Common use of Renewal Options Clause in Contracts

Renewal Options. Provided Tenant is not then in default hereunder after the expiration of all applicable notice and cure periods, Landlord hereby grants Tenant the right to renew the Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms of (5) five years each by giving Landlord written notice of Tenant's election to exercise such renewal option not later than 270 days prior to the commencement of each renewal term. In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereof, Tenant shall have the right, provided Tenant complies with all of the provisions herein above set forth, to renew this Lease for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional Premises.

Renewal Options. Provided Tenant is not then in default hereunder after the expiration of all applicable notice and cure periods, Landlord hereby grants Tenant shall have the right to renew and extend the term of this Lease of for the Additional Premises Renewal Terms (including any Expansion Space leased by Tenant, as hereinafter set forthherein so called) upon and subject to the following terms and conditions: Tenant may extend this Lease for two (2) additional terms Renewal Terms of five (5) five years each by Tenant's giving Landlord written notice a Renewal Notice no more than six (6) months prior to the expiration of the initial term or the immediately preceding Renewal Term, as applicable. Such Renewal Term(s) shall commence immediately upon the expiration of the initial term or subsequent Renewal Term, and upon exercise of each renewal option the expiration date of the term shall automatically become the last day of the applicable Renewal Term(s). If Tenant does not renew the Lease in a timely manner for the Renewal Term(s), then Tenant's rights with respect to all successive Renewal Term(s) shall expire and be of no further force and effect. The exercise by Tenant of the renewal option(s) set forth herein must be made, if at all, by delivery of the Renewal Notice to Landlord on or before the dates set forth above. Once Tenant shall exercise such renewal option(s), Tenant may not thereafter revoke such exercise. At Landlord's election, Tenant's renewal options shall terminate and be of no further force or effect if (i) an Event of Default exists under the Lease at the time Tenant attempts to exercise its renewal option, (ii) Tenant defaults under any provision of the Lease after exercising its renewal option and such default continues beyond any applicable cure period provided in the Lease, (iii) at any time during the Term of the Lease, as extended, Tenant assigns the Lease to a third party, or (iv) at the time Tenant attempts to exercise its renewal option, Tenant has subleased or has demonstrated an intention to sublease more than seventy percent (70%) or more of the Premises to an unrelated third party. Tenant shall take the Premises "as is" for the Renewal Term(s) and, other than as may then be a component of the "Fair Market Rental Rate", Landlord shall have no obligation to make any improvements or alterations to same; provided, however, Landlord shall comply with its repair and maintenance obligations as set forth in this Lease. Annual Base Rent for the Renewal Term(s) shall be the "Fair Market Rental Rate" multiplied by the number of square feet of net rentable area in the Building. Within thirty (30) days after the date of Tenant's election Renewal Notice, Landlord and Tenant shall endeavor in good faith to exercise such renewal option not later than 270 days prior agree upon the Fair Market Rental Rate applicable to the commencement Building for each year of each renewal termthe Renewal Term. In the event said option(s) is exercised in a timely manner, Landlord and Tenant are unable to agree upon the Lease for the Additional Premises and Expansion Space, if any, shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value"Rate within the aforesaid thirty (30) day period, inclusive of Landlord and Tenant shall each select a new Operating Costs base year reasonably and equitably based on broker to determine the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding Rate within thirty five (35) days after the forgoing, it is agreed that the triple net portion date of the base rent for either of such renewal terms Renewal Notice. Each broker shall not be less than 103% make an independent determination of the triple net portion Fair Market Rental Rate of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during Building for each year of the renewal term(s)Renewal Term. If the two brokers so appointed agree on the Fair Market Rental Rate for each year of the Renewal Term within forty (40) days after the date of the Renewal Notice, the base rental so determined Fair Market Rental Rate shall be increased the amount determined by 3% them. If the two brokers so appointed do not agree on the Fair Market Rental Rate within forty (40) days after the date of the preceding year's triple net rental rate. Notwithstanding any provisions hereofRenewal Notice, Tenant the two brokers shall have jointly appoint a third broker on or before the right, provided Tenant complies with all forty fifth (45th) day after the date of the provisions herein above set forthRenewal Notice. The third broker shall make a valuation within fifty (50) days after the date of the Renewal Notice and the Fair Market Rental Rate for each year of the Renewal Term shall be an amount equal to the quotient obtained by dividing the sum of the Fair Market Rental Rates determined by the two brokers who were closest to each other in amount, to renew this Lease for either by two. Each broker appointed shall be an individual of recognized competence who has a minimum of ten (l0) consecutive years' experience in the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion leasing of any office space in the suburban Northern Virginia area immediately preceding such floor than occupied by Tenant engagement. All valuations of the Fair Market Rental Rate shall be in Building IX or Building X it total or the Additional Premises.writing, shall be expressed in terms of an annual rent per square foot of rentable area, and shall take into

Renewal Options. 10.1.1 Provided that no Event of Default has occurred and is continuing and that no event or condition exists which with notice and the expiration of any grace period would constitute an Event of Default under this Lease at the time the option may be exercised and at the time the Renewal Period commences, Landlord grants Tenant is options (the “Renewal Options”) to extend this Lease with respect to all of the Premises for three additional consecutive periods of five years (each a “Renewal Period”). Notwithstanding the preceding sentence, if at the time of the exercise of a Renewal Option or at the commencement of a Renewal Period an event or condition does exist which, if not then cured, would result in default hereunder an Event of Default as described in subsection 9.1(i)(b) after the expiration of all any applicable notice cure period, and cure periods, Landlord hereby grants Tenant the right to renew the Lease cures such Event of Default within 30 days of the Additional Premises (including any Expansion Space leased by Tenanttime of exercise of the Renewal Option or of the time the Renewal Period commences, as hereinafter set forth) for two (2) additional terms of (5) five years each by giving Landlord the case may be, or, if later, within 30 days after Tenant receives written notice from Landlord of Tenant's election such event or condition, Tenant shall nonetheless be, and shall have been, entitled to exercise the Renewal Option or the Renewal Period shall commence, as applicable. If the Tenant does not cure such renewal option not later than 270 days prior to Event of Default within the commencement of each renewal term. In the event said option(s) is exercised in a timely mannerapplicable 30 days, the Lease for the Additional Premises and Expansion Space, if any, Renewal Option shall be extended for deemed to have not been exercised and the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent Tenant shall be deemed to be a rental rate equal to 100% holdover tenant as of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor Renewal Period. The first Renewal Option shall it be greater than 105% exercised by Tenant delivering written notice to Landlord at least twelve months prior to the Expiration Date of the triple net portion initial Term; provided that Tenant has exercised the first Renewal Option, the second Renewal Option may be exercised by Tenant delivering written notice to Landlord at least twelve months prior to the Expiration Date of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year Term of the renewal term(s)first Renewal Period; and provided that Tenant has exercised the second Renewal Option, the base rental so determined shall third Renewal Option may be increased exercised by 3% Tenant delivering written notice to Landlord at least twelve months prior to the Expiration Date of the preceding year's triple net rental rateTerm of the second Renewal Period. Notwithstanding any provisions hereofFor so long as the Guaranty (as defined in Section 11.15) is in effect, Tenant shall not have the right, provided Tenant complies with all of right to exercise any Renewal Options without having obtained the provisions herein above set forth, to renew this Lease for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional PremisesGuarantor’s prior written consent.

Renewal Options. 43.01. Provided that at the time of the exercise of the applicable option to renew and as of the expiration of the then current Term (i) Tenant is not then in default hereunder after the expiration of all beyond applicable notice and cure periodsperiods of the terms, covenants, and provisions of this Lease, and (ii) Tenant shall be in occupancy and possession of the Demised Premises pursuant to this Lease, Landlord hereby grants to Tenant the right option (the “Renewal Option”) to renew the term of this Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms periods of three (53) five years each by giving Landlord written notice of Tenant's election to exercise such renewal option not later than 270 days prior to the commencement of each renewal term(each, a “Renewal Period”). In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion SpaceThe first Renewal Period, if anythe Renewal Option therefor is exercised, shall be extended for will commence on the renewal term as to which such notice is given, under day after the initial Expiration Date upon the same terms and conditions as are set forth in this Agreement, except that Lease other than the base rent Fixed Base Rent which shall be a rental rate equal to 100% the Fair Market Value of the then prevailing "Fair Market Rental Value", inclusive Demised Premises at the time of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% Renewal Period multiplied by the rentable square footage of the triple net portion Demised Premises (but in no event less than the Fixed Base Rent payable hereunder by Tenant for the last 12 months of the base rental rate original Term). The second Renewal Period, if the Renewal Option therefor is exercised, will commence on the day after the scheduled expiration of the first Renewal Period upon the same terms and conditions as set forth in effect immediately preceding this Lease other than the Fixed Base Rent which shall be the Fair Market Value of the Demised Premises at the time of the commencement of such renewal term, and during each year the second Renewal Period multiplied by the rentable square footage of the renewal term(s), Demised Premises (but in no event less than the base rental so determined shall be increased Fixed Base Rent payable hereunder by 3% Tenant for the last 12 months of the preceding year's triple net rental ratefirst Renewal Period). Notwithstanding any provisions hereof, Tenant The Fixed Base Rent shall have the right, provided Tenant complies with all automatically increase on each anniversary of the provisions herein above set forth, commencement of the applicable Renewal Period by an amount equal to renew this three percent (3%) over the Fixed Base Rent for the prior Lease for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional PremisesYear.

Renewal Options. Provided Tenant is not then in default hereunder after the expiration of all applicable notice and cure periods, Landlord hereby grants Tenant the right to renew the Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for shall have two (2) additional terms consecutive options (respectively, the “First Renewal Option” and the “Second Renewal Option” and collectively, the “Renewal Options”) to extend the Term of this Lease. Each Renewal Option shall be for a term of twenty-four (524) five years each months (respectively, the “First Renewal Term” and the “Second Renewal Term” and collectively, the “Renewal Terms”). Any Renewal Option shall be void if an Event of Default by giving Landlord Tenant exists, either at the time of exercise of the Renewal Option or the time of commencement of the Renewal Term. Each Renewal Option must be exercised, if at all, by written notice of Tenant's election from Tenant to exercise such renewal option Landlord given not later less than 270 days twelve (12) months prior to the commencement expiration of each renewal termthe then current Term. In Landlord shall have the right to cancel any Renewal Option in the event said option(s) is exercised in a timely mannerLandlord intends to redevelop the Premises, the Lease for the Additional Premises and Expansion Space, if any, which shall be extended for demonstrated by a submittal of redevelopment plans to the renewal term as City of Palo Alto at any time during the Term; provided that Landlord delivers written notice to which Tenant of Landlord having made such submittal within thirty (30) days after Landlord’s receipt of Tenant’s notice is given, under exercising its Renewal Option. The Renewal Terms shall be upon the same terms and conditions as are set forth in this AgreementLease, except that the base rent monthly Base Rent payable hereunder shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms as follows: Renewal Term Monthly Base Rent First Renewal Term: 2/1/16-1/31/17 $195,000 2/1/17-1/31/18 $200,000 Second Renewal Term: 2/1/18-1/31/19 $205,000 2/1/19-1/31/20 $210,000 Tenant shall not be less than 103% entitled to any tenant improvement allowance during any Renewal Term. From and after the exercise of each Renewal Option (a) all references to “Expiration Date” shall be deemed to refer to the last day of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal termapplicable Renewal Term, and during each year of the renewal term(s), the base rental so determined (b) all references to “Term” shall be increased by 3% of deemed to include the preceding year's triple net rental rateapplicable Renewal Term. Notwithstanding any provisions hereof, The Renewal Options are personal to Tenant and shall have the right, provided be inapplicable and null and void if Tenant complies with all of the provisions herein above set forth, to renew assigns its interest under this Lease for either to any Transferee other than a Permitted Transferee. Tenant’s right to exercise the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Second Renewal Option is contingent on Tenant in Building IX or Building X it total or having exercised the Additional PremisesFirst Renewal Option.

Renewal Options. Provided A. Subject to the provisions hereinafter set forth, Tenant is not then in default hereunder after shall have three (3) options (each a "Renewal Option") to extend the term of this lease for three (3) additional periods of five years (each a "Renewal Term"), which shall commence on the date immediately succeeding the Expiration Date or the expiration of all the immediately preceding Renewal Term (the "Renewal Term Commencement Date") and expire on the day immediately preceding the fifth (5th) anniversary of the Renewal Term Commencement Date, provided that (a) this lease shall not have been previously terminated, and (b) Tenant shall not be in default under this lease beyond the expiration of applicable notice and cure periods, Landlord hereby grants periods (x) on the date Tenant the right to renew the Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms of (5) five years each by giving gives Landlord written notice (the "Renewal Notice") of Tenant's election to exercise such renewal a Renewal Option, or, at the option not later of Landlord, (y) on the Renewal Term Commencement Date. Each Renewal Option may be exercised with respect to the entire demised premises only and shall be exercisable by Tenant delivering the Renewal Notice to Landlord at least twelve (12) months, but no more than 270 days twenty-four (24) months prior to the commencement of each renewal term. In Expiration Date or the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent shall be a rental rate equal to 100% expiration of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar spaceimmediately preceding Renewal Term. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it Time is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% essence with respect to the giving of the triple net portion Renewal Notice. Upon the giving of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereoffinal Renewal Notice, Tenant shall have no further right or option to extend or renew the rightterm of this lease. If Tenant shall fail to timely deliver any Renewal Notice hereunder, provided then Tenant complies with all shall not be entitled to any further Renewal Option hereunder and the lease shall expire at the end of the provisions herein above set forthexisting term or Renewal Term unless otherwise terminated hereunder. As a courtesy to Tenant, Landlord agrees to renew use commercially reasonable efforts to deliver a reminder notice to Tenant of each Renewal Option on or before the date which is at least twelve (12) months prior to the Expiration Date or the expiration of the applicable Renewal Term, but any failure to deliver such reminder notice shall not be deemed a default by Landlord under this Lease for either lease, nor shall such failure entitle Tenant to any rights or remedies against Landlord, nor shall such failure modify the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion terms of any this Article, except that in the event of such floor than occupied failure by Landlord to deliver such reminder notice, the applicable Renewal Notice may be delivered to Landlord by Tenant in Building IX or Building X it total no later than nine (9) months prior to the Expiration Date or the Additional Premisesexpiration of the applicable Renewal Term.

Renewal Options. Provided Tenant is not then in default hereunder after the expiration of all applicable notice and cure periods, Landlord hereby grants Tenant shall have the right to renew extend the term of the Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms periods of five (5) five years each by giving years, commencing on the expiration of the immediately preceding term of this Lease. Such renewal option shall be deemed effectively exercised only if Tenant has given Landlord written notice of Tenant's election to exercise such renewal option not later than 270 thereof at least one hundred twenty (120) days prior to the commencement of each renewal term. In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent shall be a rental rate equal to 100% expiration of the then prevailing "Fair Market Rental Value"original term, inclusive of a new Operating Costs base year reasonably and equitably based on only if Tenant is not in default as determined under Section 12 at the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either time of such renewal terms shall not be less than 103% exercise and at the time of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term. All terms and provisions of this Lease shall be applicable during such renewal term except that the renewal rental rate shall be at the then prevailing market rental rate. For purposes of this Lease, the then prevailing market rental rate shall mean the annual amount per rentable square foot that willing, comparable, non-equity, non-renewal, non-expansion new tenant would pay, and a willing, comparable Landlord of a similar property would accept, in an arm's length transaction, as of the commencement of the renewal term, taking into account the annual rental rates per rentable square foot, the standard of measurement by which the rentable square footage is measured, the type of escalation clause, the extent of Tenant's liability under the lease, abatement provisions reflecting free rent and/or no rent during the period of construction or subsequent to the commencement date as to the space in question, nor shall it brokerage commissions, if any, which would be greater than 105% payable by Landlord in similar transactions, leasehold improvements which would be payable by Landlord in similar transactions, length of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal lease term, and during each year the size and location of the renewal term(s)premises being leased, it being the base rental so determined shall be increased by 3% intent that Tenant will obtain the same rent and other economic benefits that Landlord would otherwise give in comparable transactions and Landlord will make and receive the same economic payments and concessions that Landlord would otherwise make and receive in comparable transactions. For the first thirty (30) days following Landlord's receipt of the preceding yearTenant's triple net rental rate. Notwithstanding any provisions hereofnotice of exercise of such option to renew, Landlord and Tenant shall have the rightopportunity and option to mutually agree on the fair market rental for the Demised Premises. If Landlord and Tenant are unable to agree upon such fair market rental within the time period set forth above, provided Tenant complies then each party shall appoint an appraiser within ten (10) days after the lapse of such thirty (30) day time period and notify the other party of such appointment by identifying the appraiser. Each party hereto agrees to select as it respective appraiser a licensed real estate broker, who is an individual having at least five (5) years experienced with all respect to office property ownership, management and marketing in the Cary-Raleigh, North Carolina area, which person should not be regularly employed or have been retained during the last two (2) years as a consultant by the party selecting such person. Neither party may consult directly or indirectly with any appraiser regarding the fair market rental prior to the appointment or after appointment, outside the presence of the provisions herein above set forthother party. Not later than ten (10) days after both appraisers are appointed, each party shall separately, but simultaneously, submit in a sealed envelope to renew this Lease each appraiser their separate suggested fair market rental and shall provide a copy of such submission to the other party. The two selected appraisers, after reviewing such submissions, shall each independently determine the fair market rental for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total Demised Premises and shall determine whether the Landlord's or the Additional Tenant's estimate of fair market rental is closer to the actual market rental for the Demised Premises. If both appraisers agree that one of the said declared estimates is the actual fair market rental for the Demised Premises, they shall declare that estimate to be the fair market rental for the Demised Premises, and their decision shall be final and binding upon the parties. If the two selected appraisers are unable to agree upon the fair market rental within thirty (30) days after receipt of Landlord's and Tenant's submitted estimates, then the appraisers shall inform the parties and the appraisers shall select a third appraiser, not less than ten (10) days after the expiration of the thirty (30) day period. If no appraiser is selected within such ten (10) day period, either party may immediately petition a court of competent jurisdiction to appoint such third appraiser. The third appraiser shall have the same qualifications set forth above and the restrictions set forth above shall likewise apply. The third appraiser shall independently determine the fair market rental of the Demised Premises. The ultimate fair market rental of the Demised Premises shall be the arithmetic average of the two closest fair market rental values, determined by two of the three appraisers, but in no event in excess of the bounds established by Landlord's or Tenant's estimates furnished as set forth above. The fair market rental established under this paragraph shall be conclusive, unappealable and binding upon the parties hereto. Each party shall be responsible for the costs, charges and/or fees of its appraiser, and the parties shall equally in the costs, charges and/or fees of the third appraiser.

Renewal Options. This provision applies only to the initial term of said lease and not to any renewals: Provided Tenant is not then in default hereunder after under the expiration Terms of all applicable notice this Lease, Tenant will be granted an option to renew this Lease at the end of Lease term for a period of either a 1, 2 , 3, 4 or 5 year term under similar terms and cure periodsconditions with rent escalations based on the CPI but no greater than 7% annually nor less than 2%. Year 1 (of the new Lease term) base rate shall be at a CPI (as referred to in Xxxxx. 31) escalation from year 5 of this Lease using, however, a base rate of $13.25 for Year 5 for purposes of calculating the first year of renewal term. Should such renewal option be exercised, Landlord hereby grants agrees to furnish tenant improvement dollar amounts as follows which instead of T.I. allowance may credited toward a rate reduction: Term of Renewal Tenant Improvements or Rate Reduction at Tenants option: 1 Year Renewal: $1.00 per square foot allowance paid by landlord 2 Year Renewal: $2.00 per square foot allowance paid by landlord 3 Year Renewal: $3.00 per square foot allowance paid by landlord 4 Year Renewal: $4.00 per square foot allowance paid by landlord 5 Year Renewal: $5.00 per square foot allowance paid by landlord Option may be exercised by Tenant on at least 90 days written notice prior to the right end of the fifth year of the Lease. Landlord Reserves to night to terminate such option to renew in the Lease event Landlord, in Landlords reasonable discretion, determines it is in the best interest of the Additional landlord, for a owner occupant to occupy Premises or for a redevelopment (including any Expansion Space leased by Tenant, as hereinafter set forthe.g.; substantial structural modification of Xxxxxxx Plaza) for two (2) additional terms of (5) five years each by giving Landlord written notice of Tenant's election to occur. Should Tenant wish to exercise such renewal option not later than 270 days prior and Landlord elects to terminate this option; Tenant shall be reimbursed to the commencement of each renewal term. In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Spaceextent, if any, shall be extended for the that such option renewal term as to which such notice price is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs low comparable market rates for similar spacebuilding space as defined by the 'Bayside Market-. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location Pinellas County and quality. Notwithstanding surveyed by publications such as the forgoing, it is agreed that the triple net portion of the base rent for either of Xxxxxx Report; Blacks Guide and commercial Realtor surveys such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, as Xxxxx & Xxxxx; and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereof, Tenant shall have the right, provided Tenant complies with all of the provisions herein above set forth, to renew this Lease for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional PremisesXxxxxxx & Xxxxxxxxx.

Renewal Options. Provided (a) Tenant is not then in default hereunder after the expiration of all applicable notice and cure periods, Landlord hereby grants Tenant the right to renew the Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for granted two (2) additional terms of (5) five years each by giving Landlord written notice of Tenant's election to exercise such renewal option not later than 270 days prior to the commencement of each renewal term. In the event said successive option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereof, Tenant shall have the right, provided Tenant complies with all of the provisions herein above set forth, to renew this Lease for a Renewal Term of five (5) years each, subject to the terms of this Paragraph 24. In the event that Tenant desires to renew this Lease, it shall give notice in writing to Landlord of its intention to renew the Lease at least twelve (12) months prior to the Expiration Date and at least twelve (12) months prior to the expiration of the (first) Renewal Term, as the case may be. During each of the Renewal Terms, Tenant shall lease the Demised Premises in its "AS IS" condition and all of the terms and conditions of this Lease shall otherwise remain in effect during each of the Renewal Terms, except that the annual Fixed Rent payable during each of the Renewal Terms shall be the annual fair market renewal rental value of the Demised Premises based on a comparison of the rents and accrued escalations then being paid by tenants renewing leases for comparable space in the competitive market area of the Demised Premises, excluding from consideration rent concessions made to tenants leasing space initially, but taking into consideration the designation of the Initial Year for Operating Expense and Real Estate Tax purposes, rent concessions made to tenants renewing leases and the fact that Tenant is leasing the Demised Premises "As Is" ("Fair Market Renewal Rent"); provided, however, that in no event shall the annual Fixed Rent be less than the annual Fixed Rent payable during the year proceeding the first year of each such Renewal Term. In the event the Fixed Rent to be paid during either Renewal Term increases over the entire Additional Prcntises (including amount paid during the year preceding the first year of each such Renewal Term, Landlord may, at its sole option, require Tenant to pay, on or before the commencement of the applicable Renewal Term, a proportionate increase in the Security Deposit, if any. During any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant Renewal Term, the Initial Year Operating Expenses and Initial Year Real Estate Taxes shall be the calendar year in Building IX or Building X it total or which the Additional Premisesrenewal occurs.

Renewal Options. Provided Tenant is As long as there has not then in default hereunder after the expiration been an uncured event of all applicable notice and cure periodsdefault, Landlord hereby grants will grant Tenant the right to renew the this Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms periods of five (5) five years each by giving under the following terms and conditions. Tenant must notify Landlord written notice at least two hundred forty (240) days in advance of the Term Expiration Date of Tenant's election desire to exercise such renewal option not later than 270 days prior to the commencement of each renewal term. In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereof, Tenant shall have the right, provided Tenant complies with all of the provisions herein above set forth, its right to renew this Lease for the first five-year renewal Term, and Tenant must notify Landlord at least two hundred forty (240) days in advance of the last day of the first five-year renewal Term of Tenant's desire to exercise its right to renew this Lease for the second five-year renewal Term. Tenant and Landlord shall be bound by all of the terms and conditions of this Lease during each renewal Term except for Base Rent as hereinabove defined, which shall be increased at the beginning of each renewal Term to an amount equal to ninety-five (95%) percent of the market rent for the Premises at the beginning of such renewal Term, and increased thereafter for each Lease Year of each renewal Term by an amount equal to three percent (3%) of the Base Rent for the preceding Lease Year of the renewal Term. As used in this Lease, "Lease Year" means each twelve-month period beginning on the day of the calendar year on which the Term Commencement Date falls and ending on the day of the calendar year preceding the date on which the Term Commencement Date falls. For the first thirty (30) days following Landlord's receipt of Tenant's notice of exercise of one of the above options to renew, Landlord and Tenant shall have the opportunity and option to mutually agree upon the fair market rental for the Premises. If Landlord and Tenant are unable to agree upon such fair market rental within the time period set forth above, then each party shall within thirty (30) days after the expiration of said time period appoint an appraiser and notify the other party of such appointment by identifying the appraiser. Each party hereby agrees to select as its respective appraiser a licensed real estate broker, who is an individual having at least five (5) years experience with respect to office property ownership, management, and marketing in the Wilmington, North Carolina area. Not later than ten (10) days after both appraisers are appointed, each party shall separately, but simultaneously, submit in a sealed envelope to each appraiser their suggested fair market rental and shall provide a copy of such submission to the other party. The two selected appraisers, after reviewing such submissions, shall each independently determine the fair market rental of the Premises. If both appraisers agree on the fair market rental for the Premises, they shall declare the same to be the fair market rental for the Premises and their decision shall be final and binding upon the parties, provided that such fair market rental shall not be outside of the bounds established by Landlord's and Tenant's estimates furnished as set forth above. If the two selected appraisers are unable to agree upon the fair market rental within thirty (30) days after receipt of Landlord's and Tenant's submitted estimates, then the appraisers shall inform the parties and the appraisers shall select a third appraiser, not less than ten (10) days after the expiration of the thirty (30) day period. If no appraiser is selected within such ten (10) day period, either party may immediately petition a court of competent jurisdiction to appoint such third appraiser. The third appraiser shall have the entire Additional Prcntises (including any Expansion Space) same qualifications as set forth above. The third appraiser shall independently determine the fair market rental of the Premises. The ultimate fair market rental of the Premises shall be the arithmetic average of the two fair market rental values determined by two of the three appraisers which are closest to each other, but in no event in outside the bounds established by Landlord's and Tenant's estimates furnished as set forth above. The appraisals or estimates of the fair market rental of the Premises made under this paragraph shall be appraisals or estimates of such value as of the commencement date of the renewal Term in question. The fair market rental established under this paragraph shall be conclusive, unappealable, and binding upon the parties hereto. Each party shall be responsible for any one full floor or full portion the costs, charges, and/or fees of any such floor than occupied by Tenant in Building IX or Building X it total or its appraiser, and the Additional Premisesparties shall equally share the costs, charges, and/or fees of the third appraiser.

Renewal Options. Provided that Tenant is not then in default hereunder after the expiration of all applicable notice and cure periods, Landlord hereby grants Tenant the right to renew the Lease in any of the Additional Premises (including any Expansion Space leased by Tenantterms of this Lease, as hereinafter set forth) Tenant may extend the Term of this Lease and the provisions hereof for two (2) additional two (2) year renewal terms of (5each a “Renewal Term”). Tenant may exercise the renewal options hereunder by notifying Landlord in writing at least six (6) five years each by giving Landlord written notice of Tenant's election to exercise such renewal option not later than 270 days months prior to the commencement expiration of each renewal termthe then current Term. In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, The Renewal Terms shall be extended for the renewal term as to which such notice is given, under on the same terms and conditions as herein, except that Base Rent shall be at ninety-five percent (95%) of the fair market rental rate. The fair market rental rate, with respect to a Renewal Term, shall be determined as follows. Within thirty (30) days after Tenant’s exercise of its option to extend, Landlord will propose to Tenant the fair market rental rate. Within thirty (30) days thereafter, Tenant will either accept such determination (with no response on Tenant’s part during such period being deemed disagreement) or, if Tenant disagrees with such determination, Tenant will provide, in writing to Landlord, Tenant’s determination of the fair market rental rate. If, within thirty (30) days thereafter, the parties are not able to agree on the fair market rental rate, within twenty (20) days after such failure to agree, Landlord and Tenant shall together appoint a real property MAI appraiser to determine the fair market rental rate. If Landlord and Tenant are not able to agree upon the designation of the appraiser, then the appraiser will be appointed by the American Arbitration Association (or its successor) from its qualified panel of arbitrators. Within forty-five (45) days after his appointment, the appraiser will determine the fair market rental value of the Premises applicable to the Renewal Term and shall choose whichever of the fair market rental values set forth in this AgreementLandlord’s initial proposal or Tenant’s response is closer to such determination, except that which shall, for all purposes hereunder, be deemed the base rent shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net fair market rental rate. Notwithstanding any provisions hereof, Tenant shall have the right, provided Tenant complies with all The determination of the provisions herein above set forthappraiser shall be binding, to renew this Lease for either final and conclusive on the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion parties. The fees and expenses of any such floor than occupied the appraiser and all costs incurred in connection with the appointment of the appraiser will be shared equally by Tenant in Building IX or Building X it total or the Additional PremisesLandlord and Tenant.

Renewal Options. Provided So long as Tenant is not then in default hereunder after the expiration of all beyond any applicable notice and cure periods, Landlord hereby grants Tenant the right to renew the Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms of (5) five years each by giving Landlord written notice of Tenant's election to exercise such renewal option not later than 270 days prior to the commencement of each renewal term. In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal termperiod, and during each year in consideration of the renewal term(s)Tenant fulfilling all other terms, the base rental so determined shall be increased by 3% covenants, conditions, and obligations of the preceding year's triple net rental rate. Notwithstanding any provisions hereofthis Lease, Tenant shall have the right, provided Tenant complies with all of the provisions herein above set forth, option to renew this Lease for either one additional term of thirty six (36) months (“First Renewal Term”) and one additional term of twenty four (24) months (“Second Renewal Term”). Such renewals shall be on the entire Additional Prcntises same terms, covenants or conditions as provided for in the original term, except that the Base Rent during the First Renewal Term shall be adjusted by the Consumer Price Index as set forth in Article 14.02. The Base Rent during the Second Renewal Term of twenty four (including any Expansion Space24) months shall be at the fair market rental then in effect on equivalent properties, of equivalent size, in equivalent areas with the length of the lease, and the length of the renewal term, and other relevant factors, to be taken into account. The primary method of determining fair market rental during the Second Renewal Term shall be an agreement between Landlord and Tenant. Should Landlord and Tenant fail to agree upon the fair market rental, each may hire a real estate appraiser certified by the State of Texas to determine the fair market rental, and in the event that the appraisals so prepared (a) differ by 10% or for any less, the fair market rental during the Second Renewal Term shall be deemed to be the average of the two appraisals or (b) differ by more than 10%, then the two appraisers shall appoint a third impartial real estate appraiser certified by the State of Texas, whose valuation shall constitute the final, binding fair market rental of the Property. Notwithstanding the foregoing sentence, in the event that the fair market rental rate as determined pursuant to the appraisal method set forth herein is unacceptable to the Tenant, Tenant shall have the right to rescind its election to exercise the Second Renewal Term and the Lease shall expire at the end of the First Renewal Term. In no event shall the Base Rent, in the Second Renewal Term be less than the Base Rent in the last month of the First Renewal Term. Notice of Tenant’s intention to exercise the option must be given to Landlord in writing not less than one full floor or full portion hundred eighty (180) days prior to the expiration of any such floor than occupied by Tenant in Building IX or Building X it total the original term of this Lease or the Additional Premisesexpiration of the First Renewal Term, whichever is applicable. In the renewal terms, Tenant shall also pay as additional rent ad valorem taxes, insurance, maintenance assessments, tenant maintenance, and all other charges and assessments that Tenant is responsible for during the Lease Term. In the event the Property is sublet or assigned, in violation of Article 7 of this Lease, this renewal option will be null and void and of no further effect.

Renewal Options. Provided Tenant is not then in default hereunder after the expiration of all applicable notice and cure periods, Landlord hereby grants Tenant shall have the right to renew extend the Lease of the Additional Premises Term two times (including any Expansion Space leased by Tenant, as hereinafter set fortheach an “Option”) for two (2) additional terms a period of five (5) five years each (singularly, a “Renewal Term” and collectively the “Renewal Terms”) by giving Landlord written notice of Tenant's election to exercise such renewal option not later less than 270 days twelve (12) months prior to the commencement expiration of each renewal termthe initial Term or the first Renewal Term, as the case may be (the “Election Deadline”) of Tenant’s desire to exercise the Option. In If Landlord does not receive Tenant’s written notice of the event said option(s) is exercised in a timely mannerexercise the Option on or before the Election Deadline, then the Lease for Option shall immediately lapse and Tenant shall have no further right to extend the Additional Premises and Expansion Space, if any, Term of the Lease. The Renewal Terms shall be extended for the renewal term as to which such notice is given, under on the same terms covenants, agreements, terms, provisions and conditions as are set forth in this Agreementcontained herein for the initial Term except Tenant shall have no further rights to extend the Term. The monthly Base Rent for the first Renewal Term, except that the base rent commencing on October 1, 2018, shall be a rental rate the amount determined by increasing the monthly Base Rent during the Lease Year immediately preceding the first Renewal Term by three and one-half percent (3.5%). On each successive October 1 during the first Renewal Term, the Base Rent shall be increased by three and one-half percent (3.5%) of the Base Rent during the Lease Year immediately preceding such adjustment date. Base Rent for the second Renewal Term, commencing on October 1, 2023, shall be the amount equal to 100% of the then prevailing "“Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on Rate” (as defined below). In no event shall the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding Base Rent at the commencement of the renewal term in question, nor shall it second Renewal Term be greater less than 105% of the triple net portion of Base Rent during the base rental rate in effect immediately prior preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined year. The Base Rent shall be increased by 3% on the first day of the preceding year's triple net rental rate. Notwithstanding any provisions hereofsecond Renewal Term (the “FMRR Adjustment Date”) to the “Fair Market Rental Rate”, determined in the following manner: Not later than ten (10) months prior to the FMRR Adjustment Date, Landlord and Tenant shall meet in an effort to negotiate, in good faith, the Fair Market Rental Rate as of such FMRR Adjustment Date. If Landlord and Tenant have not agreed upon the rightFair Market Rental Rate at least nine (9) months prior to the applicable FMRR Adjustment Date, provided the Fair Market Rental Rate shall be determined by using brokers. If Landlord and Tenant complies with all are not able to agree upon the Fair Market Rental Rate within the prescribed time period, then Landlord and Tenant shall attempt to agree in good faith upon a single broker not later than eight (8) months prior to the applicable FMRR Adjustment Date. If Landlord and Tenant are unable to agree upon a single broker within such time period, then Landlord and Tenant shall each appoint one broker, not later than seven (7) months prior to the applicable FMRR Adjustment Date. Within (10) days thereafter, the two appointed brokers shall appoint a third broker. If either Landlord or Tenant fails to appoint its broker within the prescribed time period, the single broker appointed shall determine the Fair Market Rental Rate. If both parties fail to appoint brokers within the prescribed time periods, then the first broker thereafter selected by a party shall determine the Fair Market Rental Rate. Each party shall bear the cost of its own broker and the parties shall share equally the cost of the provisions herein above set forthsingle or third broker, to renew this Lease for either if applicable. The brokers used shall have at least fifteen (15) years’ experience in the entire Additional Prcntises (including any Expansion Space) sales and leasing of commercial office space in Xxxxx County, Nevada and shall be members of professional organizations such as the Society of Industrial Realtors, CCIM, or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional Premisestheir equivalent.

Renewal Options. Provided that Tenant is not then in default hereunder after under this Lease either at the expiration of all applicable notice and cure periodstime it exercises the Renewal Options set forth below, Landlord hereby grants or at the date a Renewal Term begins, Tenant will have the right to renew the this Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms of successive five (5) five years each year terms (the "Renewal Terms") by giving notice of exercise of the Renewal Option to Landlord at least six (6) months before the end of the Lease Term and the first Renewal Term. If Tenant fails to deliver timely written notice of Tenant's election exercise of a Renewal Option to exercise such renewal option not later than 270 days prior Landlord, all Renewal Options shall lapse and Tenant will have no further privilege to the commencement of each renewal term. In the event said option(s) is exercised in a timely manner, extend the Lease for the Additional Premises and Expansion Space, if any, Term. Each Renewal Term shall be extended for the renewal term as to which such notice is given, under on the same terms and conditions as are set forth in of this AgreementLease (unless by their very nature inapplicable), except that the base rent Rent payable by Tenant to Landlord during each Renewal Term shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals prevailing "market rental rate" for comparable space in competing buildings of similar age, size, type, quality and location as reasonably calculated by Landlord for each Renewal Term, BUT IN NO EVENT less than the rate in force at the end of the preceding Lease Term. Determination of the effective "market rental rate" will give appropriate consideration to rental rates for renewals, rental escalations, tenant improvement allowances, common area charges, operating costs, and qualityother terms that would affect the economics in a similar lease renewal at a competing building in the area. Notwithstanding If Landlord and Tenant are unable to agree on the forgoing"market rental rate" to be applied to the Property, it is agreed that Landlord and Tenant shall select a highly qualified and reputable real estate professional with at least ten (10) years of experience in the triple net relevant leasing market (the "Arbiter") to determine the "market rental rate." If Landlord and Tenant are unable to agree on the Arbiter, the resident manager of the largest commercial real estate brokerage house in Phoenix will select the Arbiter from a major brokerage house other than his or her own. The term "largest" means the brokerage house with the largest sales volume in the preceding calendar year. In addition to paying the Rent determined pursuant to this Paragraph 28, Tenant will continue to pay Tenant's Proportionate Share of Operating Costs and all other sums required under this Lease during each Renewal Term. If this Lease, or Tenant's right to possession of the Premises, shall expire or terminate for any reason whatsoever before Tenant exercises the Renewal Options, or if Tenant has sublet or assigned all or any portion of the base rent for either of Premises other than to a Tenant Affiliate, then immediately upon such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in questionexpiration or termination, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s)subletting or assignment, the base rental so determined Renewal Options shall be increased by 3% of the preceding year's triple net rental ratesimultaneously terminate and become null and void. Notwithstanding any provisions hereof, The Renewal Options are personal to Tenant. Under no circumstances shall a subtenant or an assignee other than a Tenant shall Affiliate have the rightright to exercise the Renewal Options. TIME IS OF THE ESSENCE OF THIS PROVISION. XXXX SOUTHBANK II, provided Tenant complies with all of the provisions herein above set forthL.L.C. a Minnesota Limited Liability Company By: XXXX PROPERTIES, to renew this Lease for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional Premises.INC. Its: Managing Member By: ------------------------------- Its: VP ----------------------- LANDLORD MINDSPRING ENTERPRISES, INC. By: ------------------------------- Its: VICE PRESIDENT, HUMAN RESOURCES ----------------------- TENANT

Renewal Options. Provided If there is no uncured Event of Default hereunder, Tenant is not then in default hereunder after the expiration of all applicable notice and cure periods, Landlord hereby grants Tenant shall have the right to renew the Term of this Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms periods of five (5) five years each by giving Landlord written notice of Tenant's election to exercise such renewal option not later than 270 days prior upon the same terms, conditions and provisions applicable to the commencement primary term of each renewal term. In the event said option(s) is exercised in a timely manner, the this Lease for the Additional Premises and Expansion Space, if any, shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement(unless otherwise expressly provided herein), except that the annual Base Rental (which shall include a Riser Fee) for each additional term of five (5) years shall equal the product of the number of square feet of rentable area then contained in the Leased Premises multiplied by an amount equal to the then prevailing market base rent shall be a rental rate equal (including market riser fee rate) per rentable square foot per annum charged for comparable space in comparable buildings and with comparable use in the central business district of Dallas, Texas, as reasonably determined by Landlord (taking into account that the Base Operating Expenses Rate shall remain unchanged and Tenant pays for certain utilities and services directly as provided in this Lease). Tenant shall evidence its intent to 100% exercise its right of renewal separately with respect to each renewal term by delivering to Landlord written notice ("Tenant's Renewal Notice") of Tenant's desire to renew the Term of this Lease as aforesaid at least six (6) months (but not more than twelve (12) months) prior to the expiration of the then prevailing current Term of this Lease. Within thirty (30) days following delivery of Tenant's Renewal Notice, Landlord shall deliver to Tenant a written notice ("Fair Market Landlord's Notice") specifying the Base Rental Value", inclusive rate (including Riser Fee rate) per rentable square foot per annum for the applicable additional term of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar spacefive (5) years. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereof, Tenant shall have thirty (30) days following delivery of Landlord's Notice in which to notify Landlord of Tenant's exercise of its rights to renew the right, provided Term hereof. Failure to notify Landlord within such period or to timely deliver Tenant's Renewal Notice shall automatically extinguish Tenant's rights to renew. Tenant complies with all shall have no right to renew the Term of this Lease following the expiration of the provisions herein above set forth, to renew this Lease for either the entire Additional Prcntises second renewal term of five (including any Expansion Space5) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional Premisesyears detailed herein.

Renewal Options. Provided Tenant is not then in default hereunder At the end of the Base Lease Term and any Renewal Term (other than the fourth Floating Rate Renewal Term or any prior Floating Rate Renewal Term ending four years after the expiration end of all applicable notice the Base Lease Term), so long as no Lease Event of Default or Lease Default (of the type described in Section 14.1 or 14.5) has occurred and cure periodsis continuing, Landlord hereby grants Tenant Lessee shall have the right option to renew the this Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms of (5) five years each by giving Landlord written notice of Tenant's election a Renewal Term. In order to exercise such renewal the option to renew, Lessee shall notify Lessor thereof in writing not later more than 270 days nine months nor less than six months prior to the commencement of each renewal term. In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, applicable Renewal Term (which notice shall be extended for irrevocable and shall specify the renewal term as to which length of such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent Renewal Term). Renewal Rent shall be a payable in arrears for each Lease Period occurring during any Renewal Term. The Renewal Rent payable for any Floating Rate Renewal Term hereunder shall be the fair market rental rate equal to 100% value of the then prevailing "Fair Market Rental Value", inclusive Aircraft (as defined below) calculated as of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal termRenewal Term. Such fair market rental value shall be determined not later than three months prior to the commencement of such Renewal Term by mutual SALE AND LEASE AGREEMENT [N605SW] -54- 61 consent of Owner Participant and Lessee or, if they shall be unable so to agree, by three recognized independent aircraft appraisers, one chosen and during each year paid for by Owner Participant, one chosen and paid for by Lessee and the third appraiser chosen by the mutual consent of the renewal term(s)first two appraisers and paid for equally by Owner Participant and Lessee, the base rental so determined appraisals of which three appraisers shall be increased by 3% averaged and such average shall be deemed to be the fair market rental value of the preceding year's triple net rental rate. Notwithstanding any provisions Aircraft for all purposes hereof; provided, Tenant shall have however, that if the right, provided Tenant complies with appraisal of one appraiser is more disparate from the average of all three appraisals than each of the provisions herein above set forthother two appraisals, then the appraisal of such appraiser shall be excluded, the remaining appraisals shall be averaged and such average shall be deemed to renew be the fair market rental value of the Aircraft for all purposes hereof. If either Owner Participant or Lessee shall fail to appoint an appraiser by the date which is two months prior to the commencement of such Renewal Term or if such two appraisers cannot agree on the amount of such appraisal and fail to appoint a third appraiser by the date which is one month before the commencement of such Renewal Term, then either Owner Participant or Lessee may apply to any court having jurisdiction (including, without limitation, the courts referred to in Section 13(b) of the Participation Agreement) to make such appointment. For purposes of this Section 18.1, fair market rental value shall be the cash rental obtainable in an arm's-length lease between an informed and willing lessee (under no compulsion to lease) and an informed and willing lessor (under no compulsion to lease) and shall be determined on the assumptions that the Aircraft is in the United States of America, available for use by Lessee, unencumbered by any renewal or purchase option contained in this Lease, in the return condition required by Section 5 of this Lease for either and otherwise in compliance with and subject to the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion terms and requirements of this Lease. Stipulated Loss Value amounts that are payable during any such floor than occupied by Tenant Renewal Term shall be calculated as of the date of commencement of such Renewal Term and shall be determined in Building IX or Building X it total or the Additional Premisessame manner referred to above based on the fair market sales value of the Aircraft on such date determined in accordance with Section 18.2(a).

Renewal Options. Provided Tenant is not then in default hereunder after If no Default shall have occurred and be continuing, Lessee shall have the option to renew this Lease for an initial renewal period of 5 years, which shall commence at the expiration of the Basic Term followed by successive renewal periods of one or more whole years (such initial renewal period and each such successive renewal period being hereinafter individually referred to as a "Renewal Period"; the aggregate of such Renewal Periods elected by Lessee being herein referred to as the "Renewal Term"); provided, however, that (a) the aggregate of all applicable notice and cure periods, Landlord hereby grants Tenant the such Renewal Periods shall in no event exceed 20 years; (b) in order to exercise such right to renew the this Lease of the Additional Premises (including for any Expansion Space leased by TenantRenewal Period, as hereinafter set forth) for two (2) additional terms of (5) five years each by giving Landlord Lessee shall give Lessor written notice of Tenant's its election to exercise such renewal option renew (i) at least one year (but not later more than 270 days 18 months) prior to the commencement of each renewal term. In any such Renewal Period if the event said option(s) is period during which such right shall be exercised in a timely mannershall be the Basic Term, the Lease for first Renewal Term or any subsequent Renewal Term of 2 years or longer or (ii) at least 9 months (but not more than 12 months) prior to the Additional Premises and Expansion Space, commencement of any such Renewal Period if any, the period during which such right shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent exercised shall be a rental rate Renewal Period of less than 2 years; and (c) if Lessee shall fail to exercise its option as to any such Renewal Period it shall not thereafter have the right to exercise such option as to any subsequent Renewal Period. The semiannual Rent payable to Lessor by Lessee for any Renewal Period shall (i) in the case of the first Renewal Period of five whole years, be equal to 100% one-half of the then prevailing "Fair Market Rental Value"average of the 50 semiannual installments of Basic Rent and (ii) in the case of any subsequent Renewal Period, inclusive of a new Operating Costs base year reasonably and equitably based on be equal to the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and qualitydetermined as hereinafter provided. Notwithstanding the forgoing, it is agreed that the triple net portion The Fair Market Rental Value of the base rent Equipment for either any Renewal Period after the first Renewal Period shall be determined by the mutual agreement of Lessor and Lessee within 45 days after receipt by Lessor of the notice from Lessee of its election to renew the lease of the Equipment for such Renewal Period or, if they shall fail to agree within such 45-day period, the Fair Market Rental Value of such renewal terms Renewal Period shall not be less than 103% determined by the Appraisal Procedure. All the provisions of the triple net portion Lease shall be applicable during the Renewal Term except for the amount of each installment of Basic Rent, which shall be as hereinabove provided. After the Fair Market Rental Value for any Renewal Period following the first five years of the base rental rate in effect immediately preceding the commencement of the renewal term in questionRenewal Term shall have been finally determined as hereinabove provided, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereof, Tenant Lessee shall have the right, provided Tenant complies with all of the provisions herein above set forthby notice to Lessor not later than 45 days after such determination, to rescind its elec- tion to renew this the Lease for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional PremisesRenewal Period.

Renewal Options. Provided Tenant is not then in default hereunder At the end of the Base Lease Term and any Renewal Term (other than any Renewal Term ending four years after the expiration end of all applicable notice the Base Lease Term), so long as no Lease Event of Default or Lease Default (of the type described in Section 14.1 or 14.5) has occurred and cure periodsis continuing, Landlord hereby grants Tenant Lessee shall have the right option to renew the this Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional terms of (5) five years each by giving Landlord written notice of Tenant's election a Renewal Term. In order to exercise such renewal the option to renew, Lessee shall notify Lessor thereof in writing not later more than 270 days nine months nor less than six months prior to the commencement of each renewal term. In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, applicable Renewal Term (which notice shall be extended for irrevocable and shall specify the renewal term as to which length of such notice is given, under the same terms and conditions as are set forth in this Agreement, except that the base rent Renewal Term). Renewal Rent shall be a payable in arrears for each Lease Period occurring during any Renewal Term. The Renewal Rent payable for any Renewal Term hereunder shall be the fair market rental rate equal to 100% value of the then prevailing "Fair Market Rental Value", inclusive Aircraft (as defined below) calculated as of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal termRenewal Term. Such fair market rental value shall be determined not later than three months prior to the commencement of such Renewal Term by mutual consent of Owner Participant and Lessee or, if they shall be unable so to agree, by three recognized independent aircraft appraisers, one chosen and during each year paid for by Owner Participant, one chosen and paid for by Lessee and the third appraiser chosen by the mutual consent of the renewal term(s)first two appraisers and paid for equally by Owner Participant and Lessee, the base rental so determined appraisals of which three appraisers shall be increased by 3% averaged and such average shall be deemed to be the fair market rental value of the preceding year's triple net rental rate. Notwithstanding any provisions Aircraft for all purposes hereof; provided, Tenant shall have however, that if the right, provided Tenant complies with appraisal of one appraiser is more disparate from the average of all three appraisals than each of the provisions herein above set forthother two SALE AND LEASE AGREEMENT [N397SW] -56- 63 appraisals, then the appraisal of such appraiser shall be excluded, the remaining appraisals shall be averaged and such average shall be deemed to renew be the fair market rental value of the Aircraft for all purposes hereof. If either Owner Participant or Lessee shall fail to appoint an appraiser by the date which is two months prior to the commencement of such Renewal Term or if such two appraisers cannot agree on the amount of such appraisal and fail to appoint a third appraiser by the date which is one month before the commencement of such Renewal Term, then either Owner Participant or Lessee may apply to any court having jurisdiction (including, without limitation, the courts referred to in Section 13(b) of the Participation Agreement) to make such appointment. For purposes of this Section 18.1, fair market rental value shall be the cash rental obtainable in an arm's-length lease between an informed and willing lessee (under no compulsion to lease) and an informed and willing lessor (under no compulsion to lease) and shall be determined on the assumptions that the Aircraft is in the United States of America, available for use by Lessee, unencumbered by any renewal or purchase option contained in this Lease, in the return condition required by Section 5 of this Lease for either and otherwise in compliance with and subject to the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion terms and requirements of this Lease. Stipulated Loss Value amounts that are payable during any such floor than occupied by Tenant Renewal Term shall be calculated as of the date of commencement of such Renewal Term and shall be determined in Building IX or Building X it total or the Additional Premisessame manner referred to above based on the fair market sales value of the Aircraft on such date determined in accordance with Section 18.2(a).

Renewal Options. Provided Tenant is a. If Xxxxxx has not then in default hereunder after the expiration committed an Event of all applicable notice and cure periods, Landlord hereby grants Tenant the right to renew the Lease of the Additional Premises Default (including any Expansion Space leased by Tenant, as hereinafter set forthdefined) at any time during the Term, and Energy Recovery, Inc. (or a Permitted Transferee (as hereinafter defined) of Energy Recovery, Inc.) is occupying the entire Premises at the time of such election, Tenant may renew this Lease for two (2) additional terms periods of five (5) five years each (each a “Renewal Term”), by giving Landlord delivering written notice of Tenant's election the exercise thereof to exercise such renewal option Landlord not later than 270 twelve (12) months before the expiration of the initial Term or the first Renewal Term (as applicable). The Base Rent payable for each month during a Renewal Term shall be ninety-five percent (95%) of the Fair Market Rent (as hereinafter defined); provided, that the Base Rent payable in any Renewal Term shall in no event be lower than the Base Rent payable during the month immediately preceding the commencement of the first Renewal Term. On or before that date which is six (6) months before the expiration of the initial Term or the first Renewal Term (as applicable), Landlord shall deliver to Tenant written notice of Landlord’s Fair Market Rent proposal for the Renewal Term (“Landlord’s Fair Market Rent Proposal”) and shall advise Tenant of the required adjustment to Base Rent, if any. Within fifteen (15) days after receipt of Landlord’s Fair Market Rent Proposal, Tenant shall notify Landlord in writing whether Tenant accepts or rejects Landlord’s Fair Market Rent Proposal. If Tenant rejects Landlord’s Fair Market Rent Proposal, then Xxxxxx’s written notice shall include Tenant’s determination of the Fair Market Rent. If Tenant does not deliver Xxxxxx’s written determination of Fair Market Rent to Landlord within fifteen (15) days after receipt of Landlord’s Fair Market Rent Proposal, Tenant will be deemed to have accepted Landlord’s Fair Market Rent Proposal. If Xxxxxx and Landlord disagree on the Fair Market Rent, then Landlord and Tenant shall attempt in good faith to agree upon the Fair Market Rent. If by that date which is one hundred and twenty-five (125) days prior to the commencement of each renewal term. In the event said option(s) is exercised Renewal Term (the “Trigger Date”), Landlord and Tenant have not agreed in a timely mannerwriting as to the Fair Market Rent, the Lease parties shall determine the Fair Market Rent for such Renewal Term in accordance with the Additional Premises and Expansion Space, if any, shall be extended for the renewal term as to which such notice is given, under the same terms and conditions as are procedure set forth in this Agreement, except that the base rent shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion of the base rent for either of such renewal terms shall not be less than 103% of the triple net portion of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereof, Tenant shall have the right, provided Tenant complies with all of the provisions herein above set forth, to renew this Lease for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional PremisesSection 3.04.c below.

Renewal Options. Provided that Tenant is not then in default hereunder after under this Lease either at the expiration of all applicable notice and cure periodstime it exercises the Renewal Options set forth below, Landlord hereby grants or at the date a Renewal Term begins, Tenant will have the right to renew the this Lease of the Additional Premises (including any Expansion Space leased by Tenant, as hereinafter set forth) for two (2) additional successive five-year terms of (5the "Renewal Terms") five years each by giving notice of exercise of the Renewal Option to Landlord at least six (6) months before the end of the Lease Term and the first Renewal Term, as the case may be. If Tenant fails to deliver timely written notice of Tenant's election exercise of a Renewal Option to exercise such renewal option not later than 270 days prior to the commencement of each renewal term. In the event said option(s) is exercised in a timely mannerLandlord, the Lease for Renewal Options shall lapse and Tenant will have no further privilege to extend the Additional Premises and Expansion Space, if any, term of this Lease. Each Renewal Term shall be extended for the renewal term as to which such notice is given, under on the same terms and conditions as are set forth in of this AgreementLease (unless by their very nature inapplicable), except that the base rent payable by Tenant to Landlord during each Renewal Term shall be a rental rate equal to 100% of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals prevailing "market rental rate" for comparable space in competing buildings of similar age, size, type, quality and location as reasonably calculated by Landlord for each Renewal Term, but in no event less than the rate in force at the end of the --- -- -- ----- ---- preceding term. In the event Landlord and qualityTenant are unable to mutually agree on the "market rental rate" to be applied to the Property, Landlord and Tenant shall mutually select an MAI commercial real estate appraiser, and the opinion of such appraiser shall be binding upon both Landlord and Tenant. Notwithstanding If Landlord and Tenant fail to mutually select such an MAI appraiser, the forgoingpresident of the Arizona Chapter of the Appraisal Institute shall select the appraiser. In addition to paying the base rent determined pursuant to this paragraph, it is agreed that Tenant will continue to pay all other sums required under the triple net Lease. If this Lease or Tenant's right to possession of the Building shall expire or terminate for any reason whatsoever before Tenant exercises the Renewal Options, or if Tenant has sublet or assigned all or any portion of the base rent for either of Building, other than to a Tenant Affiliate, then immediately upon such renewal terms expiration or termination, subletting or assignment, the Renewal Options shall not be less simultaneously terminate and become null and void. The Renewal Options are personal to Tenant. Under no circumstances shall a subtenant or an assignee have the right to exercise the Renewal Options, other than 103% a Tenant Affiliate. Time is of the triple net portion essence of the base rental rate in effect immediately preceding the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereof, Tenant shall have the right, provided Tenant complies with all of the provisions herein above set forth, to renew this Lease for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional Premisesprovision.

Renewal Options. Provided A. At the expiration of the original five (5) year term hereof, and if Tenant is not then in default hereunder after of any of the terms and conditions of this Lease, Tenant shall have an option to extend this Lease for one additional term of five (5) years (herein referred to as the "First Renewal Term"). The option to extend the Lease for the First Renewal Term shall be exercised by giving Landlord written notice of Tenant's intention to do so at least one hundred eighty (180) days prior to the expiration of the present term. Such First Renewal Term shall be upon all applicable notice the terms and cure periodsconditions hereof, Landlord hereby grants Tenant except that the right to renew monthly rental for the Lease new term shall be ninety-five percent (95%) of the Additional then current fair market rental value of the Premises. In determining the then fair market rental value, the value of any tenant improvements in the Premises (including which were paid for by Tenant or any Expansion Space leased subtenant shall not be taken into account except for those improvements which Landlord has agreed to in writing need not be removed by TenantTenant upon the termination of this Lease. The parties acknowledge that the value of the laboratory improvements which construction was commenced by Tenant as subtenant to Norian Corporation prior to the Commencement Date shall not be taken into account when determining the fair market rental value of the Premises for the First Renewal Term. At the expiration of the First Renewal Term and if Tenant is not in default of any of the terms and conditions of this Lease, as hereinafter set forth) Tenant shall have a second option to extend this Lease for two (2) one additional terms term of five (5) five years each (herein the "Second Renewal Term"). This option to extend the term of this Lease for the Second Renewal Term shall be exercised by giving Landlord written notice of Tenant's election to exercise such renewal option not later than 270 do so at least one hundred eighty (180) days prior to the commencement expiration of each renewal termthe First Renewal Term. In the event said option(s) is exercised in a timely manner, the Lease for the Additional Premises and Expansion Space, if any, Such Second Renewal Term shall be extended for upon all the renewal term as to which such notice is given, under the same terms and conditions as are set forth in this Agreement, hereof except that the base rent monthly rental for the Second Renewal Term shall be a rental rate an amount equal to 100% ninety-five percent (95%) of the then prevailing "Fair Market Rental Value", inclusive of a new Operating Costs base year reasonably and equitably based on the projected current building costs for similar space. Fair Market Rental Value shall mean rentals for comparable buildings of similar age, size, location and quality. Notwithstanding the forgoing, it is agreed that the triple net portion fair market rental value of the base rent Premises. In determining the then fair market rental value, the value of any tenant improvements in the Premises which were paid for either of such renewal terms by Tenant or any subtenant shall not be less than 103% taken into account except for those improvements which Landlord has agreed to in writing need not be removed by Tenant upon the termination of this Lease. The parties acknowledge that the value of the triple net portion laboratory improvements which construction was commenced by Tenant as subtenant to Norian Corporation prior to the Commencement Date shall not be taken into account when determining the fair market rental value of the base rental rate in effect immediately preceding Premises for the commencement of the renewal term in question, nor shall it be greater than 105% of the triple net portion of the base rental rate in effect immediately preceding the commencement of such renewal term, and during each year of the renewal term(s), the base rental so determined shall be increased by 3% of the preceding year's triple net rental rate. Notwithstanding any provisions hereof, Tenant shall have the right, provided Tenant complies with all of the provisions herein above set forth, to renew this Lease for either the entire Additional Prcntises (including any Expansion Space) or for any one full floor or full portion of any such floor than occupied by Tenant in Building IX or Building X it total or the Additional PremisesSecond Renewal Term.