Common use of Fair Market Rent Clause in Contracts

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate of the Base Monthly Rent for the first year of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination of the same. For purposes hereof, “Fair Market Rent” shall mean collectively, (1) Base Monthly Rent for the first year of the applicable extension period, which shall reflect the then-current rate for renewals of space in comparable Class A buildings (including the Building) in the Sunnyvale, Santa Xxxxx and Mountain View, California submarket (“Comparable Buildings”) in direct transactions with owners of Comparable Buildings (thus excluding any subleases or other indirect transactions), and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate of Fair Market Rent or (ii) elect to arbitrate the Fair Market Rent against Landlord, such arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance of the Fair Market Rent for the applicable extension period. If Tenant elects to compel arbitration, the parties agree to use good faith efforts to have the arbitration concluded within ninety (90) days after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitration.

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s If Tenant properly and timely exercises the Extension Exercise NoticeOption pursuant to Section 3.2.1 above, Landlord such Extended Term shall notify Tenant in writing of Landlord’s estimate be upon all of the same terms, covenants and conditions of this Lease; provided, however, that the Base Monthly Rent applicable to the Premises for the first year Extended Terms shall be the greater of: (1) the Base Rent and Escalation Rent as of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination last month of the sameInitial Term, or (ii) one hundred percent (100%) of the “Fair Market Rent” for space comparable to the Premises as of the commencement of the Extended Term; provided further, however, that the Base Year during the Extended Term shall be the first full calendar year following the first day of the Extended Term. For purposes hereof, “Fair Market Rent” shall mean collectivelythe annual rental being charged for first class space comparable to the Premises in buildings comparable to the Building in the financial district of San Francisco, taking into account location, condition and improvements to the space; provided, however, that Fair Market Rent shall not be discounted to reflect tenant improvement allowances granted to other tenants, but Landlord shall be obligated to contribute to Tenant upon commencement of the applicable Extended Term a refurbishment allowance equivalent to the refurbishment allowances granted to renewal tenants in buildings comparable to the Building in the financial district of San Francisco, which refurbishment allowance shall be used by Tenant, within one (1) Base Monthly Rent year after receipt, for the first year improvement of the applicable extension periodPremises. Tenant shall pay all leasing commissions and consulting fees payable in connection with such extensions, unless such leasing commissions or consulting fees arise solely out of a contractual relationship between Landlord and a broker or consultant. All other terms and conditions of the Lease, which shall reflect may be amended from time to time by the then-current rate for renewals of space parties in comparable Class A buildings (including the Building) in the Sunnyvale, Santa Xxxxx and Mountain View, California submarket (“Comparable Buildings”) in direct transactions accordance with owners of Comparable Buildings (thus excluding any subleases or other indirect transactions), and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate of Fair Market Rent or (ii) elect to arbitrate the Fair Market Rent against Landlord, such arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance of the Fair Market Rent for Lease, shall remain in full force and effect and shall apply during the applicable extension period. If Tenant elects Extended Term, except that there shall be no further option to compel arbitration, extend the parties agree to use good faith efforts to have the arbitration concluded within ninety Term beyond a date five (905) days years after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitrationInitial Term.

Fair Market Rent. Approximately thirty (30) days after receipt of If Tenant properly and timely exercises Tenant’s Extension Exercise NoticeOption to Section 3.2.1 above, Landlord such Extended Term shall notify Tenant in writing of Landlord’s estimate be upon all of the same terms, covenants and conditions of this Lease; provided, however, that the Base Monthly Rent applicable to the Premises for the first year Extended Term shall be the greater of: (a) the Base Rent and Escalation Rent as of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination last month of the sameInitial Term, (b) one hundred percent (100%) of the “Fair Market Rent” for space comparable to the Premises as of the commencement of such Extended Term, or (c) $56.00/square foot of Rentable Area during the first 2 years of the Extended Term and $58.25/square foot of Rentable Area during the remainder of the Extended Term. For purposes hereof, “Fair Market Rent” shall mean collectively, (1) Base Monthly Rent the annual rental being charged for first class space comparable to the first year of Premises in buildings comparable to the applicable extension period, which shall reflect the then-current rate for renewals of space in comparable Class A buildings (including the Building) Building in the Sunnyvalefinancial district of San Francisco, Santa Xxxxx taking into account location, condition and Mountain Viewimprovements to the space; provided, California submarket (“Comparable Buildings”) in direct transactions with owners of Comparable Buildings (thus excluding any subleases or however, that Fair Market Rent shall not be discounted to reflect tenant improvement allowances granted to other indirect transactions)tenants; provided further, and (2) however, that the annual increases determined at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate determination of Fair Market Rent or (ii) elect to arbitrate shall take into account the Fair Market Rent against Landlord, such arbitration to be conducted pursuant to the provisions hereof2001 calendar year Base Year under this Lease. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance of the Fair Market Rent for the applicable extension period. If Tenant elects to compel arbitration, the parties agree to use good faith efforts to have the arbitration concluded within ninety (90) days after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at all leasing commissions and consulting fees payable in connection with such extensions, unless such leasing commissions or consulting fees arise solely out of a contractual relationship between Landlord and a broker or consultant. All other terms and conditions of the rate calculated Lease, which may be amended from time to time by Landlord, the parties in accordance with the potential for an adjustment provisions of the Lease, shall remain in full force and effect and shall apply during the Extended Term, except that there shall be no further option to be made once Fair Market Rent is ultimately determined by arbitrationextend the Term beyond December 31, 2010. The Base Year shall remain 2001 during the entire Extended Term.

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate For purposes of the Base Monthly Rent for Lease, the first year term "Fair Market Rental Rate" shall mean the annual amount per rentable square foot that a comparable landlord of a comparable building with comparable vacancy factors would accept in current transactions having commencement dates that are approximately the same as the date of the commencement of the applicable extension periodOption Period between non-affiliated parties from new, non-expansion, non-renewal and non-equity tenants of comparable credit-worthiness, for comparable space, for a comparable use, for a comparable period of time ("Comparable Transactions") in the Cascades Business Park, Sylmar and Van Nuys area. In any determination of Comparable Transactions appropriate consideration shall be given to the annual rental rates per rentable square foot, the standard of measurement by which the rentable square footage is measured, the ratio of rentable square feet to usable square feet, the type of escalation clause (e.g., whether increases in additional rent are determined on a net or gross basis, and if gross, whether such increases are determined according to a base year or a base dollar amount expense stop), the estimate extent of annual increases based upon Tenant's liability under the Landlord’s determination Lease, length of the samelease term, size and location of premises being leased, the existence or absence of free rent, the existence or absence of a tenant improvement allowance, and other generally applicable conditions of tenancy for such Comparable Transactions. For purposes hereofof determining what constitutes Comparable Transactions, “Fair Market Rent” the Premises shall mean collectivelybe deemed to be improved with the Building shell improvements, the Existing Mezzanine, Landlord's Work and 15,000 square feet of finished offices (1) Base Monthly Rent the "Assumed Improvements"). In addition, consideration shall be given to tenant improvement allowances provided for comparable transactions, taking into account the first year value of the applicable extension periodAssumed Improvements. Other than to the extent they are part of the Assumed Improvements, which shall reflect the then-current rate for renewals of space in comparable Class A buildings (including the Building) no increases or decreases in the Sunnyvalerental or useable value of the Premises by improvements or additions made by Tenant at Tenant's expense shall be taken into consideration. No deduction shall be given nor consideration given to allowances for real estate brokerage commissions. In addition, Santa Xxxxx and Mountain Viewin determining what constitutes a Comparable Transaction, California submarket in the event that during the term of this Lease any capital improvements have been made to the Premises or the common areas (“Comparable Buildings”) other than the Tenant Improvements described in direct transactions with owners of Comparable Buildings (thus excluding any subleases or other indirect transactionsthe preceding sentence), and (2) the annual increases determined at the time Base Monthly Rent for the first year is determinedremaining useful life <PAGE> -62- of those capital improvements will be taken into consideration. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate of Fair Market Rent or (ii) elect to arbitrate If the Fair Market Rental Rate includes a component of free rent or tenant improvement allowance, Landlord may, at Landlord's sole option, elect to (a) grant some or all of the free rent and/or tenant improvement allowance to Tenant; and (b) reduce the Base Rent against Landlord, such arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance component of the Fair Market Rent for Rental Value to an effective rental rate that takes into consideration the applicable extension periodtotal dollar value of that portion of the free rent and/or tenant improvement allowance that Landlord has elected not to grant to Tenant (in which event that portion of the free rent and/or tenant improvement allowance evidenced in the effective rental rate shall not be granted to Tenant). If Tenant elects to compel arbitrationThe intent is that, the parties agree to use good faith efforts to have the arbitration concluded within ninety (90) days after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act except as limited in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determinedthis paragraph 39.7, Tenant shall pay Base Monthly Rent at will obtain the rate calculated by Landlordsame rent and other economic benefits that Landlord would otherwise give in Comparable Transactions and that Landlord will make, with and receive the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitrationsame economic payments and concessions that Landlord would otherwise make, and receive in Comparable Transactions.

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate of the Base Monthly Rent for the first year of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination of the same. For purposes hereof, “Fair Market Rent” shall mean collectively, (1) Base Monthly Rent for the first year of the applicable extension period, which shall reflect the then-current rate for renewals of space in comparable Class A buildings (including the Building) in the Sunnyvale, Santa Xxxxx and Mountain View, California submarket (“Comparable Buildings”) in direct transactions with owners of Comparable Buildings (thus excluding any subleases or other indirect transactions), and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate of Fair Market Rent or (ii) elect to arbitrate the Fair Market Rent against Landlord, such arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance of the Fair Market Rent for the applicable extension period. If Tenant elects to compel arbitration, the parties agree to use good faith efforts to have the arbitration concluded within ninety (90) days after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitration. 4.

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate of the Base Monthly Rent for the first year of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination of the same. For purposes hereof, “Fair Market Rent” shall mean collectivelythe arms’ length fair market annual rental rate per RSF (including additional rent and considering any “base year” or “expense stop” applicable thereto; in connection therewith, (1) the Tax Base Monthly Rent for Year and Operating Expense Base Year applicable during the first Renewal Term will each be the calendar year 2026, and such Base Years will be factored into the determination of the applicable extension periodFair Market Rent), including all escalations, under new and renewal leases and amendments with terms commencing during the fifteen (15) month period prior to and following the scheduled commencement date of the Renewal Term, for space comparable to the Premises (i.e., space which shall reflect is not significantly greater or smaller in size than the then-current rate for renewals of space in comparable Class A buildings (including the BuildingPremises) in the SunnyvaleBuilding and in office buildings comparable to the Building in the San Francisco, Santa Xxxxx and Mountain ViewCalifornia, California submarket Financial District (“Comparable Buildings” and such transactions, “Comparable Transactions”) in direct transactions with owners of Comparable Buildings (thus excluding any subleases or other indirect transactions), and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate The determination of Fair Market Rent or will take into account the following concessions (the “Concessions”): (i) rental abatement concessions, if any, being granted such tenants in connection with such comparable space; (ii) elect tenant improvements or allowances provided or to arbitrate be provided for such comparable space, and taking into account the value, if any, of the existing improvements in the Premises; (iii) the level of Building Systems/infrastructure and services provided to tenants in the Building as compared to such Comparable Buildings and (iv) other reasonable monetary concessions being granted such tenants in connection with such comparable space; provided, however, that in calculating the Fair Market Rent against LandlordRent, no consideration shall be given to (A) the fact that Landlord is or is not required to pay a real estate brokerage commission in connection with Tenant’s exercise of the Renewal Option, or the fact that landlords are or are not paying real estate brokerage commissions in connection with such arbitration comparable space, and (B) any period of rental abatement, if any, granted to be conducted pursuant to tenants in comparable transactions in connection with the provisions hereofdesign, permitting and construction of tenant improvements in such comparable spaces. Failure on the part of Tenant to require arbitration of The Fair Market Rent within shall additionally include a determination as to whether, and if so to what extent, Tenant must provide Landlord with financial security, such thirty (30) day period shall constitute acceptance as a letter of credit or guaranty, for Tenant’s Rent obligations in connection with Tenant’s lease of the Fair Market Rent Premises during the Renewal Term or whether any then-existing financial security should be appropriately adjusted (increased or reduced, as the case may be). Such determination shall be made by reviewing the extent of financial security then generally being imposed in Comparable Transactions from tenants of comparable financial condition and credit history to the then existing financial condition and credit history of Tenant (with appropriate adjustments to account for differences in the then-existing financial condition of Tenant and such other tenants). The Concessions (x) shall be reflected in the effective rental rate payable by Tenant (which effective rental rate shall take into consideration the total dollar value of such Concessions as amortized on a straight-line basis over the applicable extension period. If Tenant elects term of the Comparable Transaction (in which case such Concessions evidenced in the effective rental rate shall not be granted to compel arbitrationTenant)), the parties agree to use good faith efforts to have the arbitration concluded within ninety or (90y) days after the date of Tenantat Landlord’s election, subject some or all such Concessions will be granted to extension for an additional period if Tenant in kind. EXHIBIT G EXHIBIT “H” FORM OF TENANT ESTOPPEL [Purchaser Name] (“Purchaser”) [Address] [City], [State] [Zip Code] Ladies and Gentlemen: The undersigned (“Tenant”) certifies to __________________, a third arbitrator __________________ (“Landlord”), the current owner of the property known as 111 Xxxxxx located at 000 Xxxxxx Xxxxxx in San Francisco, California (“Property”), Purchaser, and any actual or prospective mortgage and/or mezzanine lenders to Landlord or Purchaser and/or their affiliates (“Lender”), and each of their successors, assigns and participants that each of the following statements is required and does not act in a timely manner. To true as of the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitration.date set forth below:

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate of The Base Rent applicable to the Base Monthly Rent Renewal Premises for the first year of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination of the same. For purposes hereof, “Fair Market Rent” Extension Term shall mean collectively, (1) Base Monthly Rent for the first year of the applicable extension period, which shall reflect the then-current rate for renewals of space in comparable Class A buildings (including the Building) in the Sunnyvale, Santa Xxxxx and Mountain View, California submarket (“Comparable Buildings”) in direct transactions with owners of Comparable Buildings (thus excluding any subleases or other indirect transactions), and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate of Fair Market Rent or (ii) elect to arbitrate be the Fair Market Rent against Landlord, such arbitration (as defined below) for space comparable to the Renewal Premises and the Base Expense Year and the Base Tax Year for the Renewal Premises shall be adjusted to be conducted pursuant the calendar year in which the applicable Extension Term commences. "Fair Market Rent" shall mean the annual rental that a willing tenant would pay, and that a willing landlord would accept, at arm's length, as of the commencement of the applicable Extension Term, for space comparable to the provisions hereofRenewal Premises in Comparable Buildings, based upon binding lease transactions for tenants in the Building and Comparable Buildings that, where possible, commence or are to commence within six (6) months prior to or within six (6) months after the commencement of the applicable Extension Term ("Comparable Leases"). Failure Comparable Leases shall include renewal and new non-renewal tenancies, but shall exclude subleases and leases of space subject to another tenant's expansion rights. Rent rates payable under Comparable Leases shall be adjusted to account for variations between this Lease and the Comparable Leases with respect to: (a) the length of the applicable Extension Term compared to the lease term of the Comparable Leases; (b) rental structure, including, without limitation, rental rates per rentable square foot (including type, gross or net, and if gross, adjusting for the base year or expense stop), and escalation provisions, (c) the size of the Renewal Premises compared to the size of the premises of the Comparable Leases; (d) the location of the floors of the Renewal Premises compared to the location of the floors of the premises of the Comparable Leases; (e) the efficiency of the floor plate of the Building compared to the efficiency of the floor plate of Comparable Buildings; (f) free rent, moving allowances and other cash payments affecting the rental rate; (g) the quality and design of construction of the Building (including compliance with applicable codes on the part applicable floors) compared to the quality and design of Tenant construction of the Comparable Buildings; (h) leasehold improvements and/or allowances, including the amounts thereof in renewal leases, and taking into account, in the case of renewal leases (including this Lease), the value of existing leasehold improvements to require arbitration the renewal tenant; (i) the access to public transit; OJ the availability of parking; (k) the signage rights under this Lease compared to signage rights under Comparable Leases; (1) the amenities available to tenants in the Building compared to amenities available to tenants in Comparable Buildings; and (m) the fact that landlords are or are not paying real estate brokerage commissions in connection with Comparable Leases. The Fair Market Rent within such thirty (30) day period shall constitute acceptance of the Fair Market Rent for the applicable extension period. If Tenant elects to compel arbitration, the parties agree to use good faith efforts to have the arbitration concluded within ninety (90) days after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitrationmay include annual or other periodic increases.

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate of the Base Monthly Rent for the first year of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination of the same. For purposes hereof, The term “Fair Market Rent” shall mean collectivelythe Base Rent, expressed as an annual rent per square foot of floor area, which Landlord would have received from leasing the Premises for the [***] Extension Term to an unaffiliated person which is not then a tenant in the Project, assuming that such space were to be delivered in “as-is” condition, and taking into account the rental which such other tenant would most likely have paid for such premises, including market escalations, provided that Fair Market Rent shall not in any event be less than the Base Rent for the Premises as of the expiration of the Lease Term. Fair Market Rent shall not be reduced by reason of any costs or expenses saved by Landlord by reason of Landlord’s not having to find a new tenant for the Premises (1) including without limitation brokerage commissions, cost of improvements necessary to prepare the space for such tenant’s occupancy, rent concession, or lost rental income during any vacancy period), but shall take into account market rental concessions and allowances for comparable lease renewals in the market. Fair Market Rent means only the rent component defined as Base Rent in the Lease and does not include reimbursements and payments by Tenant to Landlord with respect to Monthly Fixed Operating Expenses, Taxes, or other items payable or reimbursable by Tenant under the Lease. In addition to its obligation to pay Base Rent (as determined herein), Tenant shall continue to pay and reimburse Landlord as set forth in the Lease with respect to such Monthly Fixed Operating Expenses (subject to be increased by Landlord), Taxes, and other items with respect to the Premises during the [***] Extension Term. The arbitration process described below shall be limited to the determination of the Base Rent and shall not affect or otherwise reduce or modify the Tenant’s obligation to pay or reimburse Landlord for such Monthly Fixes Operating Expenses, Taxes, and other reimbursable items. Notwithstanding anything contained herein to the contrary, upon the determination of the Base Rent for the first year twelve (12) months of the applicable extension period[***] Extension Term, which shall reflect the then-current rate for renewals of space in comparable Class A buildings (including the Building) in the Sunnyvale, Santa Xxxxx whether through an agreement between Landlord and Mountain View, California submarket (“Comparable Buildings”) in direct transactions with owners of Comparable Buildings (thus excluding any subleases Tenant or other indirect transactions), and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate of Fair Market Rent or (ii) elect to arbitrate the Fair Market Rent against Landlord, such through arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance of the Fair Market Rent for the applicable extension period. If Tenant elects to compel arbitrationas provided below, the parties agree to use good faith efforts to have Base Rent shall automatically increase on each twelve (12) month anniversary thereafter during the arbitration concluded within ninety (90) days after [***] Extension Term by [***] percent over the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act Base Rent in a timely manner. To the extent that arbitration has not been completed effect immediately prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitrationsuch anniversary.

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate of the Base Monthly Rent for the first year of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination of the same. For purposes hereof, “Fair Market Rent” shall mean collectivelythe arms’ length fair market annual rental rate per RSF (including additional rent and considering any “base year” or “expense stop” applicable thereto; in connection therewith, (1) the Tax Base Monthly Rent for Year and Operating Expense Base Year applicable during the first Renewal Term will each be the calendar year 2026, and such Base Years will be factored into the determination of the applicable extension periodFair Market Rent), including all escalations, under new and renewal leases and amendments with terms commencing during the fifteen (15) month period prior to and following the scheduled commencement date of the Renewal Term, for space comparable to the Premises (i.e., space which shall reflect is not significantly greater or smaller in size than the then-current rate for renewals of space in comparable Class A buildings (including the BuildingPremises) in the SunnyvaleBuilding and in office buildings comparable to the Building in the San Francisco, Santa Xxxxx and Mountain ViewCalifornia, California submarket Financial District (“Comparable Buildings” and such transactions, “Comparable Transactions”) in direct transactions with owners of Comparable Buildings (thus excluding any subleases or other indirect transactions), and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate The determination of Fair Market Rent or will take into account the following concessions (the “Concessions”): (i) rental abatement concessions, if any, being granted such tenants in connection with such comparable space; (ii) elect tenant improvements or allowances provided or to arbitrate be provided for such comparable space, and EXHIBIT G taking into account the value, if any, of the existing improvements in the Premises; (iii) the level of Building Systems/infrastructure and services provided to tenants in the Building as compared to such Comparable Buildings and (iv) other reasonable monetary concessions being granted such tenants in connection with such comparable space; provided, however, that in calculating the Fair Market Rent against LandlordRent, no consideration shall be given to (A) the fact that Landlord is or is not required to pay a real estate brokerage commission in connection with Xxxxxx’s exercise of the Renewal Option, or the fact that landlords are or are not paying real estate brokerage commissions in connection with such arbitration comparable space, and (B) any period of rental abatement, if any, granted to be conducted pursuant to tenants in comparable transactions in connection with the provisions hereofdesign, permitting and construction of tenant improvements in such comparable spaces. Failure on the part of Tenant to require arbitration of The Fair Market Rent within shall additionally include a determination as to whether, and if so to what extent, Tenant must provide Landlord with financial security, such thirty (30) day period shall constitute acceptance as a letter of credit or guaranty, for Tenant’s Rent obligations in connection with Tenant’s lease of the Fair Market Rent Premises during the Renewal Term or whether any then-existing financial security should be appropriately adjusted (increased or reduced, as the case may be). Such determination shall be made by reviewing the extent of financial security then generally being imposed in Comparable Transactions from tenants of comparable financial condition and credit history to the then existing financial condition and credit history of Tenant (with appropriate adjustments to account for differences in the then-existing financial condition of Tenant and such other tenants). The Concessions (x) shall be reflected in the effective rental rate payable by Tenant (which effective rental rate shall take into consideration the total dollar value of such Concessions as amortized on a straight-line basis over the applicable extension period. If Tenant elects term of the Comparable Transaction (in which case such Concessions evidenced in the effective rental rate shall not be granted to compel arbitrationTenant)), the parties agree to use good faith efforts to have the arbitration concluded within ninety or (90y) days after the date of Tenantat Landlord’s election, subject some or all such Concessions will be granted to extension for an additional period if Tenant in kind. EXHIBIT G EXHIBIT “H” FORM OF TENANT ESTOPPEL [Purchaser Name] (“Purchaser”) [Address] [City], [State] [Zip Code] Ladies and Gentlemen: The undersigned (“Tenant”) certifies to __________________, a third arbitrator __________________ (“Landlord”), the current owner of the property known as 111 Xxxxxx located at 000 Xxxxxx Xxxxxx in San Francisco, California (“Property”), Purchaser, and any actual or prospective mortgage and/or mezzanine lenders to Landlord or Purchaser and/or their affiliates (“Lender”), and each of their successors, assigns and participants that each of the following statements is required and does not act in a timely manner. To true as of the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitration.date set forth below:

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate of the Base Monthly Rent for the first year of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination of the same. For purposes hereof, The term “Fair Market Rent” for purposes of determining Minimum Monthly Rent during the Extension Period shall mean collectivelythe base monthly rent per rentable square foot of space generally applicable to renewals or extensions of full service office leases at comparable class buildings of comparable size, (1) Base Monthly Rent for the first year age, quality of the applicable extension period, which shall reflect the then-current rate for renewals of space in comparable Class A buildings (including the Building) Premises in the Sunnyvale, Santa Xxxxx and Mountain ViewClass “A” office buildings in the financial district of San Francisco, California submarket (“Comparable Buildings”) projected as of the first day of the Extension Period, with annual increases, by giving due consideration for the quality of the Building and improvements therein (including the quality of the then existing improvements in direct transactions the Leased Premises), for a term comparable to the Extension Period at the time the commencement of the Extension Period is scheduled to commence, and for comparable space that is not subleased or subject to another party’s expansion rights or not leased to a tenant that holds an ownership interest in the landlord, and otherwise subject to the terms and conditions of this Lease that will be applicable during the Extension Period. The Fair Market Rent Rate takes into consideration the following concessions (the "Concessions") being granted for lease extensions or renewals in Comparable Buildings: (a) rental abatement concessions, if any, being granted such tenants in connection with owners such comparable space; (b) tenant improvements or allowances provided or to be provided for such comparable space, and taking into account the value, if any, of Comparable Buildings the existing improvements in the subject space, such value to be based upon the age, condition, design, quality of finishes and layout of the improvements; and (thus excluding any subleases c) other reasonable monetary concessions being granted such tenants in connection with such comparable space; provided, however, that in calculating the Fair Market Rent, no consideration shall be given (i) to the fact that Landlord is or other indirect transactions)is not required to pay a real estate brokerage commission in connection with Tenant's exercise of its option to extend the Term, or the fact that landlords are or are not paying real estate brokerage commissions in connection with such comparable space, and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate of Fair Market Rent or (ii) elect any period of rental abatement, if any, granted to arbitrate the Fair Market Rent against Landlord, tenants in such arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance of the Fair Market Rent for the applicable extension period. If Tenant elects to compel arbitration, the parties agree to use good faith efforts to have the arbitration concluded within ninety (90) days after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act comparable transactions in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, connection with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitrationdesign, permitting and construction of tenant improvements in such comparable spaces.

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate of The monthly Base Rent payable during the Base Monthly Rent for the first year of the applicable extension period, First Extended Term and the estimate of annual increases based upon Second Extended Term shall be the Landlord’s determination of the sameFair Market Rent (as defined below). For purposes hereof, “Fair Market Rent” shall mean collectivelythe amount of rent, (1) Base Monthly Rent expressed on a per rentable square foot basis, which a willing landlord and tenant, negotiating at arms' length, would accept for the first year of Expansion Premises. Fair Market Rent shall be based upon the applicable extension period, which shall reflect the then-current rate rent for renewals of comparable space in comparable Class A buildings (including the Building) in the SunnyvaleHayward, Santa Xxxxx Newark, North Fremont and Mountain ViewUnion City areas that are located within an eight (8) mile radius of the Park and are of a similar quality to, California submarket and with similar amenities and parking as, Building A (“collectively, "Comparable Buildings”") for a term of substantially equal duration to the Extended Term in direct question, commencing on or about the commencement date of such Extended Term. Expansion and renewal transactions with owners shall not be taken into consideration unless such expansion or renewal is pursuant to a comparable definition of Comparable Buildings Fair Market Rent. Fair Market Rent shall take into consideration: (thus excluding any subleases i) free rent, moving allowances and other similar concessions affecting the so-called "effective" rental rate; (ii) tenant improvement build-outs or other indirect transactions)allowances; (iii) the creditworthiness of tenants; (iv) the type of escalation clause (e.g. whether increases in additional rent are determined on a net or gross basis, and if gross, the applicable base year); (2v) the annual increases determined size of the premises; (vi) the value of any existing tenant improvements; and (vii) all other relevant factors. Fair Market Rent shall also reflect the then prevailing rent structure for comparable leases in Comparable Buildings, so that if, for example, at the time Base Monthly Rent for the first year is determined. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord’s estimate of Fair Market Rent or (ii) elect to arbitrate the Fair Market Rent against Landlord, such arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance of the Fair Market Rent for the applicable extension period. If Tenant elects to compel arbitration, the parties agree to use good faith efforts to have the arbitration concluded within ninety (90) days after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately being determined by arbitrationthe prevailing rent structure for comparable space and for comparable lease terms includes periodic rent adjustments, Fair Market Rent shall reflect such rent structure.

Fair Market Rent. Approximately thirty (30) days after receipt of Tenant’s Extension Exercise Notice, Landlord shall notify Tenant in writing of Landlord’s estimate of The Base Rent applicable to the Base Monthly Rent Premises for the first year of Extended Term shall be the applicable extension period, and Fair Market Rent (as defined below) for space comparable to the estimate of annual increases based upon the Landlord’s determination of the samePremises. For purposes hereof, “Fair Market Rent” shall mean collectivelythe annual rental that a willing tenant would pay, and that a willing landlord would accept, at arm’s length, as of the commencement of the Extension Term, for space comparable to the Premises in Comparable Buildings, to be used for office purposes, based upon binding lease transactions for tenants in the Building and Comparable Buildings that, where possible, commence or are to commence within six (6) months prior to or within six (6) months after the commencement of the Extension Term (“Comparable Leases”). Comparable Leases shall include renewal and new non-renewal tenancies, but shall exclude subleases and leases of space subject to another tenant’s expansion rights. Rent rates payable under Comparable Leases shall be adjusted to account for variations between this Lease and the Comparable Leases with respect to: (a) the length of the Extension Term compared to the lease term of the Comparable Leases; (b) rental structure, including, without limitation, rental rates per rentable square foot (including type, gross or net, and if gross, adjusting for the base year or expense stop), and escalation provisions, (1c) Base Monthly Rent for the first year size of the applicable extension period, which shall reflect Premises compared to the then-current rate for renewals size of space in comparable Class A buildings the premises of the Comparable Leases; (d) the location of the floors of the Premises (including the Buildingview from such floors) in compared to the Sunnyvale, Santa Xxxxx location of and Mountain View, California submarket view from the floors of the premises of the Comparable Leases; (“e) the efficiency of the floor plate of the Building compared to the efficiency of the floor plate of Comparable Buildings”; (f) in direct transactions with owners the ceiling heights of the Building compared to the ceiling heights of Comparable Buildings Buildings; (thus excluding any subleases or g) free rent, moving allowances and other indirect transactions), and cash payments affecting the rental rate; (2h) the annual increases determined at age and quality of construction of the time Base Monthly Rent for Building (including compliance with applicable codes on the first year is determined. Within thirty (30applicable floors) days after receipt of such notice from Landlord, Tenant shall have compared to the right either to Comparable Buildings; (i) accept Landlord’s estimate leasehold improvements and/or allowances, including the amounts thereof in renewal leases, and taking into account, in the case of renewal leases (including this Lease), the value of existing leasehold improvements to the renewal tenant, such value to be based upon the age, design, quality of finishes, and layout of the existing improvements and the extent to which the same can be utilized by a general office user other than Tenant; (j) the access to public transit; (k) the availability of parking; (l) the signage rights under this Lease compared to signage rights under Comparable Leases, (m) the amenities available to tenants in the Building and those exclusively available to Tenant compared to amenities available to tenants in Comparable Buildings; (n) the energy efficiencies and environmental elements of the Building compared to Comparable Buildings, including current LEED certification; and (o) the fact that landlords are or are not paying real estate brokerage commissions in connection with such Comparison Leases. The Fair Market Rate may include annual or other periodic increases and may be less than the Base Rent or (ii) elect to arbitrate the Fair Market Rent against Landlord, such arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance existing as of the Fair Market Rent for exercise of the applicable extension period. If Tenant elects to compel arbitration, the parties agree to use good faith efforts to have the arbitration concluded within ninety (90) days after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitrationExtension Option.

Fair Market Rent. Approximately (i) DEFINITION/ESTIMATE. If Tenant does not elect the CPI Adjustment. Formula, the Base Monthly Rent for the applicable Extended Term shall be equal to ninety-five percent (95%) of the market rate for a sixty (60) month term for comparably improved and located space in comparable buildings in the Willows/Marymoor High-Tech/Office Park Market with comparable pass throughs (the undiscounted rate being referred to herein as the "Fair Market Rent"), provided that (i) Fair Market Rent of the Premises shall be valued exclusive of improvements constructed by Tenant pursuant to Section 14, to the extent such improvements have increased the rental value of the Premises from that existing immediately prior to the improvement, and (ii) in no event shall the Base Monthly Rent set pursuant to this Section 30 (d) be less than the Base Monthly Rent (which does not include any Additional Rent pursuant to Section 33) for the last month of the initial Lease term. Landlord's initial estimate of Fair Market Rent shall be deemed the market study set forth in subsection (b) above, or if Landlord has not previously provided such estimate, then Landlord shall provide such an estimate within thirty (30) days of Tenant's notice of election to extend. If Tenant disagrees with such estimate, it shall advise Landlord in writing thereof before thirty (30) days after the later of (i) Tenant's notice of election to extend (if Xxxxxxxx's estimate had previously been provided) or (ii) Xxxxxx's receipt of Tenant’s Extension Exercise NoticeLandlord's estimate. If there is a disagreement on such estimation, Landlord the parties shall notify Tenant in writing of Landlord’s estimate of promptly meet to attempt to resolve their differences. If the Base Monthly Rent for the first year of the applicable extension period, and the estimate of annual increases based upon the Landlord’s determination of the same. For purposes hereof, “differences as to Fair Market Rent” shall mean collectively, (1) Base Monthly Rent for the first year of the applicable extension period, which shall reflect the then-current rate for renewals of space in comparable Class A buildings (including the Building) in the Sunnyvale, Santa Xxxxx and Mountain View, California submarket (“Comparable Buildings”) in direct transactions with owners of Comparable Buildings (thus excluding any subleases or other indirect transactions), and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within are not resolved within thirty (30) days after receipt Xxxxxx's notice of such notice from Landlorddisagreement, Tenant then the parties shall have submit the right either matter to (iarbitration in accordance with the terms of Section 30(d) accept Landlord’s estimate of Fair Market Rent or (ii) elect to arbitrate the Fair Market Rent against Landlord, such arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such thirty (30) day period shall constitute acceptance of the Fair Market Rent for the applicable extension period. If Tenant elects to compel arbitration, the parties agree to use good faith efforts to have the arbitration concluded within ninety (90) days after the date of Tenant’s election, subject to extension for an additional period if a third arbitrator is required and does not act in a timely manner. To the extent so that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be made once Fair Market Rent is ultimately determined by arbitrationno later than the first day of the Extended Term.