlord’s Proposal and a final Tenant’s Proposal in accordance with this clause (e), unless the parties have mutually agreed upon the identity of a real estate professional (“Extending LenderArbiter”) with at least ten (10) years continuous experience in the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who has agreed to serve as hereinafter provided (the “Deciding Arbiter”), the Landlord and the additional Commitments Tenant shall each appoint an Arbiter who shall, within thirty (30) days of selection, select a third Arbiter to serve as the Deciding Arbiter. The Deciding Arbiter shall select either Landlord’s Proposal or Tenant’s Proposal as the proposal most accurately stating the Extension Fair Rental Value of the Additional Commitment Lenders Premises. If the two Arbiters respectively selected by the parties (the “Party Selected Arbiters”) cannot agree upon the selection of a Deciding Arbiter, then such two Party Selected Arbiters shall seek the selection of the Deciding Arbiter by the Greater Boston Real Estate Board. The Deciding Arbiter shall give notice of his or her selection to the Landlord and the Tenant and its selection of either Landlord’s Proposal or Tenant’s Proposal shall be more than 50% final and binding upon the Landlord and the Tenant. Each party shall pay the fees and expenses of its real estate professional counsel and any Party Selected Arbiter that such party selects, if any, in connection with any proceeding under this paragraph, and one-half of the aggregate amount fees and expenses of the Commitments Deciding Arbiter. In the event that the commencement of the Extension Term occurs prior to a final determination of the Extension Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rent in effect immediately preceding the commencement of such Extension Term. If the Annual Fixed Rent for the Extension Term is determined to be greater than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, then, effective as then the Tenant shall pay to the Landlord the amount of such underpayment within thirty (30) days of the applicable Extension Expansion Rent Determination Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. (ai) The Borrower may, at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given (such notice, an “Initial Extension Notice”) not earlier than 60 days prior and not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond 30 days prior to the Administrative Agent on or before Initial Revolving Termination Date, elect to extend the Notice Initial Revolving Termination Date shall be deemed for an additional twelve (12) months, subject to be a Non-Extending Lenderthe terms of this Section 2.22(b). The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section distribute any such Extension Notice promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) following its receipt thereof. As a condition conditions precedent to such extension, the Borrowers shall, on or prior to the Initial Revolving Termination Date, satisfy each of the following requirements for such extension to become effective: (A) the Administrative Agent shall have received an Initial Extension Notice within the period required under clause (i) above; (B) on the date of such Initial Extension Notice and both immediately before and immediately after giving effect to such extension of the Revolving Termination Date, no Default, Event of Default or, Trigger Event or Adjusted Trigger Event shall have occurred and be continuing; (C) the Borrower shall deliver have paid to the Administrative Agent a certificate dated Agent, for the account of each Lender, an extension fee in an amount equal to 0.25% of the Revolving Commitment of such Lender on the Initial Revolving Termination Date; and (D) each of the representations and warranties made by any Loan Party in or pursuant to the Loan Documents shall be true and correct in all material respects on and as of the Extension Date signed by an Authorized Officer date of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, as if made on and as of such date. (ii) The Borrower may, from time to time, request that all or a portion of the representations Revolving Commitments existing at the time of such request (each, an “Existing Commitment”, and warranties Loans related thereto, “Existing Loans”) of any Class (an “Existing Class”) be converted to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Existing Loans (any such Existing Loans which have been so extended, “Extended Loans”, and any such Existing Commitments so extended, “Extended Commitments”), provided that any such extension may only be requested after exercise of an extension pursuant to Section 2.22(b)(i) or after the date such extension may no longer be requested. Prior to entering into any Extension Amendment with respect to any Extended Commitments, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each Loan Party of the Lenders of the applicable Existing Class and which such request shall be offered equally to all such Lenders) (an “Extension Request”) setting forth the proposed terms of the Extended Commitments to be established thereunder, which terms shall be identical to the Revolving Commitments of the Existing Class from which they are to be extended except that (w) the scheduled final termination date of such Extended Commitments may be delayed to later dates than the scheduled final termination date of such Existing Class, (x) (A) the interest rates, interest margins, rate floors and upfront fees with respect to the Extended Commitment may be different than those for the Existing Commitments and/or (B) additional fees may be payable to the Lenders providing such Extended Commitments in addition to or in lieu of any of the items contemplated by the preceding clause (A), in each case, to the extent provided in the applicable Extension Amendment, (y) (A) the undrawn revolving commitment fee rate with respect to such Extended Commitments may be different than such rate for such Existing Commitments and (B) the Extension Amendment may provide for other covenants and terms that apply to any period after the latest Revolving Termination Date in effect prior to giving effect to such Extension Amendment, and (z) the terms of any Extended Commitments may also contain other differences from the Existing Class from which they are to be extended as are approved by the Administrative Agent, acting reasonably, so long as such differences are not material and not adverse to the Lenders of such Existing Class; provided that, notwithstanding anything to the contrary in this Section 2.22(b) or otherwise, (1) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments as set forth in Section 2.6, treatment of which may be agreed between the Borrower and the Lenders relating to an Extension Series, or upon the Revolving Termination Date of a Class of Revolving Commitments) of Loans with respect to any Extended Commitments shall be made on a pro rata basis with any borrowings and repayments of the Existing Loans of the Class of Existing Commitments from which they were extended (the mechanics for which may be implemented through the applicable Extension Amendment and may include technical changes related to the borrowing, replacement letter of credit and swingline procedures of such Class of Existing Commitments) and (2) assignments and participations of Extended Commitments and Extended Loans shall be governed by the same assignment and participation provisions applicable to Existing Classes set forth in Section 10.6. No Lender shall have any obligation to agree to have any of its Revolving Commitments of any Existing Class converted into Extended Commitments pursuant to any Extension Request. Any Extended Commitments of any Extension Series shall constitute a separate Class of Revolving Commitments from the Existing Class from which they were converted and from any other Existing Commitments. (iii) The Borrower shall provide the applicable Extension Request at least ten (10) Business Days prior to the date on which Lenders under the applicable Existing Class or Existing Classes are requested to respond, and shall agree to such procedures, if any, as may be established by, or acceptable to, the Administrative Agent, in each case acting reasonably, to accomplish the purpose of this Section 2.22(b). Any Lender (an “Extending Lender”) wishing to have all or a portion of its Revolving Commitments of the Existing Class or Existing Classes subject to such Extension Request converted into Extended Commitments shall notify the Administrative Agent (an “Extension Election”) on or prior to the date specified in such Extension Request of the amount of its Revolving Commitments of the Existing Class or Existing Classes subject to such Extension Request that it has elected to convert into Extended Commitments (subject to any minimum denomination requirements imposed by the Administrative Agent); provided that if any Lenders of an Existing Class fail to respond, such Lenders will be deemed to have declined to extend their Revolving Commitments. In the event that the aggregate amount of Revolving Commitments of the Existing Class or Existing Classes subject to Extension Elections exceeds the amount of Extended Commitments requested pursuant to the Extension Request, Revolving Commitments of the Existing Class or Existing Classes subject to Extension Elections shall be converted to Extended Commitments on a pro rata basis based on the amount of Revolving Commitments included in each such Extension Election (subject to rounding). Notwithstanding the conversion of any Existing Commitment into an Extended Commitment, such Extended Commitment shall be treated identically to all other Revolving Commitments for purposes of the obligations of a Lender in respect of Swingline Loans under Section 2.4 and Letters of Credit under Section 3, except that the applicable Extension Amendment may provide that the date on which the Swingline Loan has to be repaid and/or the last day for issuing Letters of Credit may be extended and the related obligations to make Swingline Loans and issue Letters of Credit may be continued (pursuant to mechanics to be specified in the applicable Extension Amendment) so long as the Swingline Lender and/or the Issuing Lender, as applicable, have consented to such extensions (it being understood that no consent of any other Lender shall be required in connection with any such extension). (iv) Extended Commitments shall be established pursuant to an amendment (an “Extension Amendment”) to this Agreement (which, except to the extent expressly contemplated by the penultimate sentence of this Section 2.22(b)(iv) and notwithstanding anything to the contrary set forth in Section 10.1, shall not require the consent of any Lender other than the Extending Lenders with respect to the Extended Commitments established thereby) executed by the Loan Documents Parties, the Administrative Agent and the Extending Lenders. No Extension Amendment shall provide for any tranche of Extended Commitments in an aggregate principal amount that is less than $25,000,000. Notwithstanding anything to the contrary in this Section 2.22(b) and without limiting the generality or applicability of Section 10.1 to any Section 2.22(b) Additional Amendments, any Extension Amendment may provide for additional terms and/or additional amendments other than those referred to or contemplated above (any such additional amendment, a “Section 2.22(b) Additional Amendment”) to this Agreement and the other Loan Documents; provided that such Section 2.22(b) Additional Amendments are true within the requirements of Section 2.22(b)(ii) and correct do not become effective prior to the time that such Section 2.22(b) Additional Amendments have been consented to (1including, without limitation, pursuant to consents applicable to holders of any Extended Commitments provided for in any Extension Amendment) by such of the Lenders, Loan Parties and other parties (if any) as may be required in the case order for such Section 2.22(b) Additional Amendments to become effective in accordance with Section 10.1. Such Extension Amendment shall provide that each of the representations and warranties qualified as made by any Loan Party in or pursuant to materiality, in all respects the Loan Documents shall be true and (2) otherwise, correct in all material respects, in each case respects on and as of the Extension Datedate of such extension, except in the case of any before and after giving effect to such representation and warranty that expressly relates to a prior dateextension, in which case such representation and warranty shall be so true and correct as if made on and as of such prior date. In connection with any Extension Amendment, (y) the Borrower shall deliver an opinion of counsel reasonably acceptable to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying (i) as to the foregoing clause enforceability of such Extension Amendment, this Agreement as amended thereby, and such of the other Loan Documents (xif any) as may be amended thereby (in the case of such other Loan Documents as contemplated by the immediately preceding sentence), (ii) to the effect that such Extension Amendment, including the Extended Commitments provided for therein, does not conflict with or violate the terms and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation provisions of its guarantee, Section 10.1 of this Agreement and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date covering such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement matters as the Administrative Agent determines to be may reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions request in Section 2.18 or 9.02 to the contraryconnection therewith.

Extension Options. Borrowers shall have one (1) option (the “Extension Option”) to extend the term of this Loan Agreement for a period of twelve (12) months (the “Extension Term”) from the Stated Maturity Date to the Extended Maturity Date upon satisfaction of the following terms and conditions: (a) The Borrower may, at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each provides Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, shall, by written notice of its election to exercise the Administrative Agent given Extension Option not later than the date that is thirty (the “Notice Date”30) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately days prior to the Extension Stated Maturity Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there if Borrower shall be no change in receive notice of the Revolving exercise of the extension of the Underlying Loan Maturity Date from the Underlying Borrower (or Servicer, Co-Lender Agent or other Person) less than thirty (30) days prior to the Stated Maturity Date, then Borrower shall deliver notice of any Non-Extending Lender.its exercise of the Extension Option within two (2) Business Days after its receipt of notice with respect to the Underlying Loan (but in no event shall Borrower deliver its notice less than ten (10) Business Days prior to the Stated Maturity Date); (fb) As a condition precedent to such extension, no (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving monetary or consenting to such extension, material non-monetary Default or (ii) Event of Default exists at the time such request is made and on the Stated Maturity Date; and (xc) immediately before Underlying Borrower shall have extended the term of the Underlying Loan for the extension term thereof and after giving effect shall have satisfied all of the conditions to such extension, exercise in accordance with the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case terms of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, Underlying Loan Agreement in all material respects, including without limitation, an extension of the Interest Rate Protection Agreement thereunder. Notwithstanding the foregoing, in each case on and the event that, as of the Extension Date, except in the case date of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as Borrower’s exercise of the Extension Date signed by Option, Initial Lender or its Affiliate holds a Controlling Interest in the Loan and an Authorized Officer Affiliate of Initial Lender is a co-lender or participant with respect to the Underlying Loan under the Co-Lender Agreement or Participation Agreement and such Affiliate agrees in writing to the exercise of the Borrower certifying as to extension term of the foregoing Underlying Loan notwithstanding that the conditions under clause (xc) are not satisfied, and provided that the conditions set forth in clauses (a) and (zb) if applicableare satisfied, each Subsidiary then the term of the Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)similarly extended. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. (a) The Borrower mayshall have the right, at its option, by notice to extend the Term until (i) September 9, 2019 (the “First Extended Maturity Date”; and the period of time from and after the originally scheduled Stated Maturity Date up to and including the First Extended Maturity Date, the “First Extension Term”), (ii) September 9, 2020 (the “Second Extended Maturity Date”; and the period of time from and after the First Extended Maturity Date up to and including the Second Extended Maturity Date, the “Second Extension Term”) and (iii) September 9, 2021 (the “Third Extended Maturity Date”; and the period of time from and after the Second Extended Maturity Date up to and including the Third Extended Maturity Date, the “Third Extension Term”) (and the period of time during each such extension period being referred to herein as an “Extension NoticePeriod”), by giving notice of such extension to Lender at least fifteen (15) days prior and not more than sixty (60) days prior to the Administrative Agent (who shall promptly notify commencement of the Lenders) from time requested Extension Period. Upon receipt of such request to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Term, Lender will confirm to Borrower in writing whether or not the Stated Maturity Date will be so extended, which extension will be granted upon the satisfaction of the following conditions: (a) no Default or Event of Default exists at the time such request is made and on the then in effect hereunder (the “Existing scheduled Stated Maturity Date”) for an additional one-year period from , the Existing First Extended Maturity Date or the Second Extended Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”).as applicable; (b) Each LenderBorrower delivers to Lender an Officer’s Certificate confirming the accuracy of the information contained in clause (a) above and certifying that each of the representations and warranties of Borrower contained in the Loan Documents is true, acting complete and correct in its sole and individual discretion, shall, by written notice all material respects as of the date of such Officer’s Certificate to the Administrative Agent given extent such representations and warranties are not later than matters which by their nature can no longer be true and correct as a result of the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent passage of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree.time; (c) The Administrative Agent shall notify on or prior to the commencement of the requested Extension Period, Borrower either (i) extends the term of each Lender’s determination under this the Interest Rate Protection Agreement to a date not earlier than the expiration of the requested Extension Period or (ii) enters into a new interest rate protection agreement which expires no earlier than the expiration of the requested Extension Period, and which extension or new agreement is in respect of a notional amount of the then outstanding Principal and is otherwise on the same terms set forth in Section promptly following such deadline.2.6.1 hereof and has the effect of capping LIBOR at no more than three percent (3.00%) per annum; (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one on or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject prior to the consent commencement of (i) the Administrative Agent First Extension Term, the Debt Yield is at least 10.00%, (ii) the Second Extension Term, the Debt Yield is at least 10.50% and (iii) the Issuing Banks (such consent of Third Extension Term, the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04Debt Yield is at least 11.00%. (e) If (and only if) if the total of the Commitments of the Lenders that have agreed option to extend the Revolving Term until the Second Extended Maturity Date (eachis exercised, Borrower pays to Lender concurrently with the request to so extend the Term, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50extension fee in an amount equal to 0.25% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreementoutstanding Principal; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender.and (f) As a condition precedent if the option to such extensionextend the Term until the Third Extended Maturity Date is exercised, (i) Borrower pays to Lender concurrently with the Borrower shall deliver request to so extend the Administrative Agent a certificate dated as of the Extension Date signed by Term, an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a extension fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount equal to be agreed, which fee shall be due and payable upon, and subject to, effectiveness 0.25% of the Extensionthen-outstanding Principal. The Commitment If Borrower is unable to satisfy all of each Non-Extending the foregoing conditions within the applicable time frames for each, Lender shall be terminated on have no obligation to extend the earlier of (i) the Existing Stated Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)hereunder. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. (a) In addition to Borrower’s rights under Section 2.3(b), Borrower shall, subject to satisfaction of the terms and conditions below, have two (2) successive options to extend the Original Maturity Date to (i) the First Extended Maturity Date, with respect to the first option (the “First Extension Option”), and (ii) the Second Extended Maturity Date, with respect to the second option (the “Second Extension Option”). An Extension Option shall be granted to Borrower only if all of the following conditions have been simultaneously satisfied as of the commencement date of the Extension Period (unless an earlier date is specified hereinbelow): (1) Receipt by Lender of a written request of Borrower (in each instance, an “Extension Request”) given to Lender (i) in the case of the First Extension Option, not less than twenty (20) days prior to the Original Maturity Date but not more than ninety (90) days prior to the Original Maturity Date and (ii) in the case of the Second Extension Option, not less than twenty (20) days prior to the First Extended Maturity Date but not more than ninety (90) days prior to First Extended Maturity Date; (2) payment to Lender in cash, of the Extension Fee; (3) no monetary or material non-monetary Default for which Lender has given notice or no Event of Default shall have occurred and be then existing; (4) either (x) no Material Adverse Change shall have occurred and be continuing or (y) if a Material Adverse Change exists, Lender has failed to give to Borrower notice of such Material Adverse Change within ten (10) days after receipt of an Extension Request; (5) Lender shall have received an updated title report from the Title Company showing the Underlying Mortgage, as assigned to Lender pursuant to the Collateral Assignment, as a prior and paramount lien on the Mortgaged Property, that title to the Land is vested in Fee Owner and that no claim for mechanics’ or materialmen’s liens then encumber the Mortgaged Property; (6) The Loan-to-Value Ratio of the Mortgaged Property (based on an updated or new Appraisal obtained not earlier than thirty (30) days prior to the applicable Maturity Date) does not exceed thirty-five percent (35%); (7) the Fee Owner has satisfied all conditions to achieve extension of the Underlying Mortgage Loan pursuant to Section 2.6 of the Underlying Loan Agreement, and each such condition (together with any supporting information submitted by Fee Owner in connection therewith) has been reviewed and approved by Lender in its sole but reasonable discretion; (8) the Underlying Mortgage Loan shall have been extended to the First Extended Maturity Date or Second Extended Maturity Date, as applicable; (9) Borrower shall be in compliance with Section 3.6 hereof; and (10) Borrower shall have paid all reasonable out-of-pocket costs and expenses incurred by Lender in connection with such extension, including without limitation, underwriting, title and legal fees and costs. Notwithstanding the foregoing or anything to the contrary contained herein, in the event the Mortgaged Property fails to satisfy the conditions set forth in subsection (6) immediately above, Borrower may, at its option, in order to satisfy such subsection, (x) prepay the Loan, (y) deliver to Lender cash or other additional collateral (acceptable to Lender in its sole but reasonable discretion) or (z) deliver a letter of credit (issued by notice an Eligible Institution and with terms acceptable to Lender in its reasonable discretion), in an amount equal to or greater than the LTV Compliance Amount (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”as applicable). (b) Each LenderWithout limiting Borrower’s rights under Section 2.3(a) hereof, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such noticeevent there is a Maturity Default, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Nona one-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed time option to extend the Revolving Maturity Date by three (each, an “Extending Lender”3) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date months (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct “Remedy Extension Period”) provided that: (1) in Lender has received an Extension Request not less than five (5) Business Days after the case of the representations and warranties qualified as to materiality, in all respects and applicable Maturity Date; (2) otherwiseother than with respect to the Maturity Default, no monetary or material non-monetary Default or Event of Default shall have occurred and be then existing; (3) other than with respect to any Event of Default to repay the Loan on the Maturity Date, no Material Adverse Change shall have occurred; (4) Borrower shall have entered into an Interest Rate Cap Agreement, or extended the existing Interest Rate Cap Agreement, for the additional three (3) month period; (5) Borrower shall be in all material respectscompliance with Section 3.6 hereof through the Maturity Date, in each case on and as extended; (6) Borrower shall, within ten (10) Business Days after the delivery of the Extension DateRequest required in item (1) above, except in initiate and thereafter diligently pursue either (x) a sale of the case of any such representation and warranty that expressly relates Underlying Mortgage Loan to a prior dateconfirmed, bona fide third-party purchaser with a sales price sufficient to repay, in full, the Indebtedness (and Borrower must repay, in full, the Indebtedness simultaneously with the closing of such sale), which case such representation and warranty sale shall be so true and correct on and as evidenced by an executed letter of such prior dateintent provided to Lender within thirty (30) days after initiation of the sale of the Underlying Mortgage Loan, (y) foreclosure proceedings against the Mortgaged Property or a secured party sale of the Pledged Collateral, which satisfy the terms and conditions of Section 10.6 or (z) a loan restructure with Fee Owner which satisfies the terms and conditions of Section 10.6; and (7) Borrower shall deliver to have paid all reasonable out-of-pocket costs and expenses incurred by Lender in connection with such extension, including without limitation, underwriting, title and legal fees and costs. In the Administrative Agent event that Borrower so extends any Maturity Date for three (3) months as described in this Section 2.3(b) but has not foreclosed on the Mortgaged Property and/or entered into a certificate of loan restructuring and (i) Borrower has initiated and is diligently pursuing foreclosure proceedings against the Borrower dated Mortgaged Property (as of the Extension Date signed confirmed by an Authorized Officer of the Borrower certifying as to the foregoing clause (xLender in its reasonable discretion) and (zii) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee has paid to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount cash, a fee equal to the product of one-quarter of one percent (0.25%) multiplied by the Adjusted Loan Balance, then the Remedy Extension Period may be agreed, which fee shall be due extended by and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on additional period equal to the earlier of (ix) six (6) months immediately following the Existing Maturity Date and Remedy Extension Period or (iiy) for so long as Borrower is diligently pursuing foreclosure proceedings against the date such Non-Extending Mortgaged Property (as confirmed by Lender in its reasonable discretion). For the purposes of clarification, in the event that the Remedy Extension Period is replaced granted based on Borrower’s attempted sale of the Underlying Mortgage Loan in accordance with Section 2.17 and this Section 2.222.3(b)(6)(x), and at but such time the sale has not been completed, Borrower shall repay all Loans, interest, fees and other amounts owing not be entitled to such Non-Extending Lender. On the Existing Maturity Date, following any such payments additional six (6) months referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)this paragraph. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. If one or more Revolving Lenders do not confirm their execution of the Extension Agreement to which such Extension Request relates within the aforesaid 30 days (asuch Revolving Lenders being hereinafter referred to as "Nonextending Lenders"), the Borrower shall be entitled to: (i) The Borrower may, at its option, by notice (each an “Extension Notice”) extend the Term Out Date with respect to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend Commitments of the Revolving Maturity Date then in effect hereunder Lenders who have so confirmed their execution of the Extension Agreement (such Revolving Lenders being hereinafter referred to as the “Existing Maturity Date”"Extending Lenders") for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum number of two times days (each, an “Extension”). (bnot exceeding 364 days) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified as set forth in the Extension Notice Agreement from the date the Borrower notifies the Agent of the Borrower's exercise of this entitlement and to terminate the Commitment(s) of the Nonextending Lender(s) unutilized as of the Term Out Date as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees same was determined prior to giving effect to such extension. Each Lender that determines Extension Request; or (ii) extend the Term Out Date with respect to the Commitments of the Extending Lenders for a number of days (not exceeding 364 days) as set forth in the Extension Agreement from the date the Borrower notifies the Agent of the Borrower's exercise of this entitlement; prior to the fifth Business Day preceding the Term Out Date as the same was determined prior to giving effect to such Extension Request, replace one or more of the Nonextending Lenders with one or more Eligible Lenders (in respect of whom, the Term Out Date shall be the same date as the Term Out Date with respect to the Commitments of the Extending Lenders); and terminate the Commitment(s) of the Nonextending Lender(s), to the extent not so extend its Revolving Maturity replaced, unutilized as of the Term Out Date as the same was determined prior to the Extension Request; or (a “Non-Extending Lender”iii) shall elect to revoke such Extension Request; provided that: (i) if the Borrower does not notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond its election hereunder prior to the Administrative Agent on or before fifth Business Day preceding the Notice Term Out Date as the same was determined prior to giving effect to such Extension Request with respect to the Commitments of such Revolving Lenders, the Borrower shall be deemed to be a Non-Extending Lender. The election of any Lender have elected to agree to revoke such extension shall not obligate any other Lender to so agree. Extension Request; and (cii) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of if the Commitments of the Nonextending Lenders that have agreed to extend constitute 25% or more of the Revolving Maturity Date (eachFacility, an “Extending Lender”) and all of the additional unutilized Commitments of the Additional Commitment all Revolving Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) Term Out Date as the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing same was determined prior to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of such Extension Request and the Commitments of any such Non-Extending Lenders)Term Out Date shall not be extended. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. The Term of this Lease (aother than the Part 1 Term) The Borrower maymay be extended, at its optionthe option of Tenant for all, or any full floor portions, of the Premises (other than Part 1) for one period of five (5) years and thereafter for five (5) periods of ten (10) years each, with the last day of the final Extended Term being the same day as the last day of the Part 1 Term (such periods being herein sometimes referred to as the "EXTENDED TERMS") as follows: (i) Each such option to extend shall be exercised by Tenant giving a written notice to Landlord, which notice shall specify which floor or floors the exercised option shall apply to, on or before but not later than the first day of the fifteenth (each an “Extension Notice”15th) full calendar month prior to the Administrative Agent (who shall promptly notify expiration of the Lenders) from time to time, but existent Term for the Premises in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”)question. (bii) Each Lenderof the Extended Terms shall be on the same terms, acting covenants and conditions contained in its sole this Lease, excluding the provisions of Paragraphs 4.A. (iii); 4.B. (ii) and individual discretion4.C. (ii) hereof, shalland except for the payment of Base Rent during each such Extended Term that shall be determined as set forth below. If Tenant shall elect not to extend the Term pursuant to this Paragraph 32.B. for a portion of the Premises, such portion shall be the lowest floors of Parts 2, 3, 4 or any Expansion Space then leased by Tenant. Any termination of this Lease for any portion of the Premises during the original Term of this Lease, or during any Extended Term shall terminate all future extension option rights under this Paragraph 32.B. as respects such space. (iii) The Base Rent for each Extended Term shall be at a rate per square foot of Rentable Area for the Premises in question, equal to the Fair Market Rent (as hereinafter defined) commencing on the first day of the applicable Extended Term. Landlord shall advise Tenant at least eighteen (18) months prior to the commencement date of each Extended Term, of the Base Rent that Landlord believes is applicable to the Premises for such Extended Term, and Tenant shall advise Landlord of any objection to such rent within thirty (30) days of receipt of such notice. Failure to respond within such thirty (30) day period shall be deemed to constitute Tenant's acceptance of such Base Rent. If Tenant shall object to Land▇▇▇▇'▇ ▇roposed Base Rent for an Extended Term, it shall so advise Landlord, and Landlord and Tenant shall commence negotiations to attempt to agree upon the applicable Fair Market Rent within thirty (30) days after receipt of notice of Tena▇▇'▇ ▇bjection. If the parties cannot so agree on such Fair Market Rent, the Fair Market Rent shall be determined by arbitration pursuant to Paragraph 33 hereof. Tenant shall have the right to nullify the exercise of an option to extend the Term in whole or as to any portion thereof, by written notice to Landlord, given by the Administrative Agent given not later than to occur of (x) fifteen (15) months prior to the date expiration of the existing Term or (y) fifteen (15) business days of the “Notice Date”) receipt by Tenant of the results of the arbitration referred to above, in which event Tenant's exercise of the option to extend shall be null and void and neither Landlord nor Tenant shall have any further rights or liabilities with respect thereto. Tenant's failure to give the notice of nullification described above within such period shall constitute acceptance by Tenant of, and Tenant's agreement to pay, the Fair Market Rent specified in by the Extension Notice arbitrator as the deadline Base Rent for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agreeapplicable Extended Term. (civ) The Administrative Agent Landlord shall notify have no obligation to make improvements or additions to the Borrower Premises as a condition to Tenant's obligation to pay rent during any Extended Term. For purposes of each Lender’s determination determining Fair Market Rent under this Section promptly following such deadline. (d) The Borrower Lease it shall have the right be assumed that no commissions shall be payable with respect to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject Extended Term. In addition to the consent Base Rent above provided, Tenant shall and hereby agrees during each Extended Term to continue to pay to Landlord Additional Rent in accordance with the provisions of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes Paragraph 5 of this Agreement; Lease, provided, however, that there as respects the Additional Rent resulting from the CPI Adjustment described in Paragraph 5.B., the Base Month for each Extended Term shall be no change adjusted to be that month specified in Paragraph 5.A.(x) (v) In the Revolving Maturity Date event Tenant exercises any of its options under this Paragraph 32.B. and an Extended Term shall result from such exercise, on or prior to the commencement date of any Non-Extending Lender. (f) As a condition precedent such Extended Term, Tenant and Landlord agree in each such case to such extension, (i) the Borrower shall execute and deliver to the Administrative Agent other party a certificate dated as Lease amendment in form and substance mutually acceptable to Landlord and Tenant setting forth the provisions applicable to the portion of the Extension Date signed by Premises involved in such Extended Term. From and after such commencement date of an Authorized Officer Extended Term, as respects the portion of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extensionPremises in question, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit word "Term" shall be deemed to be reallocated according to include the Commitments additional period of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)time for which this Lease was so extended. (gvi) In As used in this Lease with reference to any particular leasable space in the Building, the term "FAIR MARKET RENT" of that leasable space shall mean the Base Rent per annum for a period commencing when the rental being determined would first be payable assuming no rent abatements of any kind for a term of ten (10) years, for tenants of comparable creditworthiness to Tenant occupying space comparable to the total space occupied by Tenant (reduced by the present value of any broker's commission, tenant improvement, free rent, takeover rent or other concession of any kind which would be available to such a tenant, but increased by the present value of the cost of any actual tenant improvement or other concession (if any) agreed by the Landlord and Tenant to be payable, or to be granted to Tenant, in connection with any the particular option with respect to which Tenant has given its initial nonbinding notice), taking into account the other economic terms of this Lease, including the terms provided in Paragraph 5.B.(i) of this Lease, and by reference to comparable first-class space in the Building and in other buildings in the vicinity of the Building and comparable to it in age and quality. For purposes hereof it shall be assumed that no rental fees, commissions, finder's fee, brokerage or similar payments shall be due in connection with the extension of the Revolving Maturity Date, Term of the Borrower, space in question. The rental for the Administrative Agent option space shall be based upon a rate which would apply for the entire leased Premises and each Extending Lender may make such amendments to this Agreement as not just for the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions option areas or expansion areas in Section 2.18 or 9.02 to the contraryquestion.

Extension Options. (a) The Borrower mayshall have the right, at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder Term until (i) July 1, 2009 (the “Existing First Extended Maturity Date”); (ii) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (eachJuly 1, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date 2010 (the “Notice Second Extended Maturity Date”); and (iii) specified in July 1, 2011 (the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving “Third Extended Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject in each case, by giving notice of such extension to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately Lender at least 15 days prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to originally scheduled Stated Maturity Date, in the Administrative Agent a certificate dated as case of extending the Extension Date signed by an Authorized Officer of Term until the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extensionFirst Extended Maturity Date, (ii) (x) immediately before and after giving effect to such extensionthe First Extended Maturity Date, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of extending the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of Term until the Extension Second Extended Maturity Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Second Extended Maturity Date, in the case of extending the Term until the Third Extended Maturity Date. Upon receipt of such request to extend the Term until the First Extended Maturity Date or the Second Extended Maturity Date or the Third Extended Maturity Date, as the case may be, Lender will promptly confirm to Borrower shall pay a fee in writing whether or not the Stated Maturity Date will be so extended, which extension will be granted upon the satisfaction of the following conditions: (a) no Event of Default exists at the time such request is made and on the originally scheduled Stated Maturity Date or the First Extended Maturity Date or Second Extended Maturity Date, as applicable; (b) Borrower delivers to Lender an Officer’s Certificate confirming the accuracy of the information contained in clause (a) above; and (c) on or prior to the Administrative Agentoriginally scheduled Stated Maturity Date or the First Extended Maturity Date or Second Extended Maturity Date, for as the ratable benefit of each Extending Lendercase may be, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of Borrower either (i) extends the Existing term of the Interest Rate Protection Agreement to a date not earlier than the First Extended Maturity Date and or the Second Extended Maturity Date or the Third Extended Maturity Date, as applicable, or (ii) enters into a new interest rate protection agreement which expires no earlier than the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time First Extended Maturity Date or the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On Second Extended Maturity Date or the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.Third

Extension Options. (a) The Borrower mayshall have the right, at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder Term until (i) June 1, 2009 (the “Existing First Extended Maturity Date”), (ii) June 1, 2010 (the “Second Extended Maturity Date”) for an additional one-year period from and (iii) June 1, 2011 (the Existing “Third Extended Maturity Date; provided that ”) by giving notice of such extension to Lender at least fifteen (15) days prior to (i) the Revolving originally scheduled Stated Maturity Date, in the case of extending the Term until the First Extended Maturity Date, (ii) the First Extended Maturity Date, in the case of extending the Term until the Second Extended Maturity Date and (iii) the Second Extended Maturity Date, in the case of extending the Term until the Third Extended Maturity Date. Upon receipt of such request to extend the Term until the First Extended Maturity Date, the Second Extended Maturity Date or the Third Extended Maturity Date, as the case may only be, Lender will promptly confirm to Borrower in writing whether or not the Stated Maturity Date will be extended in accordance with this Section 2.22 up to a maximum so extended, which extension will be granted upon the satisfaction of two times each of the following conditions (eachas applicable): (a) no Event of Default exists at the time such request is made and on the originally scheduled Stated Maturity Date, an “Extension”).the First Extended Maturity Date or the Second Extended Maturity Date, as applicable; (b) Each Lender, acting Borrower delivers to Lender an Officer’s Certificate confirming the accuracy of the information contained in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date clause (the “Notice Date”a) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree.above; (c) The Administrative Agent shall notify on or prior to the originally scheduled Stated Maturity Date, the First Extended Maturity Date or the Second Extended Maturity Date, as the case may be, Borrower either (i) extends the term of each Lender’s determination under this the Interest Rate Protection Agreement to a date not earlier than the First Extended Maturity Date, the Second Extended Maturity Date or the Third Extended Maturity Date, as applicable, or (ii) enters into a new interest rate protection agreement which expires no earlier than the First Extended Maturity Date, the Second Extended Maturity Date or the Third Extended Maturity Date, as applicable, and which extension or new agreement is in respect of a notional amount of the then outstanding Principal and is otherwise on the same terms set forth in Section promptly following such deadline.2.6.1 hereof and has the effect of capping LIBOR at six percent (6%) per annum; (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of extending the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of Term until the Extension Second Extended Maturity Date, except the Debt Yield for the twelve (12)-month period ending May 31, 2009 (or the most recently completed twelve (12)-month period for which information is available) is at least twelve percent (12%); (e) in the case of any such representation and warranty that expressly relates to a prior dateextending the Term until the Third Extended Maturity Date, in the Debt Yield for the twelve (12)-month period ending May 31, 2010 (or the most recently completed twelve (12)-month period for which case such representation and warranty shall be so true and correct on and as of such prior date, information is available) is at least thirteen percent (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause 13%); (x) and (zf) if applicablethe option to extend the Term until the Second Extended Maturity Date is exercised, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a to Lender on the First Extended Maturity Date, an extension fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount equal to be agreed, which fee shall be due and payable upon, and subject to, effectiveness one quarter of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of one percent (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii0.25%) of the previous sentence, participations in then-outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders).Principal; (g) In if the option to extend the Term until the Third Extended Maturity Date is exercised, Borrower shall pay to Lender on the Second Extended Maturity Date, an extension fee in an amount equal to one quarter of one percent (0.25%) of the then-outstanding Principal; (h) Borrower shall have paid to Lender all reasonable costs and expenses (including reasonable attorneys’ fees) incurred by Lender in connection with any extension such extension; and (i) If requested by Lender, Borrower and Guarantor shall execute and deliver such documents as Lender may reasonably request to confirm the continued validity of the Revolving Loan Documents and the continued validity, perfection and priority of the Liens thereof as so extended. If Borrower is unable to satisfy all of the foregoing conditions within the applicable time frames for each, Lender shall have no obligation to extend the Stated Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contraryDate hereunder.

Extension Options. (a) The Borrower may, at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace and option (the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e"First Extension Option") If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Original Maturity Date (each, an “Extending Lender”) and to a date ending upon the additional Commitments expiration of the Additional Commitment Lenders First Extension Period. To the extent Borrower properly exercises the First Extension Option, then Borrower shall have the further right and option (the "Second Extension Option") to extend the Maturity Date a second and last time to a date ending upon the expiration of the Second Extension Period. Each of the Extension Options shall be more than 50% granted to Borrower only if all of the aggregate amount following conditions have been satisfied as of the Commitments in effect immediately prior to the Extension Date, then, effective as commencement date of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date Period (except that, if such unless an earlier date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender.specified hereinbelow): (fa) As receipt by Lender of a condition precedent written request of Borrower (in each instance, an "Extension Request") given to such extension, Lender (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as First Extension Option, not less than forty-five (45) days prior to materialitythe Original Maturity Date but not more than ninety (90) days prior to the Original Maturity Date, in all respects and (2ii) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a the Second Extension Option, not less than forty-five (45) days prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate expiration of the Borrower dated First Extension Period but no more than ninety (90) days prior to the expiration of the First Extension Period; (b) Borrower's satisfaction of all those requirements contained in Section 3.4 hereof and Lender's determination that Completion has occurred; (c) payment to Lender in cash, of the Extension Fee; (d) no Event of Default shall have occurred and be then existing; (e) no Material Adverse Change; (f) receipt by Lender (at Borrower's sole cost and expense) in form and substance acceptable to Lender as of the Extension Date signed by an Authorized Officer date of the Borrower certifying as Extension Request of an appraisal evidencing an Appraised Value resulting in a Loan-to-Value Ratio less than or equal to the foregoing clause sixty-five percent (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders65%).; (g) In connection with to the extent Lender shall have determined that any extension of the Revolving Maturity DateReserves are then currently underfunded in Lender's reasonable discretion, then Borrower shall have effectuated additional deposits into such Reserves to satisfy such concern; and (h) Borrower shall have provided Lender with a then current Compliance Certificate including written evidence reasonably satisfactory to Lender that the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 Debt Service Coverage Ratio shall supersede any provisions in Section 2.18 then equal or 9.02 to the contraryexceed 1.50.

Extension Options. (a) The Borrower mayshall have the right, at its option, by notice (each an “Extension Notice”) to the Administrative Agent (who shall promptly notify the Lenders) from time to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Stated Maturity Date then in effect hereunder until (i) March 1, 2008 (the “Existing First Extended Maturity Date”), (ii) March 1, 2009 (the “Second Extended Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times and (eachiii) March 1, an “Extension”). (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date 2010 (the “Notice Third Extended Maturity Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent by giving notice of such fact promptly after such determination (but in any event no later than the Notice Date), and any extension to Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately at least 15 days prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to originally scheduled Stated Maturity Date, in the Administrative Agent a certificate dated as case of extending the Extension Date signed by an Authorized Officer of Term until the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extensionFirst Extended Maturity Date, (ii) (x) immediately before and after giving effect to such extensionthe First Extended Maturity Date, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of extending the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of Term until the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Second Extended Maturity Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Second Extended Maturity Date, following any such payments referred to in clause (ii) the case of extending the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to Term until the Commitments of the Lenders (after giving effect to termination of the Commitments Third Extended Maturity Date. Upon receipt of any such Non-Extending Lenders).request to extend the Stated Maturity Date, Lender will promptly confirm to Borrower in writing whether or not the Stated Maturity Date will be so extended, which extension will be granted upon the satisfaction of the following conditions: (ga) In connection with any extension no Event of Default exists at the Revolving time such request is made and on the originally scheduled Stated Maturity Date, the BorrowerFirst Extended Maturity Date or the Second Extended Maturity Date, as applicable; (b) Borrower delivers to Lender an Officer’s Certificate confirming the accuracy of the information contained in clause (a) above; and (c) on or prior to the originally scheduled Stated Maturity Date, the Administrative Agent and each Extending Lender may make such amendments to this Agreement First Extended Maturity Date or the Second Extended Maturity Date, as the Administrative Agent determines case may be, Borrower either (i) extends the term of each Loan Interest Rate Protection Agreement to be reasonably necessary a date not earlier than the First Extended Maturity Date, the Second Extended Maturity Date or the Third Extended Maturity Date, as applicable, or (ii) enters into a new interest rate protection agreement which expires no earlier than the First Extended Maturity Date, the Second Extended Maturity Date or the Third Extended Maturity Date, as applicable, and which extension or new agreement is in respect of a notional amount of: (A) with respect to evidence the Extension. This Section 2.22 shall supersede any provisions Tranche A Interest Rate Protection Agreement, the maximum amount of the Tranche A Principal and (B) with respect to the Tranche B Interest Rate Protection Agreement, the Tranche B Notional Amount and are otherwise on the same terms set forth in Section 2.18 or 9.02 2.6 hereof and has the effect of capping LIBOR at (X) 6.00% per annum with respect to the contraryTranche A Interest Rate Protection Agreement and (Y) 4.50% per annum with respect to the Tranche B Interest Rate Protection Agreement. If Borrower is unable to satisfy all of the foregoing conditions within the applicable time frames for each, Lender shall have no obligation to extend the Stated Maturity Date hereunder.

Extension Options. Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and the Tenant is, as of the date of exercise and as of the commencement date of each Extension Term, actually occupying at least fifty percent (50%) of the Premises for its own business purposes, the Tenant shall have the right to extend the Term hereof for two (2) successive periods of ten (10) years each (each such period an “Extension Term”) on the following terms and conditions: (a) The Borrower may, Such right to extend the Term shall be exercised by the giving of notice by Tenant to Landlord at its option, by notice least twelve (each an “Extension Notice”12) months prior to the Administrative Agent (who shall promptly notify expiration of the Lenders) from time to timeInitial Term or the then current Extension Term, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder as applicable (the “Existing Maturity Extension Notice Deadline Date”) ). Upon the giving of such notice on or before the Extension Notice Deadline Date, this Lease and the Term hereof shall be extended for an additional one-year period from term, as specified above, without the Existing Maturity necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the Extension Term to be determined as set forth below. Time shall be of the essence with respect to the Tenant’s giving notice to extend the Term on or before the Extension Notice Deadline Date; provided that . In no event may the Revolving Maturity Date may only be extended in accordance with Tenant extend the Term under this Section 2.22 up to a maximum 2.6 for more than twenty (20) years after the expiration of two times (each, an “Extension”)the Initial Term. (b) Each LenderExtension Term shall be upon all the terms, acting conditions and provisions of this Lease, except the Annual Fixed Rent payable during each Extension Term shall be the then Extension Fair Rental Value of the Premises for such Extension Term, to be determined under Section 2.6(d) or Section 2.6(e) below, but in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later no case less than the date Annual Fixed Rent that was applicable thereto immediately preceding the Extension Term with respect to which the Extension Fair Rental Value is to be established (the “Notice DateThen Applicable Annual Fixed Rental Rate”). For purposes of this Section 2.6, the “Extension Fair Rental Value” of the Premises shall mean the then current fair market annual rent, for leases of other space in Cambridge, Massachusetts similarly improved, taking into account the condition to which such premises have been improved (including any replacements of existing improvements or performance of maintenance obligations (“Replacements”), but excluding any capital improvements to the Premises (i.e., other than Replacements) specified in that enhance the value thereof, provided the same are made by the Tenant during the sixty (60) month period immediately preceding the applicable Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Deadline Date), and any Lender the economic terms and conditions specified in this Lease that does not respond to the Administrative Agent on or before the Notice Date shall will be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agreeapplicable thereto. (c) The Administrative Agent If the Tenant makes a written request to the Landlord for a proposal for the Extension Fair Rental Value for the upcoming Extension Term (“Tenant’s Extension Rental Request”) on or before the day two (2) months prior to the Extension Notice Deadline Date, then the Landlord shall notify make such a written proposal (“Landlord’s Proposal”) to the Borrower Tenant within fifteen (15) days after receipt of each LenderTenant’s determination under this Section promptly following Extension Rental Request, but in no event shall the Landlord be required to deliver such deadlinea proposal sooner than fifteen (15) months prior to the scheduled commencement of such Extension Term. Following delivery by the Landlord of Landlord’s Proposal to the Tenant, the parties will endeavor in good faith to reach agreement with respect to the establishment of the Extension Fair Rental Value for the Extension Term. (d) The Borrower Unless the parties have already mutually agreed upon such Extension Fair Rental Value, on or before the day that is ten (10) days prior to the applicable Extension Notice Deadline Date, the Landlord and the Tenant shall have deliver to each other their final Landlord’s Proposal (or any final change that the right Landlord wishes to replace make to any previously furnished Landlord’s Proposal) and a written proposal from the Commitments Tenant for the Extension Fair Rental Value of any Non-Extending Lenders, and add as the Premises (the “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment LenderTenant’s Proposal”), subject as the case may be, and each of such Landlord’s Proposal and such Tenant’s Proposal shall be binding on the Landlord and the Tenant, respectively, for the purpose of conducting the resolution procedure described in clause (e) below. Failure by the Landlord or the Tenant to the consent timely deliver a final Landlord’s Proposal or final Tenant’s Proposal (time being of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheldessence), as provided the case may be, shall result in Section 2.17 the other party’s proposal being deemed the Extension Fair Rental Value, and Section 9.04failure by the Landlord or the Tenant to timely make any final change to the then most recently delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, shall render no longer subject to change the last previously delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, which shall thereupon become final. (e) If (and only if) the total of the Commitments of the Lenders that have agreed Tenant exercises its election to extend the Revolving Maturity Date Term under clause (eacha) above, an without the Extension Fair Rental Value of the Premises having been established by mutual agreement of the parties as contemplated under clause (c) above, then unless a final Landlord’s Proposal and a final Tenant’s Proposal has been established under clause (d) above, the Landlord shall furnish a final Landlord’s Proposal to the Tenant, and the Tenant shall furnish a final Tenant’s Proposal to the Landlord, within thirty (30) days of the Tenant’s having exercised its election to extend the Term. Within thirty (30) days after the later to occur of (x) the Tenant’s exercise of its election to extend the Term or (y) the establishment of a final Landlord’s Proposal and a final Tenant’s Proposal in accordance with this clause (e), unless the parties have mutually agreed upon the identity of a real estate professional (“Extending LenderArbiter”) with at least ten (10) years continuous experience in the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who has agreed to serve as hereinafter provided (the “Deciding Arbiter”), the Landlord and the additional Commitments Tenant shall each appoint an Arbiter who shall, within thirty (30) days of selection, select a third Arbiter to serve as the Deciding Arbiter. The Deciding Arbiter shall select either Landlord’s Proposal or Tenant’s Proposal as the proposal most accurately stating the Extension Fair Rental Value of the Additional Commitment Lenders Premises. If the two Arbiters respectively selected by the parties (the “Party Selected Arbiters”) cannot agree upon the selection of a Deciding Arbiter, then such two Party Selected Arbiters shall seek the selection of the Deciding Arbiter by the Greater Boston Real Estate Board. The Deciding Arbiter shall give notice of his or her selection to the Landlord and the Tenant and its selection of either Landlord’s Proposal or Tenant’s Proposal shall be more than 50% final and binding upon the Landlord and the Tenant. Each party shall pay the fees and expenses of its real estate professional counsel and any Party Selected Arbiter that such party selects, if any, in connection with any proceeding under this paragraph, and one- half of the aggregate amount fees and expenses of the Commitments Deciding Arbiter. In the event that the commencement of the Extension Term occurs prior to a final determination of the Extension Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rent in effect immediately preceding the commencement of such Extension Term. If the Annual Fixed Rent for the Extension Term is determined to be greater than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, then, effective as then the Tenant shall pay to the Landlord the amount of such underpayment within thirty (30) days of the applicable Extension Expansion Rent Determination Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. (ai) [Reserved]. (ii) The Borrower may, from time to time, request that all or a portion of the Revolving Commitments existing at its optionthe time of such request (each, by notice (each an “Extension NoticeExisting Commitment”, and Loans related thereto, “Existing Loans”) of any Class (an “Existing Class”) be converted to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Existing Loans (any such Existing Loans which have been so extended, “Extended Loans”, and any such Existing Commitments so extended, “Extended Commitments”). Prior to entering into any Extension Amendment with respect to any Extended Commitments, the Borrower shall provide a notice to the Administrative Agent (who shall promptly notify provide a copy of such notice to each of the Lenders of the applicable Existing Class and which such request shall be offered equally to all such Lenders) from time (an “Extension Request”) setting forth the proposed terms of the Extended Commitments to timebe established thereunder, but in no event more frequently than once in any calendar year, request that each Lender extend which terms shall be identical to the Revolving Maturity Commitments of the Existing Class from which they are to be extended except that (w) the scheduled final termination date of such Extended Commitments may be delayed to later dates than the scheduled final termination date of such Existing Class, (x) (A) the interest rates, interest margins, rate floors and upfront fees with respect to the Extended Commitment may be different than those for the Existing Commitments and/or (B) additional fees may be payable to the Lenders providing such Extended Commitments in addition to or in lieu of any of the items contemplated by the preceding clause (A), in each case, to the extent provided in the applicable Extension Amendment, (y) (A) the undrawn revolving commitment fee rate with respect to such Extended Commitments may be different than such rate for such Existing Commitments and (B) the Extension Amendment may provide for other covenants and terms that apply to any period after the latest Revolving Termination Date then in effect hereunder prior to giving effect to such Extension Amendment, and (z) the “Existing Maturity Date”) for an additional one-year period terms of any Extended Commitments may also contain other differences from the Existing Maturity DateClass from which they are to be extended as are approved by the Administrative Agent, acting reasonably, so long as such differences are not material and not adverse to the Lenders of such Existing Class; provided that provided, that, notwithstanding anything to the contrary in this Section 2.22(b) or otherwise, (1) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments as set forth in Section 2.6, treatment of which may be agreed between the Borrower and the Lenders relating to an Extension Series, or upon the Revolving Maturity Termination Date of a Class of Revolving Commitments) of Loans with respect to any Extended Commitments shall be made on a pro rata basis with any borrowings and repayments of the Existing Loans of the Class of Existing Commitments from which they were extended (the mechanics for which may only be extended implemented through the applicable Extension Amendment and may include technical changes related to the borrowing, replacement letter of credit and swingline procedures of such Class of Existing Commitments) and (2) assignments and participations of Extended Commitments and Extended Loans shall be governed by the same assignment and participation provisions applicable to Existing Classes set forth in accordance with this Section 2.22 up 10.6. No Lender shall have any obligation to agree to have any of its Revolving Commitments of any Existing Class converted into Extended Commitments pursuant to any Extension Request. Any Extended Commitments of any Extension Series shall constitute a maximum separate Class of two times (each, an “Extension”)Revolving Commitments from the Existing Class from which they were converted and from any other Existing Commitments. (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify the Borrower of each Lender’s determination under this Section promptly following such deadline. (diii) The Borrower shall have provide the right applicable Extension Request at least ten (10) Business Days prior to replace the Commitments of any Non-Extending Lendersdate on which Lenders under the applicable Existing Class or Existing Classes are requested to respond, and add shall agree to such procedures, if any, as “Lenders” under this Agreement in place thereofmay be established by, one or more existing Lenders and/or Eligible Assignees (eachacceptable to, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and Agent, in each case acting reasonably, to accomplish the Issuing Banks purpose of this Section 2.22(b). Any Lender (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional wishing to have all or a portion of its Revolving Commitments of the Additional Commitment Existing Class or Existing Classes subject to such Extension Request converted into Extended Commitments shall notify the Administrative Agent (an “Extension Election”) on or prior to the date specified in such Extension Request of the amount of its Revolving Commitments of the Existing Class or Existing Classes subject to such Extension Request that it has elected to convert into Extended Commitments (subject to any minimum denomination requirements imposed by the Administrative Agent); provided, that if any Lenders shall of an Existing Class fail to respond, such Lenders will be more than 50% of deemed to have declined to extend their Revolving Commitments. In the event that the aggregate amount of Revolving Commitments of the Existing Class or Existing Classes subject to Extension Elections exceeds the amount of Extended Commitments requested pursuant to the Extension Request, Revolving Commitments of the Existing Class or Existing Classes subject to Extension Elections shall be converted to Extended Commitments on a pro rata basis based on the amount of Revolving Commitments included in each such Extension Election (subject to rounding). Notwithstanding the conversion of any Existing Commitment into an Extended Commitment, such Extended Commitment shall be treated identically to all other Revolving Commitments for purposes of the obligations of a Lender in respect of Swingline Loans under Section 2.4 and Letters of Credit under Section 3, except that the applicable Extension Amendment may provide that the date on which the Swingline Loan has to be repaid and/or the last day for issuing Letters of Credit may be extended and the related obligations to make Swingline Loans and issue Letters of Credit may be continued (pursuant to mechanics to be specified in the applicable Extension Amendment) so long as the Swingline Lender and/or the applicable Issuing Lender, as applicable, have consented to such extensions (it being understood that no consent of any other Lender shall be required in connection with any such extension). (iv) Extended Commitments shall be established pursuant to an amendment (an “Extension Amendment”) to this Agreement (which, except to the extent expressly contemplated by the penultimate sentence of this Section 2.22(b)(iv) and notwithstanding anything to the contrary set forth in Section 10.1, shall not require the consent of any Lender other than the Extending Lenders with respect to the Extended Commitments established thereby) executed by the Loan Parties, the Administrative Agent and the Extending Lenders. No Extension Amendment shall provide for any tranche of Extended Commitments in effect immediately an aggregate principal amount that is less than $25,000,000. Notwithstanding anything to the contrary in this Section 2.22(b) and without limiting the generality or applicability of Section 10.1 to any Section 2.22(b) Additional Amendments, any Extension Amendment may provide for additional terms and/or additional amendments other than those referred to or contemplated above (any such additional amendment, a “Section 2.22(b) Additional Amendment”) to this Agreement and the other Loan Documents; provided, that such Section 2.22(b) Additional Amendments are within the requirements of Section 2.22(b)(ii) and do not become effective prior to the time that such Section 2.22(b) Additional Amendments have been consented to (including, without limitation, pursuant to consents applicable to holders of any Extended Commitments provided for in any Extension DateAmendment) by such of the Lenders, then, Loan Parties and other parties (if any) as may be required in order for such Section 2.22(b) Additional Amendments to become effective in accordance with Section 10.1. Such Extension Amendment shall provide that each of the representations and warranties made by a Loan Party in or pursuant to the Loan Documents shall be true and correct in all material respects on and as of the applicable Extension Date, the Revolving Maturity Date date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct if made on and as of such prior date. In connection with any Extension Amendment, (y) the Borrower shall deliver an opinion of counsel reasonably acceptable to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying (i) as to the foregoing clause enforceability of such Extension Amendment, this Agreement as amended thereby, and such of the other Loan Documents (xif any) as may be amended thereby (in the case of such other Loan Documents as contemplated by the immediately preceding sentence), (ii) to the effect that such Extension Amendment, including the Extended Commitments provided for therein, does not conflict with or violate the terms and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation provisions of its guarantee, Section 10.1 of this Agreement and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date covering such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement matters as the Administrative Agent determines to be may reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions request in Section 2.18 or 9.02 to the contraryconnection therewith.

Extension Options. (a) The Borrower mayshall have the right, at its option, to extend the Term until the First Extended Maturity Date by giving notice (each an “Extension Notice”) of such extension to Administrative Agent prior to the Extension Notice Deadline. Upon receipt of such request to extend the Term from the originally scheduled Maturity Date until the First Extended Maturity Date, Administrative Agent will consider extending the Term, in Administrative Agent’s sole and absolute discretion, and subject to the satisfaction of the following conditions precedent: (who shall promptly notify a) no monetary or material non-monetary Default or Event of Default exists at the Lenders) from time to time, but in no event more frequently than once in any calendar year, such request that each Lender extend is made and on the Revolving originally scheduled Maturity Date then in effect hereunder (or the “Existing First Extended Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”).as applicable; (b) Each LenderBorrower delivers to Administrative Agent an Officer’s Certificate confirming the accuracy of the information contained in clause (a) above; (c) on or prior to the originally scheduled Maturity Date or the First Extended Maturity Date, acting as the case may be, Borrower either (i) extends the term of the Secured Swap Agreement or Third Party Swap Agreement to a date not earlier than the First Extended Maturity Date, or (ii) enters into a new Secured Swap Agreement or Third Party Swap Agreement which expires no earlier than the First Extended Maturity Date, and which extension or new agreement is in respect of a notional amount of the then outstanding Principal and is otherwise on the same terms set forth in Section 2.6.1; (d) on the originally scheduled Maturity Date (i) the Extension DSCR is at least 1.2:1, and (ii) the Loan-To-Value Ratio (based on the “as is” value of the Property) is not more than 65%; provided that if either of the foregoing tests are not satisfied, Borrower may prepay a portion of the unpaid Principal required to satisfy such tests; (e) if the option to extend the Term until First Extended Maturity Date is exercised, Borrower pays to Administrative Agent for the account of the Lenders concurrently with the request to so extend the Term until the First Extended Maturity Date, the First Extended Maturity Date Fee; (f) [Reserved]; (g) as of the originally scheduled Maturity Date, each of the representations and warranties of Borrower and Guarantor contained or incorporated in any Loan Document is true and correct, except if any such representation or warranty is expressly stated to have been made as of a specific date, then as of such specific date; (h) Borrower and Guarantor are in compliance with all covenants contained or incorporated in the Loan Documents; and (i) no material adverse change shall have occurred, as determined by Administrative Agent in its sole and individual discretion, shallin the financial condition of Borrower, by written notice Guarantor, or the Property from that which existed as of the later of (i) the date hereof or (ii) the date upon which the financial condition of such party or the Property was first presented to the Administrative Agent given not later than the date (the “Notice Date”) specified in the Extension Notice as the deadline for such noticeby B▇▇▇▇▇▇▇, advise the Administrative Agent whether Guarantor, or not such any of their respective Affiliates. If B▇▇▇▇▇▇▇ agrees is unable to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify satisfy all of the Administrative Agent of such fact promptly after such determination (but in any event no later than foregoing conditions within the Notice Date)applicable time frames for each, and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree. (c) The Administrative Agent shall notify have no obligation to consider extending the Borrower of each Lender’s determination under this Section promptly following such deadline. (d) The Borrower shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as of the applicable Extension Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lenderhereunder. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders). (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. Subject to the provisions of this Section 2.7, Borrower shall have the option (a) The Borrower may, at its optionthe “First Extension Option”), by irrevocable written notice (each an the “First Extension Notice”) delivered to Agent no later than thirty (30) days prior to the Administrative Agent (who shall promptly notify the Lenders) from time Stated Maturity Date, to time, but in no event more frequently than once in any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder to November 9, 2019 (the “Existing First Extended Maturity Date”). In the event Borrower shall have exercised the First Extension Option, Borrower shall have the option (the “Second Extension Option”), by irrevocable written notice (the “Second Extension Notice”) for an additional one-year period from delivered to Agent no later than thirty (30) days prior to the Existing First Extended Maturity Date; provided that , to extend the Revolving First Extended Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times November 9, 2020 (each, an the “ExtensionSecond Extended Maturity Date”).. In the event Borrower shall have exercised the Second Extension Option, Borrower shall have the option (the “Third Extension Option”), by irrevocable written notice (the “Third Extension Notice”) delivered to Agent no later than thirty (30) days prior to the Second Extended Maturity Date, to extend the Second Extended Maturity Date to November 9, 2021 (the “Third Extended Maturity Date”). Borrower’s right to so extend the Maturity Date shall be subject to the satisfaction of the following conditions precedent prior to each extension hereunder: (i) no Event of Default shall have occurred and be continuing on the date Borrower delivers the First Extension Notice, the Second Extension Notice or the Third Extension Notice, as applicable, and (ii) no Event of Default shall have occurred and be continuing on the Stated Maturity Date, the First Extended Maturity Date and the Second Extended Maturity Date, as applicable; (b) Each Lender, acting in its sole Borrower shall (i) obtain and individual discretion, shall, by written notice deliver to the Administrative Agent given not later than one (1) Business Day prior to the date first day of the term of the Loan as extended, one or more Replacement Interest Rate Cap Agreements from an Approved Counterparty, in a notional amount equal to the Outstanding Principal Balance, which Replacement Interest Rate Cap Agreement(s) shall be (A) effective for the “Notice Date”) specified in period commencing on the Extension Notice as day immediately following the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving then applicable Maturity Date (prior to giving effect to the applicable Extension Option) and ending on the last day of the Interest Period in which the applicable extended Maturity Date occurs, (B) have a “Non-Extending Lender”strike price equal to the Extension Strike Price; provided, Borrower shall be permitted to prepay, on a pro rata basis, a portion of the Loan (subject to and in accordance with Section 2.4.2) shall notify in an amount that maximizes the Administrative Agent of such fact promptly after such determination (but in any event no later than the Notice Date)Extension Strike Price, and any Lender that does not respond (C) otherwise on the same terms set forth in Section 2.6 and (ii) execute and deliver an Acknowledgement with respect to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to each such extension shall not obligate any other Lender to so agree.Replacement Interest Rate Cap Agreement; (c) The Administrative Agent Borrower shall notify deliver a Counterparty Opinion with respect to the Borrower of each Lender’s determination under this Section promptly following such deadline.Replacement Interest Rate Cap Agreement and the related Acknowledgment; (d) The all amounts due and payable by Borrower and any other Person pursuant to this Agreement or the other Loan Documents as of the Stated Maturity Date, the First Extended Maturity Date or the Second Extended Maturity Date, as applicable, and all out-of-pocket costs and expenses of Agent and Lenders, including reasonable fees and expenses of Agent’s and Lender’s counsel, in connection with the Loan and/or the applicable extension of the Term shall have the right to replace the Commitments of any Non-Extending Lenders, and add as “Lenders” under this Agreement been paid in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04.full; (e) If (and only if) on the total of the Commitments of the Lenders that have agreed to extend the Revolving First Extended Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Second Extended Maturity Date, then, effective as of Borrower shall pay to Agent the applicable Extension Fee; (f) the Properties shall have achieved, on the date Borrower delivers the First Extension Notice, the Second Extension Notice or the Third Extension Notice, as applicable, and on the Stated Maturity Date, the Revolving First Extended Maturity Date and the Second Extended Maturity Date, respectively, a Debt Yield of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreementno less than 6.50%; provided, however, that there if the Properties do not satisfy the foregoing Debt Yield requirements provided in this Section 2.7.1(f), Borrower shall be no change permitted to prepay a portion of the Loan (subject to and in accordance with Section 2.4.2) in an amount that would be sufficient such that the Revolving Maturity Date of any Non-Extending Lender.Debt Yield test set forth above shall be satisfied; (fg) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extensionany partial prepayments of the Loan under clause (f) of this Section 2.7.1, the representations Properties shall have achieved, on the date Borrower delivers the First Extension Notice, the Second Extension Notice or the Third Extension Notice, as applicable, and warranties on the Stated Maturity Date, the First Extended Maturity Date and the Second Extended Maturity Date, respectively, a Combined Debt Yield of each no less than 5.30%; provided, however, if the Properties do not satisfy the foregoing Combined Debt Yield requirements provided in this Section 2.7.1(g), Current Mezzanine Borrower shall be permitted to prepay a portion of the Current Mezzanine Loan Party (subject to and in accordance with Section 2.4.2 of the Current Mezzanine Loan Agreement) in an amount that would be sufficient such that the Combined Debt Yield test set forth in above shall be satisfied; and (h) Current Mezzanine Borrower shall have (i) timely exercised the extension option to extend the Current Mezzanine Loan, and (ii) been entitled pursuant to the terms of the Current Mezzanine Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case of any exercise such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, extension option and (iii) the Borrower shall pay a paid any extension fee required pursuant to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness terms of the ExtensionCurrent Mezzanine Note. The Commitment If Borrower is unable to satisfy all of each Non-Extending Lender the foregoing conditions within the applicable time frames for each, Agent shall be terminated on the earlier of have no obligation to extend or further extend (ias applicable) the Existing Stated Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)hereunder. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. Borrower shall have the option to extend the Stated Maturity Date to February 8, 2018 (athe “First Extended Maturity Date”); and only if the Maturity Date shall have been validly so extended, then Borrower shall have a second option to extend the Maturity Date to February 8, 2019 (the “Second Extended Maturity Date”); and only if the Maturity Date shall have been validly so extended, then Borrower shall have a third option to extend the Maturity Date to February 8, 2020 (the “Third Extended Maturity Date”). Each such option (an “Extension Option”) The Borrower may, at its option, shall be exercised only by written notice (each an “Extension Notice”) delivered to Lender no earlier than one hundred twenty (120) nor later than thirty (30) days prior to the Administrative Agent then-scheduled Maturity Date, and in each case the valid exercise of the option shall be subject to the satisfaction of the following conditions precedent: (who a) no Event of Default shall promptly notify exist when Lender receives the Lenders) from time to timeapplicable Extension Notice, but in no event more frequently than once in any calendar year, request that each Lender extend nor on the Revolving Maturity Date as the same is scheduled prior to giving effect to the Extension Option then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”).being exercised; (b) Each LenderNot later than the first day of the applicable extension period, acting Borrower shall obtain, execute as applicable, and deliver to Lender (i) one or more Replacement Interest Rate Cap Agreements from an Approved Counterparty, in its sole and individual discretion, shall, by written notice a notional amount equal to the Administrative Agent given Outstanding Principal Balance, which Replacement Interest Rate Cap Agreement(s) shall be (A) effective for the period commencing not later than said first day of the date (extension period and ending on the “Notice Date”) specified last day of the Interest Period in which the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving applicable extended Maturity Date occurs and (B) otherwise on same terms set forth in Exhibit K and at the applicable Strike Price; (ii) an Acknowledgement with respect to each such Replacement Interest Rate Cap Agreement; (iii) a “Non-Extending Lender”Counterparty Opinion with respect to each such Replacement Interest Rate Cap Agreement and the related Acknowledgment; and (iv) shall notify the Administrative Agent a Collateral Assignment of Interest Rate Protection Agreement for each such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agree.Replacement Interest Rate Cap Agreement; (c) The Administrative Agent shall notify All amounts due and payable by Borrower pursuant to the Borrower Loan Documents as of each the applicable Maturity Date, and all reasonable, out-of-pocket costs and expenses of Lender, including Lender’s determination under this Section promptly following such deadline.reasonable attorneys’ fees and disbursements shall have been paid in full; (d) The Borrower shall have the right pay to replace the Commitments of any Non-Extending LendersLender an extension fee, and add as “Lenders” under this Agreement in place thereoffor each such Extension Option, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject equal to the consent 0.25% of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04.Outstanding Principal Balance; and (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective The Debt Service Coverage Ratio as of the applicable Extension Maturity Date, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date that is one year after the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as of the Extension Date, except in the case date of exercise of any such representation and warranty that expressly relates Extension Option, shall be not less than 1.30 : 1.00. If Borrower is unable to a satisfy all of the foregoing conditions within the applicable time frames for each, Lender shall have no obligation to extend the Maturity Date hereunder. Borrower may rescind any Extension Notice prior dateto commencement of the applicable extension period, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver have no right to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced in accordance with Section 2.17 and this Section 2.22, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit shall be deemed to be reallocated according to the Commitments of the Lenders (after giving effect to termination of the Commitments of any such Non-Extending Lenders)subsequent Extension Notice. (g) In connection with any extension of the Revolving Maturity Date, the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede any provisions in Section 2.18 or 9.02 to the contrary.

Extension Options. Section 28.01 Tenant is granted the option to extend the term of this Lease for successive additional terms of years each (each such additional term being referred to as an "Extension Term," and each such option being referred to as an "Extension Option") provided all of the following conditions (the "Extension Conditions") are met with respect to each Extension Term: (a) The Borrower may, at its option, by Tenant gives Landlord notice (each an “the "Extension Notice”") at least prior to commencement of the Extension Term to which such notice relates, that it is exercising the Extension Option, and (b) at the date the Extension Option is exercised, and at the commencement of the Extension Term to which such option relates, Tenant is not in default of its obligations under the Lease, unless such default is cured within the applicable cure period; and (c) Tenant has not been more than 30 days late (counting from the due date) in the payment of the Base Rent and Taxes more than times for all periods prior to the Administrative Agent commencement of the applicable Extension Term,. Tenant shall deliver to Landlord, upon ▇▇▇▇▇▇▇▇'s request made within 1 month prior to or 1 month after the commencement of the applicable Extension Term, detailed audited financial statements for Tenant showing ▇▇▇▇▇▇'s net worth. Each such Extension Term shall commence at the expiration of the prior term. If any Extension Option is not timely exercised or if the Extension Conditions are not met with respect to any Extension Term, such Extension Option or Extension Term and all further Extension Options and Extension Terms shall be deemed null and void. TIME IS OF THE ESSENCE WITH RESPECT TO THE GIVING OF EACH EXTENSION NOTICE. Section 28.02 If this Lease is terminated or expires for any reason, the Extension Options granted in this Article with respect to periods subsequent to such termination or expiration shall be deemed null and void. Section 28.03 Each such Extension Term shall be upon all of the terms and conditions of this Lease, except as follows and as otherwise hereinafter provided: (who a) Any rent concession granted in this Lease shall promptly notify the Lenders) from time not apply to timeany Extension Term. Accordingly, but in no event more frequently than once in Sections 3.02 and 3.03 shall be inapplicable to any calendar year, request that each Lender extend the Revolving Maturity Date then in effect hereunder (the “Existing Maturity Date”) for an additional one-year period from the Existing Maturity Date; provided that the Revolving Maturity Date may only be extended in accordance with this Section 2.22 up to a maximum of two times (each, an “Extension”)Extension Term. (b) Each Lender, acting in its sole and individual discretion, shall, by written notice to At the Administrative Agent given not later than end of the date (th Extension Term the “Notice Date”) specified in the Extension Notice as the deadline for such notice, advise the Administrative Agent whether or not such ▇▇▇▇▇▇ agrees to such extension. Each Lender that determines not to so extend its Revolving Maturity Date (a “Non-Extending Lender”) shall notify the Administrative Agent provisions of such fact promptly after such determination (but in any event no later than the Notice Date), and any Lender that does not respond to the Administrative Agent on or before the Notice Date this Article shall be deemed null and void and there shall be no further extension of the term of this Lease pursuant to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to so agreethis Article. (c) The Administrative Agent Tenant shall notify not be required to build the Borrower of each Lender’s determination under this Section promptly following such deadline.Facility required by Article V. (d) The Borrower Base Rent payable during each Extension Term shall have be determined in accordance with the right to replace the Commitments provisions of any Non-Extending LendersExhibit 2. Section 28.04 If Tenant validly exercises an Extension Option and, and add as “Lenders” under this Agreement in place thereof, one or more existing Lenders and/or Eligible Assignees (each, an “Additional Commitment Lender”), subject to the consent of the Administrative Agent and the Issuing Banks (such consent of the Administrative Agent or the Issuing Banks not to be unreasonably withheld), as provided in Section 2.17 and Section 9.04. (e) If (and only if) the total of the Commitments of the Lenders that have agreed to extend the Revolving Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment Lenders shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the Extension Date, then, effective as commencement of the applicable Extension DateTerm, the Revolving Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended there is a dispute as to the date that is one year after amount of the Existing Maturity Date (except that, if such date is not a Business Day, such Revolving Maturity Date as so extended shall be the next preceding Business Day) and such date shall become the Revolving Maturity Date (except as otherwise provided in this Section 2.22 as to Non-Extending Lenders) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement; provided, however, that there shall be no change in the Revolving Maturity Date of any Non-Extending Lender. (f) As a condition precedent to such extension, (i) the Borrower shall deliver to the Administrative Agent a certificate dated Base Rent payable by Tenant as of the Extension Date signed by an Authorized Officer of the Borrower certifying and attaching the resolutions adopted by the Borrower approving or consenting to such extension, (ii) (x) immediately before and after giving effect to such extension, the representations and warranties of each Loan Party set forth in the Loan Documents are true and correct (1) in the case of the representations and warranties qualified as to materiality, in all respects and (2) otherwise, in all material respects, in each case on and as commencement of the Extension Date, except in the case of any Term and such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be so true and correct on and as of such prior date, (y) the Borrower shall deliver to the Administrative Agent a certificate of the Borrower dated as of the Extension Date signed by an Authorized Officer of the Borrower certifying as to the foregoing clause (x) and (z) if applicable, each Subsidiary Loan Party shall deliver a customary reaffirmation of its guarantee, and (iii) the Borrower shall pay a fee to the Administrative Agent, for the ratable benefit of each Extending Lender, in an amount to be agreed, which fee shall be due and payable upon, and subject to, effectiveness of the Extension. The Commitment of each Non-Extending Lender shall be terminated on the earlier of (i) the Existing Maturity Date and (ii) the date such Non-Extending Lender is replaced dispute has not been resolved in accordance with Section 2.17 the terms of this Lease, Tenant shall pay the Base Rent proposed by Landlord in its Valuation Documents from the commencement of such Extension Term until such dispute is resolved. Such payment and acceptance shall be without prejudice to Tenant's position. The parties shall adjust any overpayment or underpayment by Tenant promptly after resolution of such dispute. If Tenant fails to comply with its obligations under this Section 2.22Section, and at such time the Borrower shall repay all Loans, interest, fees and other amounts owing to such Non-Extending Lender. On the Existing Maturity Date, following any such payments referred to in clause (ii) of the previous sentence, participations in outstanding Letters of Credit Tenant shall be deemed to be reallocated according have waived its right to the Commitments contest Landlord’s determination of the Lenders (after giving effect to termination of the Commitments of any Base Rent for such Non-Extending Lenders)Extension Term. (g) In Section 28.05 Tenant shall pay all transfer taxes, including New York State Real Estate Tax [for New York City: and New York City Real Property Transfer Tax] imposed in connection with any each extension of the Revolving Maturity DateTerm of this Lease, including any extension effected through the Borrower, the Administrative Agent and each Extending Lender may make such amendments to this Agreement as the Administrative Agent determines to be reasonably necessary to evidence the Extension. This Section 2.22 shall supersede exercise of any provisions in Section 2.18 or 9.02 to the contraryExtension Option.