Common use of Expansion Clause in Contracts

Expansion. Lessee has the right (the “Expansion Right”) to acquire from the City of New Brighton, Minnesota certain real estate parcels adjacent to the Property (the “Option Property”) pursuant to that certain Contract for Private Redevelopment dated June 10, 2014 (the “Redevelopment Contract”). In the event Lessee desires to exercise the Expansion Right, Lessor shall cooperate with Lessee to exercise such rights under the Redevelopment Contract to purchase the Option Property and to construct building improvements on the Option Property, which improvements may adjoin, or connect to, the building improvements, located upon the Property. In the event the Lessee exercises its Expansion Right and acquires the Option Property during the Lease term hereof, Lessee shall not convey its fee interest in the Option Property, or any portion thereof, to any third party without providing Lessor with the following right of first refusal to purchase the Option Property (the “Option Property Right of First Refusal”). If Lessee receives an offer by a third party to purchase the Option Property, or any portion thereof, which Lessee desires to accept, Lessee shall deliver a copy of said offer to Lessor (the “Option Property Right of First Refusal Notice”) Lessee’s notice to Lessor shall state: (i) Lessee’s desire and intention to sell all or any part of the Option Property; and (ii) full details of the offer received by it, and a description of the purchase price as well as the overall transaction. Lessor shall have twenty (20) days from and after receiving the Option Property Right of First Refusal Notice to elect to purchase the Option Property, or such portion as may be the subject of the offer, upon the terms and conditions set forth in the Option Property Right of First Refusal Notice, including all rights, privileges and timetables contained in the offer and any amendments related thereto which had been accepted by Lessee. If Lessor elects to purchase the Option Property, or such portion as may be the subject of the offer, the closing shall occur as set forth in the Option Property Right of First Refusal Notice or at such date as may be mutually agreed upon by and between the parties. If Lessor fails to give Lessee written notice within the twenty (20) day period of its intent to purchase the Option Property, or such portion as may be the subject of the offer, then the Option Property Right of First Refusal shall terminate; provided, however, that if such closing as described in the Option Property Right of First Refusal Notice does not occur, then the Option Property Right of First Refusal shall remain in effect.

Expansion. Lessee has Both parties to this lease agree that it may be in their mutual best interests to expand the right (leased facility at a future date. The Landlord and Tenant believe that by modifying certain portions of the “Expansion Right”) property, it may be possible to acquire from the City construct an addition with 20,000 square feet of New Brighton, Minnesota certain real estate parcels adjacent space contiguous to the Property existing facility. If the parties agree to expand the facility they will work together to: (a) design any such addition to meet the operational needs of the tenant by providing for the appropriate type of space and the appropriate infrastructure at the time the addition would be constructed; (b) negotiate appropriate lease rates for any such addition to meet the financial needs of the Landlord and Tenant; (c) provide appropriate returns for the Landlord’s investment; and, (d) maintain the future marketability of the property. Neither party shall be obligated to the expansion if in their sole discretion the addition is not in the mutual best interests of both the Landlord and the Tenant. The lease agreement for any expansion to this facility shall be handled as an amendment to this Lease Agreement. Should the Landlord and Tenant not agree to an expansion of the facility by at least 20,000 square feet by the end of the fifth year of the lease term, then Landlord shall have a “Option Property”) pursuant put” option to that certain Contract for Private Redevelopment dated June 10, 2014 (the “Redevelopment Contract”). In the event Lessee desires to exercise the Expansion Right, Lessor shall cooperate with Lessee to exercise such rights under the Redevelopment Contract require Tenant to purchase the Option Property and to construct building improvements on leased facility. The aforesaid “put” option shall commence at the Option Property, which improvements may adjoin, or connect to, end of the building improvements, located upon the Property. In the event the Lessee exercises its Expansion Right and acquires the Option Property during the Lease term 60th month hereof, Lessee shall not convey its fee interest in the Option Property, or any portion thereof, to any third party without providing Lessor with the following right of first refusal to purchase the Option Property (the “Option Property Right of First Refusal”). If Lessee receives an offer by a third party to purchase the Option Property, or any portion thereof, which Lessee desires to accept, Lessee shall deliver a copy of said offer to Lessor (the “Option Property Right of First Refusal Notice”) Lessee’s notice to Lessor shall state: (i) Lessee’s desire and intention to sell all or any part of the Option Property; and (ii) full details of the offer received by it, and a description of the purchase price as well as the overall transaction. Lessor shall have twenty (20) days from and after receiving the Option Property Right of First Refusal Notice to elect to purchase the Option Property, or such portion as may be the subject of the offer, upon the terms and conditions set forth in the Option Property Right of First Refusal Notice, including all rights, privileges and timetables contained in the offer and any amendments related thereto which had been accepted by Lessee. If Lessor elects to purchase the Option Property, or such portion as may be the subject of the offer, the closing shall occur as set forth in the Option Property Right of First Refusal Notice or at such date as may be mutually agreed upon by and between the parties. If Lessor fails to give Lessee written notice within the twenty (20) day period of its intent to purchase the Option Property, or such portion as may be the subject of the offer, then the Option Property Right of First Refusal shall terminate; provided, however, that if such closing Landlord shall have requested that Tenant agree to an expansion of the facility by at least 20,000 square feet, and shall continue in effect through the end of the 7th year (the 84th month following the effective date hereof) of the lease term. The purchase price shall be the greater of the appraisal price (determined in exactly the same manner as described with respect to Lessee’s option to purchase set forth in paragraph l.3.i) or the sum of the Landlord’s original purchase price plus 15% which the parties agree is the sum of $3,350,000. If during the time period prior to the exercise of this put option Tenant has paid for the installation of water and sewer utilities pursuant to paragraphs hereof, then Tenant shall be able to deduct such payments from the purchase price as established hereby. The parties have executed and delivered this Lease as of the date on the top of page one. Landlord: COUGAR DEVELOPMENT, LLC Tenant: WAMAR PRODUCTS, INC. By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxx for Developers, Inc., Member By: Its: /s/ Xxxxx Xxxxxxx CFO Guarantor: CLARION TECHNOLOGIES, INC. By: Its: /s/ Xxxxx Xxxxxxx CFO EXHIBIT A PARCEL A That part of the East 1/2 of the Southwest 1/4 of Section 6, Town 5 North, Range 10 West, Caledonia Township, Kent County, Michigan described as: Commencing at the South 1/4 corner of said Section 6; thence North 90 degrees 00 minutes West 683.00 feet along the South line of said Section 6 to the Point of Beginning; thence North 90 degrees 00 minutes West 355.00 feet; thence North 00 degrees 00 minutes West 222.00 feet; thence South 90 degrees 00 minutes East 42.00 feet; thence North 00 degrees 00 minutes West 602.27 feet; thence South 90 degrees 00 minutes East 313.00 feet; thence South 00 degrees 00 minutes East 824.27 feet to the Point of Beginning. Together with and subject to a 20.00 foot wide drainage easement, the centerline of which is described as: Commencing at the South 1/4 corner of said Section 6; thence North 90 degrees 00 minutes West 1016.0 feet along the South line of said Section 6; thence North 00 degrees 00 minutes West 217.0 feet to the Point of Beginning for said centerline; thence North 59 degrees 22 minutes West 160.00 feet; thence North 88 degrees 39 minutes West 160 feet, more or less, to a point in the Option Property Right centerline of First Refusal Notice does not occuran existing drainage ditch, then said point being 302.4 feet, more or less, North of the Option Property Right South line of First Refusal shall remain said Section 6 and the point of ending for said centerline. PARCEL B That part of the Xxxxxxxxx 0/0, Xxxxxxx 0, Xxxx 0 Xxxxx, Xxxxx 10 West, Caledonia Township, Kent County, Michigan described as: Beginning at a point on the South line of said Southwest 1/4 which is North 89 degrees 56 minutes 52 seconds West 669.92 feet from the South 1/4 corner of Section 6; thence North 89 degrees 56 minutes 52 seconds West 13.08 feet along said South line; thence North 00 degrees 03 minutes 08 seconds East 824.27 feet; thence South 89 degrees 56 minutes 52 seconds East 2.00 feet; thence South 00 degrees 03 minutes 08 seconds West 506.98 feet along the Westerly right of way line of Kon-Krete Drive (86.00 feet wide); thence Southerly 211.69 feet along said Westerly line on a 4043.00 foot radius curve to the left, the chord of which bears South 01 degree 26 minutes 52 seconds East 211.67 feet; thence South 02 degrees 56 minutes 52 seconds East 105.84 feet along said Westerly line to the place of beginning. PARCELS A AND B combined are described as: That part of the East 1/2 of the Southwest 1/4 of Section 6, Town 5 North, Range 10 West, Caledonia Township, Kent County, Michigan, described as: Commencing at the South 1/4 corner of said Section 6; thence North 90 degrees 00 minutes West 669.92 feet along the South line of said Section 6 to the Point of Beginning; thence North 90 degrees 00 minutes West 368.08 feet; thence North 00 degrees 00 minutes West 222.00 feet; thence South 90 degrees 00 minutes East 42.00 feet; thence North 00 degrees 00 minutes West 602.27 feet; thence South 90 degrees 00 minutes East 315.00 feet; thence South 00 degrees 00 minutes East 506.98 feet along the Westerly right of way line of Kon-Krete Drive (86.0 feet wide); thence Southerly 211.69 feet along said Westerly line on a 4043.00 foot radius curve to the left, the chord of which bears South 01 degree 30 minutes East 211.67 feet; thence South 03 degrees 00 minutes East 105.84 feet along said Westerly line to the Point of Beginning. Together with and subject to a 20.00 foot wide drainage easement, the centerline of which is described as: Commencing at the South 1/4 corner of said Section 6; thence North 90 degrees 00 minutes West 1016.00 feet along the South line of said Section 6; thence North 00 degrees 00 minutes West 217.0 feet to the Point of Beginning for said centerline; thence North 59 degrees 22 minutes West 160.00 feet; thence North 88 degrees 39 minutes West 160 feet, more or less, to a point in effectthe centerline of an existing drainage ditch, said point being 302.4 feet, more or less, North of the South line of said Section 6, and the point of ending for said centerline.

Expansion. Lessee has the right (the “Expansion Right”) to acquire from the City of New Brighton, Minnesota certain real estate parcels adjacent to the Property (the “Option Property”) pursuant to that certain Contract for Private Redevelopment dated June 10, 2014 (the “Redevelopment Contract”). In the event Lessee desires to exercise the Expansion Right, Lessor shall cooperate with Lessee to exercise such rights under the Redevelopment Contract to purchase the Option Property and to construct building improvements on the Option Property, which improvements may adjoin, or connect to, the building improvements, located upon the Property. In the event the Lessee exercises its Expansion Right and acquires the Option Property during the Lease term hereof, Lessee shall not convey its fee interest in the Option Property, or any portion thereof, to any third party without providing Lessor with the following right of first refusal to purchase the Option Property (the “Option Property Right of First Refusal”). If Lessee receives an offer by a third party to purchase the Option Property, or any portion thereof, which Lessee desires to accept, Lessee shall deliver a copy of said offer to Lessor (the “Option Property Right of First Refusal Notice”) Lessee’s notice to Lessor shall state: (i) Lessee’s desire and intention to sell all or any part of the Option Property; and (ii) full details of the offer received by it, and a description of the purchase price as well as the overall transaction. Lessor shall have twenty (20) days from and after receiving the Option Property Right of First Refusal Notice to elect to purchase the Option Property, or such portion as may be the subject of the offer, upon the terms and conditions set forth in the Option Property Right of First Refusal Notice, including all 121733316v6 0992939 rights, privileges and timetables contained in the offer and any amendments related thereto which had been accepted by Lessee. If Lessor elects to purchase the Option Property, or such portion as may be the subject of the offer, the closing shall occur as set forth in the Option Property Right of First Refusal Notice or at such date as may be mutually agreed upon by and between the parties. If Lessor fails to give Lessee written notice within the twenty (20) day period of its intent to purchase the Option Property, or such portion as may be the subject of the offer, then the Option Property Right of First Refusal shall terminate; provided, however, that if such closing as described in the Option Property Right of First Refusal Notice does not occur, then the Option Property Right of First Refusal shall remain in effect.

Expansion. Lessee has As used herein, “Expansion Premises” shall mean the right increment of space commonly known as Suite D in the building located at 00000 Xxxxxxxxx Xxxxxx consisting of approximately 2,850 square feet more particularly shown on the attached Exhibit #1. The Expansion Premises shall be added to the Existing Premises on July 1, 2013 and shall remain a portion of the “Premises” (as defined below) throughout the Expansion Term (as defined below). Landlord estimates that possession of the Expansion Premises will be tendered to Tenant on July 1, 2013 (the “Expansion Right”) to acquire from the City of New Brighton, Minnesota certain real estate parcels adjacent to the Property (the “Option Property”) pursuant to that certain Contract for Private Redevelopment dated June 10, 2014 (the “Redevelopment ContractEstimated Delivery Date”). In the event Lessee desires to exercise the Expansion Right, Lessor shall cooperate with Lessee to exercise such rights under the Redevelopment Contract to purchase the Option Property and to construct building improvements on the Option Property, which improvements may adjoin, or connect to, the building improvements, located upon the Property. In the event the Lessee exercises its Expansion Right and acquires the Option Property during the Lease term hereof, Lessee shall not convey its fee interest in the Option Property, or any portion thereof, to any third party without providing Lessor with the following right of first refusal to purchase the Option Property (the “Option Property Right of First Refusal”). If Lessee receives an offer by a third party to purchase the Option Property, or any portion thereof, which Lessee desires to accept, Lessee shall deliver a copy of said offer to Lessor (the “Option Property Right of First Refusal Notice”) Lessee’s notice to Lessor shall state: (i) Lessee’s desire and intention to sell all or any part of the Option Property; and (ii) full details of the offer received by it, and a description of the purchase price as well as the overall transaction. Lessor shall have twenty (20) days from and after receiving the Option Property Right of First Refusal Notice to elect to purchase the Option Property, or such portion as may be the subject of the offer, upon the terms and conditions set forth in the Option Property Right of First Refusal Notice, including all rights, privileges and timetables contained in the offer and any amendments related thereto which had been accepted by Lessee. If Lessor elects to purchase the Option Property, or such portion as may be the subject of the offer, the closing shall occur as set forth in the Option Property Right of First Refusal Notice or at such date as may be mutually agreed upon by and between the parties. If Lessor fails to give Lessee written notice within the twenty (20) day period of its intent to purchase the Option Property, or such portion as may be the subject of the offer, then the Option Property Right of First Refusal shall terminate; provided, however, that if such closing as described Landlord is unable to tender possession of the Expansion Premises to Tenant by the Estimated Delivery Date, then: (a) the validity of this Amendment shall not be affected or impaired thereby; (b) Landlord shall not be in default hereunder or be liable for damages therefor; and (c) Tenant shall accept possession of the Expansion Premises on the date when Landlord tenders possession thereof to Tenant. As of July 1, 2013, the definition of “Premises” in the Option Property Right Basic Lease Information of First Refusal Notice does not occur, then the Option Property Right Lease shall be modified to provide that the “Premises” consists of First Refusal 9,658 square feet (the combined Existing Premises and the Expansion Premises shall hereafter be referred to as the “Premises”). The Expansion Premises shall remain a portion of the “Premises” throughout the Term of the Lease. As used herein, the “Expansion Term” shall mean the period starting on July 1, 2013 and ending on August 31, 2015. Tenant shall accept the Expansion Premises in effecttheir “as is” state and condition and Landlord shall have no obligation to make or pay for any improvements or renovations in or to the Expansion Premises or to otherwise prepare the Expansion Premises for Tenant’s occupancy.

Expansion. Lessee has In the right event Declarant or any affiliate thereof or party related thereto with a controlling interest therein develops any adjacent property as a shopping center, Declarant shall submit the same to the terms and conditions of this Declaration by recordation of a supplementary declaration, and upon so doing, the term “Shopping Center Land” shall include said added land (the “Expansion Right”) to acquire from the City of New Brighton, Minnesota certain real estate parcels adjacent to the Property (the “Option Property”) pursuant to that certain Contract for Private Redevelopment dated June 10, 2014 (the “Redevelopment ContractLand”). In the event Lessee desires to exercise the Expansion RightLand is added hereto, Lessor it shall cooperate with Lessee be subject to exercise all provisions hereof, and the land originally subject hereto shall be the only land referred to in Section 13.2 as “Phase I.” Notwithstanding any other provisions of this Declaration, Common Facilities in such rights new portion of the Shopping Center shall not be maintained hereunder until the same have been completed under at least equal specifications to those in the Redevelopment Contract original portion of the Shopping Center and then only to purchase the Option Property and to construct building improvements same extent, on the Option Property, which improvements may adjoin, or connect toa prorata basis, the building improvements, located upon the Propertybuildings of such new portion have been completed are obligated to share in Common Facilities charges hereunder. In the event the Lessee exercises its Expansion Right and acquires the Option Property during the Lease term hereof, Lessee shall any adjacent property currently owned by Declarant is not convey its fee interest included in the Option PropertyShopping Center, or any portion thereof, to any third party without providing Lessor Declarant shall record a restrictive covenant consistent with the following right provisions of first refusal to purchase Article 13 hereof against the Option Property (the “Option Property Right of First Refusal”)same. If Lessee receives an offer by a third party to purchase the Option Property, or any portion thereof, which Lessee desires to accept, Lessee shall deliver a copy of said offer to Lessor (the “Option Property Right of First Refusal Notice”) Lessee’s notice to Lessor shall state: (i) Lessee’s desire and intention to sell all or any part EXECUTED as of the Option Property; day and (iiyear first above written. AMSOURCE HEBER, LLC, a Utah limited liability company, by its Manager, Amsource Development Inc., a Utah corporation By: Name: Title: By: Name: Title: STATE OF UTAH ) full details :ss COUNTY OF ) The foregoing instrument was acknowledged before me this day of 2014, by and in the capacities indicated. Notary Public: ACKNOWLEDGMENT AND CONSENT OF LENDER , acknowledges, consents to and agrees to the provisions of the offer received foregoing Grant of Easements, Declaration of Restrictions and Common Facilities Maintenance Agreement. By: Its: STATE OF UTAH ) :ss COUNTY OF ) The foregoing instrument was acknowledged before me this day of 2014, by it, and a description of the purchase price as well as the overall transaction. Lessor shall have twenty (20) days from and after receiving the Option Property Right of First Refusal Notice to elect to purchase the Option Property, or such portion as may be the subject of the offer, upon the terms and conditions set forth in the Option Property Right of First Refusal Notice, including all rights, privileges and timetables contained in the offer and any amendments related thereto which had been accepted by Lesseecapacity indicated. If Lessor elects to purchase the Option Property, or such portion as may be the subject of the offer, the closing shall occur as set forth in the Option Property Right of First Refusal Notice or at such date as may be mutually agreed upon by and between the parties. If Lessor fails to give Lessee written notice within the twenty Notary Public: EXHIBIT A LEGAL DESCRIPTION EXHIBIT B (20Plat) day period of its intent to purchase the Option Property, or such portion as may be the subject of the offer, then the Option Property Right of First Refusal shall terminate; provided, however, that if such closing as described in the Option Property Right of First Refusal Notice does not occur, then the Option Property Right of First Refusal shall remain in effect.EXHIBIT C (Site Plan) EXHIBIT C

Expansion. Lessee has the right (the “Expansion Right”) Subject to acquire from the City of New Brighton, Minnesota certain real estate parcels adjacent to the Property (the “Option Property”) pursuant to that certain Contract for Private Redevelopment dated June 10, 2014 (the “Redevelopment Contract”). In the event Lessee desires to exercise the Expansion Right, Lessor shall cooperate with Lessee to exercise such rights under the Redevelopment Contract to purchase the Option Property and to construct building improvements on the Option Property, which improvements may adjoin, or connect to, the building improvements, located upon the Property. In the event the Lessee exercises its Expansion Right and acquires the Option Property during the Lease term hereof, Lessee shall not convey its fee interest in the Option Property, or any portion thereof, to any third party without providing Lessor with the following right of first refusal to purchase the Option Property (the “Option Property Right of First Refusal”). If Lessee receives an offer by a third party to purchase the Option Property, or any portion thereof, which Lessee desires to accept, Lessee shall deliver a copy of said offer to Lessor (the “Option Property Right of First Refusal Notice”) Lessee’s notice to Lessor shall state: (i) Lessee’s desire and intention to sell all or any part of the Option Property; and (ii) full details of the offer received by it, and a description of the purchase price as well as the overall transaction. Lessor shall have twenty (20) days from and after receiving the Option Property Right of First Refusal Notice to elect to purchase the Option Property, or such portion as may be the subject of the offer, upon the terms and conditions set forth --------- herein, LESSEE shall have the option from time to time to lease the space located on the second and third floors of the building located immediately in front of the building in which the Premises is located (such building being hereinafter referred to as "Building B"), but excluding the space currently utilized as the cafeteria (such expansion space is hereinafter referred to as the "Additional Space") upon the same terms and conditions as this Lease except that the term thereof must end, at LESSEE's option, either on March 31, 2004 or the date upon which the Term of this Lease expires. LESSOR shall provide LESSEE with (a) a copy of any letter of intent that is executed with any prospective tenant of the Additional Space (or if no such letter of intent is executed by LESSOR, then a copy of the proposed draft of the lease for such space) or (b) a copy of a negotiated letter of intent with a prospective tenant of the Additional Space with terms that appear to be acceptable to such prospective tenant, together in any event with a notice stating that such notice is delivered pursuant to this Section 18.18. LESSEE shall notify LESSOR, in writing, within ten (10) days of receipt of such notice that LESSEE elects to lease the Additional Space. LESSEE's failure to timely respond in writing shall constitute a waiver of LESSEE's option to lease such space. In the event that LESSOR fails to execute a lease for the Additional Space with such prospective tenant within one hundred twenty (120) days of receipt of such notice by LESSEE, then LESSEE's option shall be reinstated with respect to the Additional Space. In the event that LESSEE elects to lease any Additional Space, LESSEE and LESSOR shall execute and deliver an amendment to the Lease increasing the number of square feet constituting the Premises by the amount of the Additional Space, and otherwise subjecting the Additional Space to the same terms and conditions of the Lease as currently in effect, including but not limited to a provision providing that Rent for the Additional Space shall be the same rent per square foot as currently in effect under the Lease (as the same may be increased as provided in the Option Property Right Lease). Rent payment for any Additional Space shall begin upon the first to occur of First Refusal Notice(a) occupancy of such Additional Space by LESSEE for the purposes of conducting business or (b) 90 days after the exercise by LESSEE of the expansion option. In the event that LESSOR notifies LESSEE of its intention to lease the Additional Space within Building B as provided in this Section 18.18, including all rightsand the third and fourth floors of the building located immediately in front of Building B (such building is hereinafter referred to as "Building A") is unleased, privileges and timetables contained the LESSEE elects not to take the Additional Space within Building B, then for the purposes hereof the Additional Space shall thereafter mean the third and fourth floors of Building A. Notwithstanding anything herein to the contrary, in the offer event that the space to be leased to a prospective tenant constitutes all of Building A and Building B, then in order to exercise the expansion option granted herein, LESSEE must elect to lease all of such space, or in the event that the space to be leased to any prospective tenant constitutes all of the Additional Space and any amendments related thereto which had been accepted by Lessee. If Lessor elects to purchase the Option Property, other space within Building A or such portion as may be the subject of the offer, the closing shall occur as set forth in the Option Property Right of First Refusal Notice or at such date as may be mutually agreed upon by and between the parties. If Lessor fails to give Lessee written notice within the twenty (20) day period of its intent to purchase the Option Property, or such portion as may be the subject of the offerBuilding B, then in order or exercise the Option Property Right expansion option granted herein, LESSEE must elect to lease all of First Refusal shall terminate; provided, however, that if such closing as described in the Option Property Right of First Refusal Notice does not occur, then the Option Property Right of First Refusal shall remain in effectspace which such prospective tenant proposes to lease.