Common use of Extension Term Clause in Contracts

Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (9) (but not more than twelve (12)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) of the Premises, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the end of the Initial Term. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine twelve (912) (but not more than twelve fifteen (1215)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term (i) a default an Event of Default by Tenant exists, or (ii) Tenant is not leasing one hundred sixty percent (10060%) or more of the Premises, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the end of the Initial Term. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Initial Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Extension Term. The Term of this Lease of all (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) of the Premises may be extended for Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term by unconditional written notice from Tenant to Landlord at least nine (9hereinafter defined) (but not more than twelve it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Term for one (121) additional term of five (5) years (the “Extension Term”)) months before , commencing as of the end expiration of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. If Tenant does not Upon the timely exercise this option, or if on the date giving of such notice or at notice, the beginning of the Extension Term (i) a default by Tenant existsshall, or (ii) Tenant is not leasing one hundred percent (100%) of the Premises, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice subject to Tenant, Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effectTerm. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend, and this Lease shall expire at extend the end of the Initial Term. If Tenant fails to Notwithstanding the fact that Tenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to extend the Term shall mean be self executing, the [Initial] parties shall promptly execute a lease amendment reflecting such Ext1nsion Term as it may be extended by the Extension Termafter Tenant exercises such option. The Extension Term execution of such lease amendment shall not be on all deemed to waive any of the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth belowto Tenant’s exercise of its rights under this Section 1.2.

Extension Term. The Term of this Lease of (a) Provided that the following conditions (the “Extension Conditions”), any or all of the Premises which may be extended for the Extension Term waived by unconditional written notice from Tenant to Landlord at least nine (9) (but not more than twelve (12)) months before the end of the Initial Termin its sole discretion, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term are satisfied: (i) Tenant, an Affiliate (hereinafter defined) and/or a default by Tenant exists, or Successor (iihereinafter defined) Tenant is not leasing is/are then occupying one hundred percent (100%) of the Premises, or ; and (iiiii) Tenant has made any Transfer under Article 13 there is no Event of Default (other than a Related Party Transferhereinafter defined) (1) as of the date of the Extension Notice (hereinafter defined), and (2) at Landlord’s the commencement of the Extension Term (hereinafter defined), Tenant shall have the option upon to extend the Initial Term for one (1) additional term of three (3) years (the “Extension Term”), commencing as of the expiration of the Initial Term. Tenant must exercise such option to extend, if at all, by giving Landlord written notice (the “Extension Notice”) not earlier than twelve (12) months and no later than nine (9) months prior to Tenantthe expiration of the then-current term of this Lease, time being of the essence. Notwithstanding the foregoing, Landlord may nullify Tenant’s right exercise of its option to extend the Term by written notice to Tenant (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice there is an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such default within the applicable cure period set forth in Section 18.1 after receipt of the Nullification Notice. Upon the satisfaction of the Extension Conditions and the timely giving of the Extension Notice without a subsequent nullification by Landlord, the Initial Term shall be deemed extended upon all of the terms and conditions of this Lease Lease, except that Base Rent during the Extension Term shall irrevocably lapse and be void and of no further force and effectcalculated in accordance with this Section 1.2. If Tenant fails to give a timely Extension Notice, as aforesaid, Tenant shall have no further right to extend, and this Lease shall expire at the end of extend the Initial Term. If Tenant fails to Notwithstanding the fact that Tenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option to Landlord a certification, in recordable form, confirming extend the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Initial Term shall be on all self-executing, the same terms and conditions except that the Base Rent for the parties shall promptly execute a lease amendment reflecting such Extension Term after Tenant validly exercises its option. The execution of such lease amendment shall not be as set forth belowdeemed to waive any Event of Default or any an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder.

Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional (except for the Base Rent determination process as provided herein) written notice from Tenant to Landlord at least nine (9) (but not more than twelve fifteen (1215)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term (i) a default an uncured Event of Default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) of the Premises, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the end of the Initial Term. If Tenant fails to timely exercise its rights hereunder, then within seven ten (710) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Initial Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Extension Term. The Term of this Lease of all of the Premises may be extended for the each applicable Extension Term by unconditional (except for the Base Rent determination process as provided herein) written notice from Tenant to Landlord at least nine twelve (912) (but not more than twelve eighteen (1218)) months before the end of the Initial Term or first (1st) Extension Term, as the case may be, time being of the essence. If Tenant does not timely exercise this such option, or if on the date of such notice or at the beginning of the applicable Extension Term (i) a default an uncured Event of Default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) of the Premises, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the end of the Initial Term or first (1st) Extension Term, as the case may be. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit affidavit, to the extent true, shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Initial Term as it may be extended by the an Extension Term. The Each Extension Term shall be on all the same terms and conditions except that the Base Rent for the applicable Extension Term shall be as set forth below.

Extension Term. The Provided that the following conditions, which may be waived by Sublandlord in its sole discretion, are satisfied (i) Subtenant has not assigned its interest in this Sublease nor sublet any of the Subleased Space to anyone other than an Affiliated Entity and/or a Successor; and (ii) no uncured Event of Default exists (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined), and subject to Sublandlord’s consent to such extension as set forth in this Section 21, Subtenant shall have the option to extend the Term of this Lease Sublease for a single additional term of all either six (6) months or one (1) year (such elected term length, the “Extension Term”), commencing as of the Premises may be extended expiration of the initial Term. Subtenant must exercise such option to extend (including its election to extend for the Extension Term either six (6) months or one (1) year), if at all, by unconditional giving Sublandlord written notice from Tenant to Landlord at least nine (9the “Extension Notice”) on or before the date that is six (6) months but not more than twelve (12)) months before prior to the end expiration of the Initial Termthen current Term of this Sublease, time being of the essence. If Tenant does not timely exercise this option, or if on the date Sublandlord shall have ten (10) days from receipt of such notice or at the beginning of Subtenant’s Extension Notice with which to either (i) confirm Subtenant’s extension for the Extension Term for either six (i6) a default by Tenant existsmonths or one (1) year, or (ii) Tenant is not leasing in the event Subtenant elects to extend for one hundred percent (100%1) year, to deny Subtenant’s extension for the additional six (6) months (which denial may be provided in Sublandlord’s sole discretion), in which event the Extension Term shall be automatically reduced to six (6) months. Upon the timely giving of such notice by Sublandlord, the Term shall be deemed so extended, for one (1) year or six (6) months, as so specified by Sublandlord, upon all of the Premisessame terms and conditions of this Sublease, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer)Base Rent, at Landlord’s option upon written notice which shall be 103% of the Base Rent in existence as of the initial Termination Date. If Subtenant fails to Tenantgive timely notice, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effectas aforesaid, Tenant Subtenant shall have no further right to extend, and this Lease shall expire at extend the end of the Initial Term. If Tenant Sublandlord fails to give timely notice in response to the Extension Notice, as aforesaid, this Sublease shall be so extended for the either six (6) month or one (1) year period as set forth in Subtenant’s Extension Notice. Notwithstanding the fact that Subtenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to extend the Term shall mean be self-executing, the [Initial] parties shall promptly execute a sublease amendment reflecting such Extension Term as it may be extended by after Subtenant exercises such option and to the Extension Termextent Sublandlord provides its consent. The Extension Term execution of such sublease amendment shall not be deemed to waive any of the conditions to Subtenant’s exercise of its rights under this Section 21. [Signatures appear on all the same terms and conditions except that following page.] The parties have executed this Sublease as of the Base Rent for the Extension Term shall be as set forth belowEffective Date. Sublandlord: FREQUENCY THERAPEUTICS, INC., a Delaware corporation By: /s/ Xxxxx X. Xxxxxxxx Name & Title: Subtenant: SALIOGEN THERAPEUTICS, INC., a Delaware corporation By: /s/ Xxx Xxxxxxxxxx

Extension Term. The Term Provided that (i) an Event of this Lease of all Default does not exist as of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (9) (but not more than twelve (12)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning commencement of the Extension Term (ias defined below) a default by Tenant existsor as of the date of Landlord’s receipt of the Extension Notice (as defined below), or (ii) Tenant neither the Expansion Rescission occurred nor the Expansion Termination Option is not leasing one hundred percent (100%) of the Premises, or exercised in accordance with this Amendment and (iii) Tenant has made any Transfer under Article 13 not assigned the Lease (other excluding an assignment to a Permitted Transferee) or subleased more than fifty percent (50%) of the Premises (excluding a Related Party Transfersublease to a Permitted Transferee), at Landlord’s option upon written notice to Tenant, Tenant’s Tenant shall have the right to extend the Lease Term for one (1) period of this Lease shall irrevocably lapse and five (5) years (the “Extension Term”) by giving Landlord written notice of extension (the “Extension Notice”), which notice must be void and of no further force and effectreceived by Landlord not earlier than 18 months, Tenant shall have no further right nor later than 12 months, prior to extend, and this Lease shall expire at the end then-expiration date of the Initial Lease Term. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request thereforif such extension becomes effective, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Lease Term shall be on all automatically extended upon the same terms and conditions as are applicable to the current Lease Term, except that the (x) Base Rent for the Extension Term shall be as set forth in subsection (b) below., and (y) there shall be no further right to extend or renew the Lease Term beyond the Extension Term. The right of extension provided under this section is personal to Genocea Biosciences, Inc. (or any of its Permitted Transferees) and is not exercisable by any subtenant or assignee permitted under this Lease. 80333389_1

Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine twelve (912) (but not more than twelve fifteen (1215)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred occupying seventy-five percent (10075%) or more of the Premises, or (iii) Tenant has made any Transfer under Article 13 not subleased more than twenty-five percent (other than a Related Party Transfer)25%) of the Premises, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the end of the Initial Term. If Tenant Xxxxxx fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and TenantXxxxxx’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Initial Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Extension Term. The Term of this Lease of (a) Provided that the following conditions (the “Extension Conditions”), any or all of the Premises which may be extended for waived by Landlord in its sole discretion, are satisfied: (i) Tenant, an Affiliate (hereinafter defined) and/or a Successor (hereinafter defined) is/are then occupying at least seventy-five percent (75%) of the Premises; and (ii) there is no Monetary Default (hereinafter defined) continuing beyond any applicable notice and cure period nor any Event of Default (1) as of the date of the Extension Notice (hereinafter defined), nor (2) at the commencement of the Extension Term (hereinafter defined), Tenant shall have the option to extend the Initial Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration of the Initial Term. Tenant must exercise such option to extend, if at all, by unconditional giving Landlord written notice from Tenant to Landlord at least nine (9the “Extension Notice”) no earlier than fifteen (but not more 15) months and no later than twelve (12)) months before prior to the end expiration of the Initial Term, time being of the essence. If Notwithstanding the foregoing, Landlord may nullify Tenant’s exercise of its option to extend the Term by written notice to Tenant does not timely exercise this option, or (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice, there is an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such notice or at default within the beginning applicable cure period set forth in Section 20.1 after receipt of the Nullification Notice. Upon the satisfaction of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) Conditions and the timely giving of the PremisesExtension Notice without a subsequent nullification by Landlord, the Term shall be deemed extended for the Extension Term upon all of the terms and conditions of this Lease, except that Base Rent during such Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises (iiiwhich shall be taken into consideration when determining FMV (hereinafter defined)) and Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s shall have no further right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effectInitial Term. If Tenant fails to give a timely Extension Notice, as aforesaid, Tenant shall have no further right to extend, and this Lease shall expire at the end of extend the Initial Term. If Tenant fails to Notwithstanding the fact that Tenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option to Landlord a certification, in recordable form, confirming extend the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Initial Term shall be on all self-executing, the same terms and conditions except that the Base Rent for the parties shall promptly execute a lease amendment reflecting such Extension Term after Tenant validly exercises its option. The execution of such lease amendment shall not be as set forth belowdeemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2.

Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (9) (but not more than twelve fifteen (1215)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) of the Premises, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer)13, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the end of the Initial Term. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Initial Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Extension Term. The Term of this Lease of all of (a) Provided that the Premises following conditions, which may be extended for the Extension Term waived by unconditional written notice from Tenant to Landlord at least nine (9) (but not more than twelve (12)) months before the end of the Initial Termin its sole discretion, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term are satisfied (i) Tenant, an Affiliated Entity (hereinafter defined) and/or a default by Tenant exists, or Successor (iihereinafter defined) Tenant is not leasing is/are then occupying one hundred percent (100%) of the Premises, or ; and (iiiii) Tenant no Event of Default nor an event which with the passage of time and/or the giving of notice would constitute an Event of Default has made any Transfer under Article 13 occurred (other than a Related Party TransferA) as of the date of the Extension Notice (hereinafter defined) and (B) at the commencement of the Extension Term (hereinafter defined), Tenant shall have the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of February 1,2024 and expiring as of January 31, 2029. Tenant must exercise such option to extend, if at Landlord’s option upon all, by giving Landlord written notice (the “Extension Notice”) on or before February 1, 2023, time being of the essence. Upon the timely giving of such notice, the Term shall be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2 below, Landlord shall have no obligation to Tenant, Tenant’s construct or renovate the Premises and Tenant shall have no further right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effectTerm, If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend, and this Lease shall expire at extend the end of the Initial Term. If Tenant fails to Notwithstanding the fact that Tenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to extend the Term shall mean be self-executing, the [Initial] parties shall promptly execute a lease amendment confirming such Extension Term as it may be extended by the Extension Termafter Tenant exercises such option. The Extension Term execution of such lease amendment shall not be on all deemed to waive any of the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth belowto Tenant’s exercise of its rights under this Section 1.2.