Common use of OPTION TO RENEW Clause in Contracts

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. (Section 28.01): Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by three percent (3%, ) compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – — Market Assessment Process.

OPTION TO RENEW. Provided that Tenant is not, in full occupancy and has not been (more than two (2) times), in there exists no default under any by Tenant at the time of Tenant’s exercise of its option hereunder or on the commencement date of the terms and conditions contained hereinRenewal Option Term, Tenant shall have two the right and option to renew (2the “Renewal Option”) additional consecutive this Lease for one (1) five (5) year options to renew and extend renewal term (the Rental Term as provided herein (“OptionRenewal Option Term”). The Tenant shall exercise the Renewal Option shall only be exercised by Tenant delivering giving written notice thereof to Landlord no earlier than of such election to extend the date which is Lease Term at least twelve (12) months prior to the expiration termination of the Rental then-current term. Fixed Rent for the Renewal Option Term shall be the then-current Fair Market Value (“FMV”) for lease renewal transactions for comparable laboratory and office space located in the Seaport commercial markets surrounding the Building. Tenant shall have no later than further renewal options unless expressly granted by Landlord in writing. Landlord shall lease to Tenant the date which is nine Premises for the Renewal Option Term in their then-current condition, and Landlord shall not provide to Tenant any allowances (9e.g., moving allowance, construction allowance and the like) months prior or other tenant inducements. The FMV for the Renewal Option Term shall be based, as applicable, on comparable laboratory and office space located in the Seaport commercial markets surrounding the Building, taking into account all relevant factors, including, without limitation, the size of the Premises, the condition of the Premises, the prevailing market conditions, and the other payments required of Tenant under the Lease. If after one hundred twenty (120) days of the valid exercise by Tenant of the Renewal Option, Landlord and Tenant have failed to reach an agreement as to the expiration FMV of the Rental Term Premises, such FMV shall be determined by the following appraisal process (the “Option NoticeAppraisal Process”)): Either Landlord or Tenant (the “Initiating Party”) shall initiate the proceedings for such determination by notice to the other, and by designating the name and address of an MAI appraiser willing to act in such determination. The Base Monthly Rent during Within fifteen (15) days after receipt by the first year other party (the “Responding Party”) of each extension periods such notice, the Responding Party shall, by notice to the Initiating Party, designate the name and address of another MAI appraiser willing to so act. If the Responding Party shall fail, neglect, or refuse within said fifteen (15) day period to designate another appraiser willing to so act, the appraiser designated by the Initiating Party shall alone conduct the appraisal. All appraisers designated above shall have not less than ten ( 10) years experience dealing with property similar to the Premises. Such appraisers shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable instructed to the Leased Premises deliver their written appraisals on or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within before thirty (30) days following the expiration of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal said fifteen (15)-day period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt the delivery of all such appraisals Landlord and Tenant do not agree in writing upon the FMV of the Premises, then within ten (10) days following the expiration of said fifteen (15)-day period Landlord and Tenant shall select an appraiser (the “Neutral Appraiser”) qualified in the same manner as Landlord’s and Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences appraisers appointed above, and within thirty (30) days thereafter, thereafter the Neutral Appraiser shall deliver to Landlord and Tenant its determination of the FMV of the Premises without knowledge of the determination by either Landlord’s or Tenant’s appraiser. The FMV shall be the determination by Landlord’s or Tenant’s appraiser which is closest to the determination of the Neutral Appraiser. Each of Landlord and Tenant shall bear the cost and expenses of its own appraiser and shall bear equally the costs and expenses of any Neutral Appraiser. If Landlord and Tenant do not timely agree upon or select a Neutral Appraiser, at its sole optionthen Landlord shall so notify the president of the Greater Boston Real Estate Board, may terminate who then shall appoint the Neutral Appraiser (who shall be qualified in the same manner as Landlord’s and Tenant’s appraisers appointed above). Notwithstanding the result of the Appraisal Process, in no event shall the Fixed Rent (exclusive of payments on account of real estate taxes, CAM charges, additional charges and other amounts provided in the Lease) for the Renewal Option Term be less than the Fixed Rent in effect for the year immediately preceding the commencement of the Renewal Option Term. Landlord and Tenant agree to execute and deliver a certificate confirming the exact amount of Fixed Rent payable for the Renewal Option Term, which certificate shall be attached to, and become a part of, this Lease, effective as but the failure of either party to execute and deliver such confirmatory certificate shall not affect or impair the last day validity of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processsuch determination.

OPTION TO RENEW. (a) Provided that (i) this Lease is in full force and effect as of the date of the Renewal Notice (as defined below) and as of the originally scheduled expiration of the Lease Term; (ii) Tenant is not, not then in Default under this Lease as of the dates referred to in clause (i) above; and (iii) Tenant has been continuously operating in the Leased Premises throughout the Lease Term and has not been (assigned this Lease or sublet more than two sixty percent (260%) times), in default under any of the terms and conditions contained hereinLeased Premises (other than to a Permitted Transferee), Tenant shall have two three (23) additional consecutive separate options to extend the Lease Term for the entire Leased Premises, each for a period of five (5) year options to renew years (each, a “Renewal Term”, and extend collectively, the Rental “Renewal Terms”) commencing on the date immediately following the expiration of the initial Lease Term (or the previous Renewal Term, as provided herein (“Option”applicable). The Option shall only be exercised Tenant may exercise each such option by Tenant delivering written notice thereof (a “Renewal Notice”) to Landlord no earlier not less than the date which is twelve (12) months prior to (but not more than twenty-four (24) months prior to) the expiration of the Rental initial Lease Term (or the expiring Renewal Term, as applicable). Each Renewal Term, if properly exercised by Tenant as set forth herein, shall constitute an extension of the Lease Term and no later than the date which is nine (9) months prior to the expiration shall be upon all of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: same terms and conditions then in effect under this Lease, except that (i) there shall be no further option to renew or extend the then current Fair Market Rate (as defined) for comparable space within Lease Term during the Projectthird Renewal Term, and (ii) Minimum Annual Rent for each Renewal Term shall be payable at a rate per annum equal to the Base Monthly Rent then in effect Fair Market Rental (as defined below) for the Leased Premises during for the last month applicable Renewal Term. If Tenant shall duly and timely exercise one of Tenant’s rights to extend the Lease Term for a Renewal Term pursuant to the terms hereof, all of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable references in this Lease to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity Lease Term shall be deemed to servicesinclude such Renewal Term. Within thirty (30) days of Option NoticeDuring each Renewal Term, Tenant shall notify Landlord of continue to pay Tenant’s option Proportionate Share of Fair Market Rate for the applicable renewal period. If Operating Expenses without interruption unless otherwise agreed to by Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify and Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processwriting.

OPTION TO RENEW. Provided that (i) the Lease is in full force and effect, (ii) Tenant is not, and has not been (in Default beyond any applicable cure periods more than two times in the last year of the initial term of the Lease (2iii) timesthe creditworthiness of Tenant, as revealed by its most current financial statements, is materially the same as or better than on the date of the Lease, (iv) Tenant originally named herein or a Permitted Transferee remains in possession of and has been continuously operating in substantially the entire Leased Premises throughout the Lease Term, and (v) the current use of the Leased Premises is consistent with the Permitted Use or other use approved by Landlord (together, items (i) through (v) shall be referred to as the “Conditions”), in default under any Tenant shall have the option to extend the Lease Term for three (3) successive periods of five (5) years (each an “Extension Term”). Each Extension Term shall be upon the same terms and conditions contained herein, Tenant in the Lease except the Minimum Annual Rent for each Extension Term shall have two be adjusted as set forth in subparagraph (2B) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein below (“OptionRent Adjustment”). The Option Tenant shall only be exercised exercise such option by Tenant delivering written notice thereof to Landlord Landlord, no earlier later than the date which is twelve three hundred sixty (12360) months days prior to the expiration of the Rental then existing Lease Term, written notice of Tenant’s desire to extend the Lease Term (“Tenant’s Notice”). Notwithstanding the foregoing, in the event Tenant does not exercise any of its extension options in the time period or in the manner provided in this Section 1(A), each such option shall nevertheless continue in full force and no later than effect and shall not lapse until fifteen (15) days after Landlord has notified Tenant in writing that Tenant’s option is to expire. Landlord shall notify Tenant of the date which is nine amount of the Rent Adjustment within thirty (930) months prior days after the delivery of Tenant’s Notice. Tenant shall have twenty (20) days following its receipt of Landlord’s notice to notify Landlord in writing that Tenant either (a) requests the broker arbitration set forth hereinbelow, (b) revokes its election to extend the term of this Lease, or (c) accepts the Rent Adjustment. If Tenant elects to revoke its extension notice, this Lease shall continue until the expiration of the Rental Term then-current term as if Tenant had never delivered to Landlord such extension notice. If Tenant fails to give such notice within said 20-day period, then Tenant shall be deemed to have requested broker arbitration. If broker arbitration is initiated as described above, then Landlord and Tenant shall each, within ten (10) days after Landlord’s receipt of Tenant’s written request or the expiration of the aforesaid 20-day period, as applicable, select a licensed real estate broker (the “Option NoticeBrokers”)) with a minimum of ten (10) years of leasing experience regarding office/warehouse space in Dallas, Texas (the “Marketplace”) to determine the Rent Adjustment. The Base Monthly If the Brokers are unable to agree as to the Rent during Adjustment within thirty (30) days after the first year date of each extension periods the appointment of the last of such Brokers, then the Brokers shall, within five (5) days after the end of the thirty-day period, mutually select a third licensed real estate broker (the “Arbitrator”) who has at least the same minimum qualifications as the Brokers, as described above. Each Broker shall be submit to the lesser of: (i) Arbitrator his or her written determination of the then current Fair Market Rate (as defined) for comparable space within the ProjectRent Adjustment, including reasonable documentation supporting such determination, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%Arbitrator shall, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within within thirty (30) days of Option Noticehis or her appointment, decide which Broker has most accurately determined the Rent Adjustment, which decision shall be final and binding on both Landlord and Tenant. Landlord and Tenant shall each pay their own Broker’s fees and costs, and shall equally share the entire cost of the Arbitrator’s fees and costs. In the event that the Rent Adjustment for the applicable 5-year extension term has not been determined for any reason by the commencement date of such extension term, Tenant shall notify continue to pay on an interim basis to Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion then-current Monthly Rental Installment as previously determined under this Lease until the written determination of the Fair Market RateRent Adjustment is made, at which time Tenant shall tender to Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafterof Landlord’s presentation of an invoice, Landlord or Tenantthe differential, at its sole optionif any, may terminate this Lease, effective as of between the last day of newly determined Rent Adjustment and the then-current Monthly Rental Term. Alternatively, Installment paid by Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processon an interim basis.

OPTION TO RENEW. Provided Landlord grants to Tenant is not, and has not been an option to extend the Lease Term for three (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (23) additional consecutive terms of five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term years each (the “Option NoticeExtended Term”), commencing on the expiration date of the original Lease Term, upon the same terms and conditions as set forth in this Lease, except as provided in this Section with respect to Base Rent; provided, however, that no Event of Default by Tenant has occurred that has not been cured at any time such option is to be exercised. The Base Monthly Rent during for the first year of each extension periods Extended Term shall equal the Market Rate for the Premises in “as is” condition, which shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space determined within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days after Tenant exercises its option to extend the Lease Term. The Base Rent shall be determined for the entire Premises, including the Expansion Premises, if applicable. The Base Rent may be adjusted upwards, but in no event shall be adjusted downwards from the preceding year’s Base Rent, based on the determination of Option Noticethe Market Rate applicable to the Premises. The Base Rent for the entire Premises, including the Expansion Premises if applicable, during any Extended Term shall increase in accordance with the amount determined at the time the Market Rate is set, which shall be at least [***] per twelve (12) month period. If Landlord and Tenant shall notify Landlord of Tenant’s option of Fair cannot agree [***]: Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. on a Market Rate for the applicable renewal Extended Term within the above-stated thirty (30) day period. If , then Tenant shall provide Landlord disagrees with Tenant’s opinion written notice of the Fair name of an appraiser selected by Tenant to determine the Market RateRate for the Premises. Within fifteen (15) days after Tenant provides such notice, Landlord shall notify provide written notice to Tenant of Landlord’s opinion the name of Fair an appraiser selected by Landlord to determine the Market Rate for the Premises. The two appraisers shall then jointly determine the Market Rate for the Premises for the Extended Term and provide a written report of same to Landlord and Tenant. If the two appraisers cannot agree on a Market Rate for the Premises within fifteen (15) days after receipt of Tenant’s opinion of Fair Tenant receives notice from Landlord identifying its appraiser, then the two appraisers shall jointly select a third appraiser, which third appraiser shall solely determine the Market Rate (“Landlord’s Value Notice”). If for the parties are unable Extended Term and provide a written report of same to resolve their differences Landlord and Tenant within thirty (30) days thereafterof his or selection. Such determination of the Market Rate by the third appraiser shall be binding on Landlord and Tenant. Each party shall pay the cost of its appraiser and one-half (1/2) the cost of the third appraiser. The appraisers shall be M.A.I. appraisers unless Landlord and Tenant otherwise agree in writing. If Landlord fails to choose an appraiser as provided above, then the appraiser chosen by Tenant shall be deemed to be acceptable to Landlord. If Tenant fails to choose an appraiser as provided above, then the appraiser chosen by Landlord shall be deemed to be acceptable to Tenant. Should Tenant elect to exercise any option for an Extended Term, Tenant shall do so by providing written notice to Landlord at least twelve (12) months before the expiration of the Lease Term or the then current Extended Term for which an option has been exercised. If Tenant does not exercise an option to extend the Lease Term or the then Extended Term within the period allowed, all unexercised options to renew shall be null, void and of no further force or effect. No later than fifteen (15) months prior to the date Tenant desires to exercise the option to extend the Lease Term or the then Extended Term, Tenant may (but is not obligated to) make a written request to Landlord to provide Tenant with Landlord’s proposed Market Rate (as that term is defined below) for the Extended Term. If Tenant makes such a request, Landlord shall furnish Tenant with Landlord’s proposed Market Rate (as well as copy of any third party, non-confidential information Landlord used in determining the proposed Market Rate) no later than thirty (30) days after Landlord’s receipt of Tenant’s written request. If Tenant properly exercises the option to extend the Lease Term or the then Extended Term, then prior to the date Tenant is required to identify an appraiser (as set forth in this Section) Tenant may (but is not obligated to) provide Landlord with written notice that Tenant accepts the proposed Market Rate as the Market Rate for the Extended Term, in which case that shall be the Market Rate. If Tenant does not provide Landlord with a written notice that Tenant accepts the proposed Market Rate as the Market Rate for the Extended Term during the time period specified in the foregoing sentence, the parties shall either negotiate a mutually agreeable Market Rate, or if they are unable to do so, the parties shall pursue the appraisal process outlined in this Section. The Market Rate and related information provided by Landlord to Tenant under this paragraph shall be treated as confidential by Tenant, at its sole option, may terminate this Lease, effective as of shall not be disclosed by Tenant to any third party and shall not be used by Tenant or any appraiser to advocate for or set the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessRate.

OPTION TO RENEW. Provided Tenant is notshall have, and has not been is hereby granted, one (more than two 1) option to renew and to extend the term of this Lease for a period of Five (25) timesyears (the “Renewal Term”), such option to follow consecutively upon the expiration of the initial term of this Lease, provided that at the time such option to renew is exercised, this Lease shall be in full force and effect and Tenant shall not be in default hereunder. Such option shall be exercised, if at all, by Tenant giving written notice of its intention to renew and extend the term of this Lease to Landlord at least six months before the Expiration Date of this Lease. Any assignment or subletting by Tenant in violation or breach of Paragraph 9 of this Lease shall terminate all rights of renewal and extension set forth herein. The renewal, if elected by Tenant, shall unless otherwise mutually agreed in writing be under any all of the terms and conditions contained herein, Tenant shall have two of this Lease except Basic Rental (2below provided) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only which will be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior changed in an amount corresponding to the expiration new Basic Rental, and except that no further renewal option shall exist. Commencing with the first (1st) day of the first (1st) calendar month for the Renewal term, the applicable Basic Annual Rental for each calendar month for the Renewal Term and no later than the date which shall be adjusted so that it is nine (9) months prior equal to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) mutually agreed prevailing market rate per annum for comparable space available in buildings of a quality similar to the Building within reasonable proximity thereto at such time. Landlord and Tenant shall, after reviewing market conditions, mutually agree on the Project, and (ii) the Base Monthly Rent then in effect Basic Annual Rental to be charged for the Leased Premises during the last month of the initial Rental Renewal Term (increasing each year thereafter by 3%, compounded)and any other incentives or terms related thereto. “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit EXHIBIT “F” – Market Assessment Process.”

OPTION TO RENEW. Provided Tenant is notPzena Investment Management, and has not been LLC only, as Tenant, shall have the one-time right, at its option, to renew the Lease, as amended by this Amendment (more than two (2) timesthe “Premises Renewal Option”), in default under any for the entire Premises, for a renewal term (“Premises Renewal Term”) of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options years from and including November 1, 2015. The Premises Renewal Term shall commence (“Premises Renewal Term Commencement Date”) on November 1, 2015 and shall terminate on October 31, 2020. Tenant shall exercise the option described herein by giving Landlord written notice of such election to renew and extend the Rental Term as provided herein (“OptionPremises Renewal Notice”)) not later than April 30, 2014, and upon the giving of such notice the Lease, as amended by this Amendment, shall thereupon be deemed renewed for the entire Premises for the Premises Renewal Term with the same force and effect as if the Premises Renewal Term had originally been included in the term of the Lease, as amended by this Amendment. Time is of the essence with respect to Tenant’s Renewal Notice. The Option shall only be exercised right of Tenant to renew the Lease, as amended by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods this Amendment, shall be the lesser of: conditioned upon (i) there shall be no Event of Default at the then current Fair Market Rate (time of the Premises Renewal Notice and as defined) for comparable space within of the ProjectPremises Renewal Term Commencement Date, and (ii) the Base Monthly Rent then original Tenant named herein and its Affiliates occupying, in effect for the Leased Premises during the last month aggregate, not less than ninety percent (90%) of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion total rentable square footage of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective Premises as of the last day date of the then-current Rental Term. AlternativelyPremises Renewal Notice and the Premises Renewal Term Commencement Date, Tenant and Landlord may mutually agree to submit (iii) the determination Lease, as amended by this Amendment, being in full force and effect at the time of Fair Market Rate to a “Market Assessment Process,” the exercise of such option and as provided in Exhibit “F” – Market Assessment Processof the Premises Renewal Term Commencement Date.

OPTION TO RENEW. Provided Tenant is not, and 9.1 The Lessee has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options option to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering Initial Period of this Lease for the Renewal Period, subject to the following — 9.1.1 the Lessor will give written notice thereof to Landlord no earlier than the date which is twelve Lessee at least 9 (12nine) months prior to the expiration expiry of the Rental Term and no later than Initial Period or the date which is nine Renewal Period, as the case may be, advising the Lessee that it has to exercise its Renewal Option within 3 (9three) months of receipt of the written notice, should the Lessee wish to extend the Initial Period or the Renewal Period, as the case may be, for the Renewal Period; 9.1.2 the Renewal Option will be exercised by written notice to that effect given by the Lessee to the Lessor within 3 (three) months of receipt of the written notice as envisaged in clause 9.1.1 above. If the Lessor fails to give the Lessee written notice as envisaged in clause 9.1.1, the Lessee will be entitled to exercise its Renewal Option at any time prior to the expiration expiry of the Initial Period or the Renewal Period, as the case may be; 9.1.3 the Renewal Option may only be exercised if the Lease is then of force and effect and the Lessee is not in breach of any of the material terms of this Lease; and 9.1.4 if the Renewal Option is exercised, then the terms of the Lease will remain the same save that the Rental Term (payable by the “Option Notice”). The Base Monthly Rent Lessee during the first year Renewal Period will be agreed upon between the Parties in writing at least 180 (one hundred and eighty) days prior to the commencement of each extension periods shall the Renewal Period, failing which the Rental which is payable during the Renewal Period will be the lesser of: lower of the open market rental (i) the then current Fair "Open Market Rate (as definedRental") for comparable space within the Project, and (ii) Premises or the Base Monthly Rent then in effect for the Leased Premises during Rental payable as at the last month of the initial Initial Period escalated at the Escalation Rate. The Open Market Rental Term will be determined by an Independent Valuer jointly appointed by agreement between the Parties, or failing such agreement between them, appointed by the Chairman (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means or his equivalent) of the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises Institute of Valuers (or any comparable premises: rentsuccessor body thereto or if there is no successor body thereto, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.a

OPTION TO RENEW. Provided Landlord hereby grants to Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have option to renew this Lease for two (2) additional consecutive terms of five (5) years each, upon the same terms and conditions as herein contained, except as modified by this section provided that Tenant not be in default under this Lease at the time the option is exercised or upon commencement of the extended term. The new base year options is reset to the first option year. The option to renew and extend shall not include broker’s commission for the Rental Term as provided herein option period, free rent/pre-occupancy, additional option period, and/or new tenant improvements. In the event Tenant desires to exercise its option to extend, Tenant shall so notify Landlord in writing at least six (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (126) months prior to the expiration of the Rental Term and no later than term. Landlord shall then, within fifteen (15) days after the date which is nine (9) months prior to the expiration receipt of said notice, notify Tenant in writing of the Rental Term (the “Option Notice”). The Base Monthly Rent new base monthly rent to apply during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to servicesperiod. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)notice, Tenant shall give written notice to the Landlord either excepting the proposed new base monthly rent or stating its exception to such proposal and appointing a real estate broker who is experienced in leasing similar type business properties. If Within ten (10) days after receipt of such notice, Landlord shall designate a similarly qualified real estate broker and give written notice thereof to Tenant. The two brokers so appointed shall select and appoint in writing a third party similarly qualified real estate broker and then give written notice thereof to Landlord and Tenant. The broker so appointed shall promptly fix a time for the parties are unable to resolve their differences within completion of the appraisal, which shall be no later than thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as from the date of appointment of the last day broker. Broker shall notify Landlord and Tenant as to the date fixed for the completion of that appraisal. On that date, the brokers and Landlord and tenant shall meet and brokers shall each submit their appraisal of fair rental value of the thenPremises for use then being made of the Premises in writing in the usual form to Landlord and Tenant, and the fair rental value shall be determined by taking the numerical average (mean) of the two (2) appraisal figures which are the closest together, provided however, that such appraisals shall reasonably reflect the fair rental value of the Premises. Each of the parties hereto shall pay for the services of his appointee broker and one-current Rental Termhalf (1/2) of the cost of the services of the third broker. AlternativelyFair market rental value for the purpose of this Lease shall mean the then prevailing rent for premises comparable in size to the premises located in buildings comparable in size, Tenant age, quality to, in the general vicinity of the Building and Landlord may mutually agree leased on terms comparable to submit the determination terms contained in this lease. In no event shall the Base Monthly Rent for the option period be less that the Base Monthly Rent for the previous term of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthis Lease.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two one (21) additional consecutive option (the "RENEWAL OPTION") to extend the Term for a period of five (5) year options to renew and extend years beyond the Rental Term as provided herein Expiration Date (“Option”the "RENEWAL TERM"). The Renewal Option shall only is personal to Tenant and may not be exercised by any sublessee or assignee, or by any other successor or assign of Tenant, excluding only a Tenant delivering Affiliate to whom Tenant's entire right, title and interest under this Lease is assigned pursuant to Paragraph 23 above. The Renewal Option shall be effective only if Tenant is not in Default under this Lease, nor has any event occurred which with the giving of notice or the passage of time, or both, would constitute a Default hereunder, either at the time of exercise of the Renewal Option or the time of commencement of the Renewal Term. The Renewal Option must be exercised, if at all, by written notice thereof (the "ELECTION NOTICE") from Tenant to Landlord no earlier given not more than the date which is twelve (12) months prior to the expiration of the Rental Term and no later nor less than the date which is nine (9) months prior to the expiration of the Rental Term (initial Term. Except as hereinafter provided in this Paragraph 49, any such notice given by Tenant to Landlord shall be irrevocable. If Tenant fails to exercise the “Renewal Option Notice”)in a timely manner as provided for above, the Renewal Option shall be void. The Renewal Term shall be upon the same terms and conditions as the initial Term, except that the annual Base Monthly Rent during the first year of each extension periods Renewal Term shall be equal to the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the prevailing market rate for rent chargeable for space in similarly situated buildings in the Leased Premises based upon vicinity of the following factors applicable Building comparable to the Leased Premises or any comparable premises: rent, escalation, termin location, size, expense stopcondition, tenant allowancequality and type at the commencement of the Renewal Term. As used herein, existing tenant finishesthe term "prevailing market rate" shall mean the base annual rental for such comparable space, parking availability, taking into account any additional rental and location all other payments and proximity escalations payable hereunder and by tenants under leases of such comparable space. Landlord shall endeavor to services. Within thirty notify Tenant in writing (30such notice being hereinafter referred to as the "RENEWAL RATE NOTICE") days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate the prevailing market rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences Renewal Term within thirty (30) days thereafterafter Landlord's receipt of the Election Notice. Tenant shall have ten (10) days after receipt of the Renewal Rate Notice (the "RESPONSE PERIOD") to advise Landlord whether or not Tenant agrees with Landlord's determination of the prevailing market rate and, if Tenant disagrees with such determination, to discuss and negotiate such rate with Landlord. If Tenant agrees with Landlord's determination, or if during the Response Period the parties agree in writing on a different rental rate, then Landlord and Tenant shall promptly enter into an amendment to this Lease providing for the lease of the Premises by Tenant during the Renewal Term upon the terms stated in the Renewal Rate Notice or Tenantsuch other terms as may be agreed to by the parties during the Response Period, at each in the exercise of its sole option, may terminate this Lease, effective as and absolute discretion. If Tenant disputes Landlord's determination of the last day prevailing market rate and if the parties fail to agree in writing on a different rental rate prior to the expiration of the then-current Rental Term. AlternativelyResponse Period, Tenant shall have the right to rescind its Election Notice in writing within the Response Period and neither party shall have any further rights or obligations under this Paragraph 49. If Tenant fails to provide Landlord may mutually agree with written notice of rescission prior to submit the expiration of the Response Period, then Tenant shall be deemed to have accepted Landlord's determination of Fair Market Rate the prevailing market rate (except to the extent that Landlord and Tenant have agreed in writing on a “Market Assessment Process,” different rental rate as provided in Exhibit “F” – Market Assessment Processthis Paragraph 49).

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two the option to renew this Lease for one (21) additional consecutive five term of ten (510) year options to renew and extend years (the Rental Term as provided herein (“OptionOption Term”), commencing upon the expiration of the initial term of the Lease. The Option renewal option shall only be exercised by Tenant, if at all, and only in the following manner. Tenant delivering written may deliver notice thereof (the “Option Interest Notice”) to Landlord no earlier not more than the date which is twelve twenty-two (1222) months nor less than twenty (20) months prior to the expiration of the Rental Term and no later of the initial term of this Lease, stating that Tenant is interested in exercising its option. If Tenant timely delivers the Option Interest Notice, Landlord shall deliver notice (the “Market Rent Notice”) to Tenant not less than the date which is nine nineteen (919) months prior to the expiration of the Rental Term of the initial term of this Lease, setting forth Landlord's determination of the Market Rent (as defined below) for the Premises. If Tenant wishes to exercise such option, whether or not Tenant has delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date (as defined below), exercise the option by delivering notice thereof (the “Option Exercise Notice”)) to Landlord and upon, and concurrent with, such exercise, if Landlord has previously provided its determination of the Market Rent, Tenant may, at its option, accept or reject such Market Rent. In the event that Tenant shall reject or fail to affirmatively accept the Market Rent set forth in the Market Rent Notice, or if Tenant did not deliver the Option Interest Notice, the parties shall follow the procedure, and the Market Rent shall be determined, as set forth in Paragraph 61.c. below. The Base Monthly Rent during “Option Exercise Date” shall mean the first year date occurring eighteen (18) months prior to the expiration of each extension periods the then Lease Term. Notwithstanding anything contained herein to the contrary, at Landlord's election, this renewal option shall be the lesser of: null and void and Tenant shall have no right to renew this Lease if (i) on the date Tenant sends the Option Exercise Notice or as of the date immediately preceding the commencement of the Option Term Original Tenant or an Affiliate is not in occupancy of at least fifty percent (50%) of the Premises (exclusive of any space that is subject to a Live Event/Retail Sublease or a Shared Space Arrangement) then current Fair Market Rate demised hereunder or Original Tenant or an Affiliate does not intend to continue to occupy the Premises (as defined) for comparable but intends to assign this Lease or sublet the space within the Projectin whole or in part), and or (ii) on the Base Monthly Rent then in effect for date Tenant sends the Leased Premises during Option Exercise Notice or on the last month date immediately preceding the commencement date of the initial Rental Option Term (increasing each year thereafter an Event of Default by 3%, compounded)Tenant remains uncured. “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then1005628.07/SF 375170-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.00002/11-24-16/mrm/mrm -66-

OPTION TO RENEW. Provided Tenant is notSubject to the terms and conditions hereinafter set forth, and has Lessor hereby grants Lessee one (1) option to extend ("Option to Extend") the term of this Lease for one (1) five (5) year period, commencing immediately after the expiration of the initial term (the "Extension Term"). Lessee's election to exercise the above Option to Extend must be given to Lessor in writing not been (more less than two (2) times)180 days prior to expiration of the last lease year of the original Term. DURING THE LAST 270 DAYS OF THE INITIAL TERM, in default under any of LESSOR SHALL UPON WRITTEN NOTICE FROM LESSEE SPECIFY TO LESSEE FAIR MARKET RENT FOR THE PREMISES AS OF THE COMMENCEMENT OF THE EXTENSION TERM. Lessee's Option to Extend the term shall be upon the terms and conditions contained herein, Tenant herein except as set forth below and except that there shall have two (2) additional consecutive five (5) year options be no further option to renew and extend the Rental Term as provided herein (“Option”)term beyond the Extension Term. The If Lessee exercises the Option to Extend, the Base Expenses Year and Base Tax Year shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than changed from the date which is twelve (12) months prior on the Lease Summary to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) option period or to such other date as is mutually approved by both parties. If Lessee exercises the then current Fair Market Rate (as defined) for comparable space within the ProjectOption to Extend, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month Extension Term shall be ninety-five percent (95%) of the initial fair market rent for the Premises determined in the manner set forth in Rider 2 below, provided that in no event shall the Basic Rental payable during the Extension Term (increasing each year thereafter by 3%be less than the amount of the Basic Rental payable at the end of the previous lease year. As used herein, compounded). “Fair Market Rate” means the market rate for rent chargeable Rent for the Leased Premises based upon shall mean the following factors applicable Basic Rental and all other monetary payments and escalations, that Lessor could obtain from a third party desiring to lease the Leased Premises or any comparable premises: rentPremises, escalation, term, taking into account the size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion floor level of the Fair Market RatePremises, Landlord shall notify Tenant the quality of Landlord’s opinion construction of Fair Market Rate within fifteen (15) days after receipt the Building, the services provided under the terms of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the rental then being obtained for leases of space comparable to the Premises in the Building, and within the downtown San Francisco Financial District and all other factors that would be relevant to a willing third party desiring to lease the Premises and a willing lessor desiring to let the Premises for the subject period of the last day lease term in determining the rental such party would be willing to pay or receive therefore provided that no allowance for the construction of Lessee improvements shall be taken into account in determining Fair market Rent. Notwithstanding anything to the contrary contained herein, all option rights of Lessee pursuant to this Rider No. 1 shall automatically terminate without notice and be of no further force and effect whether or not Lessee has timely exercised the Option to Extend granted herein if an Event of Default (as defined in Section 18 above) exists at the time of exercise of the then-current Rental option or at the time of commencement of the Extension Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided A. If Tenant is notin actual occupancy of the Premises (i.e., Tenant has not assigned this Lease [other than to an affiliate, subsidiary or parent of Tenant] or sublet any portion greater than fifty percent [50%] of the Premises other than to an affiliate, subsidiary or parent of Tenant), and has if immediately prior to the expiration of the term of the Lease, said Lease shall be in full force and effect and Tenant is not been (more than two (2) times), in default under any of the terms provisions contained herein (beyond all applicable notice and conditions contained hereingrace periods) and further provided Tenant, Tenant shall have two not less than one (2) additional consecutive five (51) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental initial Lease term, shall have given Landlord written notice of the election of Tenant to accept a renewal of the Lease, then Landlord shall grant to Tenant and Tenant shall accept a renewal of the Lease. Said renewal shall be for a further term of five (5) years from the date of expiration of the term ("Renewal Term") and shall be on the same covenants, agreements, terms and provisions as provided for in this Lease Agreement, including the payment of Additional Rent, except that the Base Rent for the Renewal Term and no shall be fixed by agreement not later than the date which is nine four (94) months prior to the expiration date on which the first monthly installment of such Base Rent shall first become payable or, if Landlord and Tenant cannot agree by that time, then by arbitration pursuant to the provisions of Article 60 hereof at 100% of the Rental then fair market value ("Renewal FMV") of the Demised Premises for the Renewal Term exclusive of fixtures, equipment and improvements installed or erected by or on behalf of Tenant, but not less than Tenant's then net effective rental (Base Rent plus escalations as provided for in Articles 1.15 and 4 and of this Lease, annualized) as of the “Option Notice”)expiration date of the First Renewal Term. The If the Base Monthly Rent during for the Renewal Term shall not have been fixed on or prior to the date the same shall first year become payable, Tenant shall pay an interim rental at the rental rate last in effect until the arbitration shall have been completed, after which Landlord and Tenant shall make appropriate adjustment of each extension periods such interim rent, such adjustment to be as of the commencement date of the Renewal Term. In the event that Renewal FMV is applied, Tenant shall receive a new Base Tax Year, which shall be the lesser of: calendar tax year starting January 1, 2010 and ending December 31, 2010 (ihowever, the provisions of Article 4F shall not apply) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then shall increase annually as provided for in effect for the Leased Premises during the last month Article 1.15 of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Tenant Lessee is not, not then in default of any of the provisions hereunder and this Lease has not been (more than two (2) times), in default terminated or canceled under any of other provisions hereof, it is agreed that the terms and conditions contained herein, Tenant Lessee shall have two the option to extend the original term hereof for one (21) additional and consecutive five (5) year options term commencing with the end of the original term. The five (5) year term shall be referred to renew hereinafter as the extended term. In the even Lessee exercises this option, all terms and conditions of this Lease shall be applicable to the extended term except for basic rental, which shall be adjusted as set forth hereafter. In the event Lessee wishes to extend the Rental Term term as provided herein (“Option”). The Option set forth above, Lessee shall only be exercised by Tenant delivering give written notice thereof to Landlord no earlier than the date which is twelve Lessor of its intent to so extend at least six (126) months prior to the expiration of the Rental Term original term. Basic rental for the extended term shall be at the rate of One Hundred Ninety Five Thousand Seven Hundred Forty Four and no later than 00/100 Dollars ($195,744.00) annually, payable in equal monthly installments of Sixteen Thousand Three Hundred Twelve and 00/100 Dollars ($16,312.00). [THE TECH CENTER AT SOUTHLAKE MAP] Southlake Tech Center #1 15700 Xxxxxxx Xxxx Xxxxxx, Xxxxxx 00000 [FLOOR PLAN] [FLOOR PLAN] EXHIBIT B1 [SPACE PLAN] 16 [FLOOR PLAN] EXHIBIT B-1.1 [WALL FINISHES] 17 [LEGEND] [FLOOR PLAN] EXHIBIT B-1.2 [ADDITIONAL ELECTRICAL OUTLETS] EXHIBIT B-2 Outline Specifications for Innovex Southlake Tech Building #1 15700 Xxxxxxx Xxxx. Xxxxxx, Xxxxxx 00000 - The Lessor will procure all necessary building permits as required by the date which is nine (9) months City of Lenexa in order to expedite occupancy for the Lessee. - The premises, prior to occupancy will be cleaned and left in a state that will allow the expiration Lessee to occupy the premises. All carpeted areas will be vacuumed and cleaned as required. All restrooms and public areas will be cleansed and sanitized. All VCT flooring will be cleaned and waxed. All interior windows will be cleaned. All walls and doors/frames will be cleaned as required. All cleaned as required. - Demolition of existing walls as noted on the Rental Term (attached Exhibit B will be removed by Lessor. Areas requiring repair and patch back will be performed in a good workmanlike manner and in a standard conforming to good quality commercial construction. - Wood blocking and backing as required will be installed. - Demolition areas receiving new acoustical ceiling will have 3-1/2 blanket insulation installed. - All new roof penetrations for new mechanical equipment installed by the “Option Notice”)Lessor will be performed as required by the roofing manufacturer to insure proper warranty continuance. The Base Monthly Rent during the first year of each extension periods - All existing and new doors installed will be equipped with lever style door hardware. - Drywall surfaces requiring patching and repair will be performed prior to final wall finish. Final wall finishes shall be the lesser of: (i) the then current Fair Market Rate (installed as defined) for comparable space within the Project, outlined on Exhibit B-1.1. Wallcovering shall be Koroseal Palais Antique 8921-10 Walls as indicated to receive paint shall he painted Sherxxx Xxxxxxxx Xxxerior Latex Paint. Walls and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter door frames shall be painted with SW 1305. - New acoustical ceilings installed will be standard 2x4x5/8" non-directional ceiling tile as manufactured by 3%, compounded)Armsxxxxx xx equal. “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant Acoustical grid system shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processbe Armsxxxxx Xxxies 200.

OPTION TO RENEW. Provided Tenant this Lease is not, in full force and has effect and provided further that Lessee is not been (more than two (2) times), then in default under any this Lease, the Lessor hereby grants to Lessee the option to extend the term of this Lease for an additional three (3)-year period (the "Option Period") commencing on the day following the end of the initial Lease term on the same terms and conditions contained hereinset forth in this Lease except as set forth in the following sentence. Subject to adjustment as provided in Section 3.2 below. Subject to adjustment as provided in Section 3.2 below, Tenant the Basic Rent during the extension period shall have two (2) additional consecutive equal the lesser of the prevailing market rate on the day after the date the initial Lease term ends or the Basic Rent at the commencement of this Lease increased by five (5) year options to renew and extend percent per annum. In no event, however, shall the Rental Term as provided herein (“Option”). The rent during the Option shall only Period be exercised by Tenant delivering written notice thereof to Landlord no earlier less than the date which is twelve (12) months existing rental rate immediately prior to the expiration commencement of the Rental Term and no later such Option Period. Lessee shall give Lessor not less than the date which is nine (9) months prior to the expiration written notice of the Rental Term (exercise of the “Option Notice”)foregoing option, time being of the essence. The Base Monthly Rent during the first year of each extension periods If not so exercised, Lessee's option under this paragraph shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, null and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month void. For a period of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt Lessee gives notice of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)its election to exercise its option, Lessee and Lessor shall attempt to agree on the prevailing market rate. If the parties are unable to resolve their differences agree on such rate within such fifteen (15) day period, Lessor and Lessee shall within fifteen (15) days thereafter agree on an independent appraiser, who shall be a member of a nationally recognized appraisal firm, to determine the prevailing market rate. On the date the appraiser is appointed, each party shall simultaneously submit to the appraiser its proposed prevailing market rate, and the appraiser shall within thirty (30) days thereafter, Landlord of his appointment determine whether Lessor's or Tenant, at its sole option, Lessee's proposed rate is closer to the actual prevailing market rate. The proposed rate which the appraiser determines is closer to the prevailing market rate shall then be the rental rate during the Option Period. In no event shall the appraiser have the right to compromise between the proposed rates or choose some other rate. The appraiser may terminate this Lease, effective as of examine the last day of Premises and any other information which the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree appraiser deems applicable to submit the determination of Fair Market Rate the prevailing market rate, and the parties may submit any additional information which is applicable to a “Market Assessment Process,” as provided the determination. If the parties hereto cannot agree on the appraiser within fifteen (15) days, either party may thereafter apply to the American Arbitration Association for the appointment of the appraiser. The decision of the appraiser shall be final and binding upon the parties hereto, except that Lessee may revoke its election to exercise its option by notice to Lessor within thirty (30) days of the decision by the appraiser if Lessee disagrees with the decision of the appraiser, in Exhibit “F” – Market Assessment Processwhich case Lessee's option shall be null and void. All costs and expenses of the appraiser shall be paid by the losing party in the appraisal.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than hereby given the option to renew this Lease for two (2) times)periods of three (3) years, in default or one (1) period of either; three (3) years, five (5) years, or seven (7) years, provided that there shall be no Event of Default under any of the terms and conditions contained herein, of this Lease either at the time of the giving of any such notice or at the time of commencement of any renewal. Tenant shall have two give notice in writing to the Landlord of its exercise of such option at least six (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (126) months prior to the expiration termination of the Rental Term Initial Term. Such renewal shall be based on the same terms, covenants and no later than conditions as are contained in this Lease except that the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Basic Rent during for the first year of the renewal period shall be at the then current market rate (for comparable buildings in the general vicinity of the Building), as agreed to by the parties hereto. In the event the parties can not agree to the current market rate as set forth above then the Landlord and Tenant shall each extension periods select a licensed commercial real estate broker doing business in Northern Virginia (the "Selected Brokers"), whereupon the Selected Brokers shall select a third similarly qualified broker, who shall each then provide to the parties their expert opinion as to the then current market rate and the average of the three opinions shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable the purposes of this paragraph. In establishing the Basic Rent for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, renewal term, sizethe parties or the brokers who determine the Basic Rent shall consider and take into account Tenant's continuing obligation to pay Additional Charges for Operating Expense Increases over the Operating Expense Base, expense stopunless the parties have agreed in writing that Tenant's obligation to pay Additional Charges for Operating Expense Increases over the Operating Expense Base shall be terminated and the Operating Expense Base shall be re-set to be the sum of the actual Operating Expenses during the year in which such renewal term commences. Notwithstanding the foregoing, tenant allowancein no event shall the Basic Rent for the first year of the renewal period be less then the current rate at the end of the Initial Term. In the event the Tenant elects to renew, existing tenant finishesthe Landlord shall provide a one time allowance for the re-painting and re-carpeting of the space with specifications matching the original installations which can be utilized at any one renewal term commencement. Person: A natural person, parking availabilitya partnership, a limited liability company, a corporation, and location and proximity to servicesany other form of business or legal association or entity. Within thirty (30) days Project General Contractor: Signet Construction Company, Inc. of Option NoticeFairfax, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessVirginia.

OPTION TO RENEW. Provided If Tenant is not, and has not been (more than two (2) times), then in default under any of the terms terms, covenants and conditions contained hereinherein contained, Tenant shall have the option to renew this Lease for two (2) additional consecutive five terms of three (53) year options years each. In the event Tenant desires to renew and extend the Rental Term as provided herein (“Option”). The Option exercise said option, Tenant shall only be exercised by Tenant delivering give written notice thereof of such fact to Landlord no earlier not less than the date which is twelve six (126) months prior to the expiration of the Rental Term then current term of this Lease. In the event of such exercise, this Lease shall be deemed to be extended for the additional period on the same terms and conditions; provided however, Landlord shall have the option of increasing basic monthly rental to the then existing market rate for similar space in the Boulder vicinity. Basic monthly rental shall increase three and a half percent (3.5%) each year commencing the second year of the additional term. Landlord shall notify Tenant of its determination of market rent no later less than five (5) months prior to commencement of the option term. In the event Tenant objects to Landlord’s determination, Tenant must notify Landlord in writing on or before the date which that is nine four (94) months prior to the expiration commencement of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, option term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within the next thirty (30) days of Option Notice, Landlord and Tenant shall notify Landlord each select a Colorado qualified real estate appraiser with no fewer than five (5) years’ of Tenant’s option of Fair Market Rate for experience appraising property similar to the applicable renewal period. If Landlord disagrees with Tenant’s opinion Premises in Boulder County, Colorado, to determine the fair market rental value of the Fair Market RatePremises. In order to be included in this value determination process, such appraisers’ determinations must be delivered in writing to both Landlord shall notify and Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafterafter their appointment. If the valuations determined by such appraisers are within ten percent (10%) of one another, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the fair market rental value of the last day Premises shall be the average of their figures. If the valuations determined by such appraisers are outside ten percent (10%) of one another, the two previously chosen appraisers shall jointly appoint a third appraiser with similar qualifications who shall independently determine the fair market rental value of the then-current Rental TermPremises within thirty (30) days after the appointment. Alternatively, Tenant The three fair market rental values shall be averaged and the resulting amount shall be the amount for that option term. The cost of all appraisals shall be paid equally by Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processand Tenant.

OPTION TO RENEW. Provided Tenant Lessee is not, and has not been in default of any term or condition of the Lease on the date notice of exercise is given or on the commencement of the applicable option term (more than two (2) timesunless the default is cured within the applicable cure period), in default under any of the terms and conditions contained herein, Tenant Lessee shall have two (2) additional consecutive five Options to Extend the lease term for two (52) year options to renew periods of sixty (60) months each (each, an "Option Term"), upon the same terms and extend conditions as are set forth in the Rental Term Lease, except the Monthly Minimum Rent shall be increased as provided herein (“Option”)set forth below and except that the tenant improvement provisions and early cancellation provisions shall not apply. The Option options shall only be exercised exercised, if at all, by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve Lessor at least ten (1210) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”)then existing Lease term. The Base Monthly Rent during the first year of each extension periods rent shall be the lesser of: (i) the then current Fair Market Rate (fair market rent as defined) for comparable space within the Project, agreed by Lessee and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Lessor. If the parties can't agree, then on the commencement of each Option Term, the Monthly Minimum Rent shall be increased to the then current fair market rent (the "New Rent"). The New Rent shall be the average prevailing rental rate for comparable space. The parties agree that for purposes of determining the New Rent, they will look to the leases signed within the prior six (6) months for space on the first floor of the following buildings: 1800 0xx Xxxxxx, Xxxxx XxXexxxx Xxxlding and the Metropolitan Park Buildings. If there are unable no leases signed within that time period for the first floor space in those buildings, then the parties will use leases signed within the last six (6) months for space in the top 35% of floor space in those buildings. The parities agree to resolve their differences select an independent appraiser who will contact the owners of those buildings, obtain the most recent lease rates for the applicable space, average the result (if there are more than one) and produce the figure which shall be considered the "New Rent". The party who is furthest from the appraiser's New Rent shall pay the fee of the appraiser, who's determination will be binding. Lessor shall prepare and Lessee shall execute a lease amendment for the extension within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as after determination of the last day of the then-current Rental Term. AlternativelyNew Rent, Tenant and Landlord may mutually agree to submit the who's determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processwill be binding.

OPTION TO RENEW. Provided Tenant is not(a) Lessor hereby grants to Lessee two options (each, and has not been a "Renewal Option") to renew the term of this Lease, each for an additional term of five (more than two 5) years (2) timeseach, a "Renewal Option Term"), in default under any of upon and subject to the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew set forth in this Paragraph 39 of this Addendum and extend Paragraph 39 of the Rental Term as provided herein (“Option”)Lease. The first Renewal Option Term will commence immediately following the Expiration Date of the initial term of this Lease (the "Initial Term") and will terminate on the fifth anniversary of the Expiration Date of the Initial Term. The first Renewal Option shall only be exercised exercised, if at all, by Tenant delivering written notice thereof to Landlord no earlier than Lessor on or before the date which that is twelve (12) months prior to the Expiration Date of the Initial Term. The second Renewal Option Term will commence immediately following the expiration date of the first Renewal Option Term and will terminate on the fifth anniversary of the expiration date of the first Renewal Option Term. The second Renewal Option shall be exercised, if at all, by written notice to Lessor on or before the date that is twelve (12) months prior to the expiration date of the Rental first Renewal Option Term. If Lessee exercises a Renewal Option, each of the terms, covenants and conditions of this Lease shall apply during the applicable Renewal Option Term and no later than as though the expiration date of the applicable Renewal Option Term was the date which is nine originally set forth herein as the Expiration Date of this Lease, provided that: (91) months prior during the first Renewal Option Term, there shall only be one more Renewal Option under this Paragraph 39, and during the Second Renewal Option Term, there shall be no further Renewal Options under this Lease, (2) the monthly Base Rent to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent be paid during the first year of each extension periods the Renewal Option Term shall be the lesser of: greater of (i) one hundred five percent (105%) of the then current Fair Market Rate (as defined) monthly Base Rent payable for comparable space within the Projectmonth immediately prior to the commencement of the applicable Renewal Option Term, and or (ii) the Base Monthly Rent then in effect Fair Market Rent, as hereinafter defined, for the Leased Premises for the Renewal Option Term, and (3) the monthly Base Rent to be paid during each year after the last first year of the Renewal Option Term shall be equal to one hundred five percent (105%) of the monthly Base Rent payable for the preceding year. As used herein, the term "Fair Market Rent" for the Premises shall mean the monthly Base Rent that Lessor could obtain for each month of the initial Rental first year of the applicable Renewal Option Term from a third party desiring to lease the Premises for a five (increasing each year thereafter by 5)-year term commencing at the commencement of the applicable Renewal Option Term, taking into account the increases in rent provided under clause (3%), compounded)above, the age of the Building, the size of the Premises, the quality of construction of the Building, the other terms of this Lease, the rental and any other consideration then being obtained for new leases of space comparable to the Premises in the locality of the Building and all other factors that would be relevant to a third party desiring to lease the Premises for a five (5)-year term commencing at the commencement of the applicable Renewal Option Term in determining the rental such party would be willing to pay therefor, but excluding any rental value attributable to any items Lessee is permitted to remove from the Premises upon expiration of the term of this Lease pursuant to Paragraph 7.4 of this Addendum. “(b) If Lessee exercises a Renewal Option, Lessor shall send to Lessee, on or before the date that is one hundred twenty (120) days prior to the Expiration Date of the Initial Term, in the case of the first Renewal Option, or one hundred fifty (150) days prior to the expiration date of the first Renewal Option Term, in the case of the second Renewal Option, a notice setting forth the Fair Market Rate” means the market rate for rent chargeable Rent for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the first year of the applicable renewal periodRenewal Option Term. If Landlord disagrees with Tenant’s opinion Lessee disputes Lessor's determination of the Fair Market RateRent for the first year of a Renewal Option Term, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences Lessee shall, within thirty (30) days thereafterafter the date of Lessor's notice setting forth Lessor's determination thereof, Landlord or Tenant, at its sole option, may terminate this Lease, effective as send to Lessor a notice stating that Lessee disagrees with Lessor's determination of Fair Market Rent for the first year of the last day Renewal Option Term and elects to resolve the disagreement as provided in subparagraph 39(c) below. If Lessee does not send to Lessor a notice as provided in the previous sentence, Lessor's determination of the then-current Rental Fair Market Rent shall be the basis for determining the monthly Base Rent to be paid by Lessee hereunder during the first year of the applicable Renewal Option Term. AlternativelyIf Lessee elects to resolve the disagreement as provided in subparagraph 39(c) below and such procedures shall not have been concluded prior to the commencement of the applicable Renewal Option Term, Tenant Lessee shall pay monthly Base Rent in an amount equal to the greater of (i) one hundred five percent (105%) of the monthly Base Rent payable for the month immediately prior to the commencement of the applicable Renewal Option Term or (ii) the Fair Market Rent (on a monthly basis) as determined by Lessor in the manner provided above. If the amount of Fair Market Rent for the first year of the applicable Renewal Option Term as finally determined pursuant to subparagraph 39(c) is greater than Lessor's determination, Lessee shall pay to Lessor the difference between the amount paid by Lessee and Landlord may mutually agree the Fair Market Rent as so determined pursuant to subparagraph 39(c) within thirty (30) days after the determination. If the Fair Market Rent for the first year of the applicable Renewal Option Term as finally determined pursuant to subparagraph 39(c) is less than Lessor's determination, the difference between the amount paid by Lessee and the Fair Market Rent as so determined pursuant to subparagraph 39(c) shall be credited against the next installment(s) of monthly Base Rent due from Lessee to Lessor hereunder. (c) Any disagreement regarding the Fair Market Rent for the first year of the applicable Renewal Option Term shall be resolved as follows: (i) If, within thirty (30) days after Lessee's response to Lessor's notice to Lessee of the Fair Market Rent, Lessor and Lessee shall not have reached agreement as to the Fair Market Rent for the first year of the applicable Renewal Option Term, they shall each select one appraiser to determine the Fair Market Rent for the first year of the applicable Renewal Option Term. Each such appraiser shall arrive at a determination of the Fair Market Rent for the first year of the applicable Renewal Option Term and submit their conclusions to Lessor and Lessee within forty-five (45) days after the expiration of the thirty (30) day period described in this subparagraph (i). (ii) If only one appraisal is submitted within the requisite time period, it shall be deemed to be the Fair Market Rent for the first year of the applicable Renewal Option Term. If both appraisals are submitted within such time period, and if the two appraisals so submitted differ by less than five percent (5%) of the lower of the two, the average of the two shall be the Fair Market Rent for the first year of the applicable Renewal Option Term. If the two appraisals differ by more than five percent (5%) of the lower of the two, then the two appraisers shall immediately select a third appraiser who shall within thirty (30) days after his or her selection make his or her own determination of the Fair Market Rent for the first year of the applicable Renewal Option Term and submit such determination to Lessor and Lessee simultaneously. Neither Lessor nor Lessee shall advise the third appraiser of the Fair Market Rent determinations delivered by the first two appraisers, and Lessor and Lessee shall instruct the first two appraisers not to advise the third appraiser of such determinations. If the Fair Market Rent determined by the third appraiser is the average of the determinations of the Fair Market Rent determined by the first two appraisers, the third appraiser's determination of Fair Market Rent shall be the Fair Market Rent. If such is not the case, Fair Market Rent shall be the Fair Market Rent as determined by Lessor's appraiser or Lessee's appraiser which is closest to the determination of Fair Market Rate Rent by the third appraiser. (iii) All appraisers appointed pursuant to a “Market Assessment Process,” as provided this Lease shall be members of the American Institute of Real Estate Appraisers with not less than ten (10) years' experience appraising commercial and industrial properties in Exhibit “F” – Market Assessment ProcessSanta Cxxxx county. Each party shall pay the cost of the appraiser selected by such party and one-half of the cost of the third appraiser, if necessary plus one-half of any other costs incurred in resolving the disagreement pursuant to this subparagraph 39(c).

OPTION TO RENEW. Provided Tenant is notgranted the right to extend the term of this Lease beyond the expiration date of the initial Lease Term for one (1) successive period of thirty-six (36) months (the "Extended Term"). This replaces any prior Options to Renew. If Tenant has materially defaulted in its obligations under this Lease, and has not been (more than two (2) times)failed to cure such defaults within any applicable cure period, in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options then Tenant's right to renew and extend the Rental Lease for the Extended Term as provided herein (“Option”)shall automatically terminate. The Option shall only Tenant's right to extend the Lease for the Extended Term is personal to Tenant and may not be exercised by Tenant delivering written notice thereof any subtenant. Tenant's extension rights shall apply to Landlord no earlier than the date which is twelve (12) months prior to the expiration all of the Rental Term Property under lease to Tenant at the time. From and no later than after the date which is nine (9) months prior to the expiration commencement of the Rental Extended Term, all of the terms, covenants, and conditions of the Lease shall continue in full force and effect as written, except that Base Rent for the Extended Term shall be at the then prevailing market rate (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current "Fair Market Rate (as definedRent") for comparable similar space within in the Project, and (ii) the Base Monthly Rent then Project but not less than that paid in effect for the Leased Premises during the last month of the initial Rental term. Tenant shall provide Landlord one hundred eighty (180) days written notice of its intent to renew the Lease. If Landlord and Tenant are not able to agree on the Fair Market Rent for the Extended Term within thirty days after Tenant's notice of election to renew, then such Fair Market Rent shall be determined as follows. Landlord and Tenant shall each select an appraiser with at least ten years experience in the office/high-tech industrial market in the eastside area. If the two appraisers are unable to agree within ten days after their selection, they shall select a similarly qualified third appraiser (increasing each year thereafter by 3%, compoundedthe "Neutral Appraiser"). “Fair Market Rate” means Within twenty days after selection of the market rate for rent chargeable for Neutral Appraiser, the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant three appraisers shall notify Landlord of Tenant’s option simultaneously exchange determinations of Fair Market Rate for the applicable renewal periodRent. If Landlord disagrees with Tenant’s opinion the lowest appraisal is not less than ninety percent (90%) of the highest appraisal, then the three appraisals shall be averaged and the result shall be the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Rent. If the parties are unable to resolve their differences within thirty lowest appraisal is less than ninety percent (3090%) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day highest appraisal, then the Fair Market Rent shall be deemed the rent set forth in the appraisal that is closest in dollar amount to the appraisal submitted by the Neutral Appraiser. All other terms and conditions of the then-current Rental Termabove described Lease shall remain in full force and effect. AlternativelyLandlord: Teachers Insurance & Annuity Association of America, Tenant Inc. ---------------------------- By: /s/ JAMES P. GAROFALO ---------------------------- Xxxxx X. Xxxxxalo Its: Assistant Secretary ---------------------------- Tenant: Sonus Pharmaceuticals, Inc. ---------------------------- By: /s/ RICHARD J. KLEIN ---------------------------- Xxxxxxx X. Xxxin Its: CFO ---------------------------- XXXXX XX Xxx York ) )ss. COUNTY OF New York ) I certify that I know or have satisfactory evidence that James P. Garofalo is the person who appeared before me, and Landlord may mutually agree said perxxx xxxxxxxxxxxx that he signed this instrument, on oath stated that he was authorized to submit execute the determination instrument and acknowledged it as the Assistant Secretary of Fair Market Rate Teachers Insurance & Annuity Association of America, Inc. to a “Market Assessment Process,” be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Date: November 30, 2001 --------------------------- [SEAL OF HARRIET L. ROSENTHAL, NOTARY PUBLIC, STATE OF NEW YORK] /s/ HARRIET L. ROSENTHAL -------------------------------- (Signature) Harriet L. Rosenthal -------------------------------- (Print Name) Notary Public, in and for the State of New York, residing at New York, N.Y. My Commission Expires 8/17/02 HARRIET L. ROSENTHAL Nxxxxx Xxxxxx, Xxxxx of New York No. 01RO6011725 Qualified in Suffolk County Commission Expires August 17, 2002 STATE OF Washington ) )ss. COUNTY OF King ) I certify that I know or have satisfactory evidence that Richard J. Klein is the person who appeared before me, and said persxx xxxxxxxxxxxx that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it as provided the CFO of Sonus Pharmaceuticals, Inc. to be the free and voluntary act of such party for the uses and purposes mentioned in Exhibit “F” – Market Assessment Process.the instrument. Dated: November 29, 2001 -------------------------- [SEAL OF CONSTANCE E. ANDERSON, NOTARY PUBLIC, STATE OF WASHINGTON] /s/ CONSTANCE E. ANDERSON -------------------------------- (Signature) Constance E. Anderson -------------------------------- (Print Name) Notary Public, in and for the State of Washington, residing at Newcastle

OPTION TO RENEW. THE FOLLOWING IS HEREBY ADDED TO THE LEASE: Provided Tenant is not, and has not been (more than two (2) times), in default under any of complied with all the terms and conditions contained hereinof the Lease and is not in default or breach of its obligations thereunder, Landlord grants to Tenant shall have the option to renew the term of the Lease for two (2) additional consecutive five (5) year options periods ("Renewal Term(s)") to commence at the end of the Lease Term or Renewal Term. Tenant must exercise its option to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof of such election to Landlord no earlier than the date which is twelve at its place of business at least One Hundred Eighty (12180) months days prior to the expiration of the Rental current Lease Term or the First Renewal Term, as the case may be. The terms and conditions of the Renewal Term shall be on the same terms set forth in the Lease except that all rent, including but not limited to, all Additional Rent and other charges payable during the Lease Term shall be at the then current prevailing market rate (the "Prevailing Market Rate") at the time the applicable Renewal Term commences and there shall be no later additional Renewal Terms other than those provided above. Prevailing Market Rate shall be computed as of the date which is nine in question with consideration being given to then-current annual basic rental charges and other additional rent for new leases then currently, or within the preceding twelve (912) months prior month period, being or that have been negotiated or executed in comparable space located in the Building, or if no new leases are then currently, or within the preceding twelve (12) month period, being or that have been negotiated or executed then the comparison shall be made based on comparable space located elsewhere in first-class office buildings comparably aged and equipped located in Coconut Grove 11 or, if no comparables are available, in Miami's Central Business District. Notwithstanding anything to the expiration contrary herein contained, the parties hereby agree that, at the time Landlord gives its initial determination of any Prevailing Market Rate, Landlord shall have the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser ofright, exercisable by written notice to Tenant: (i) to change the then current Fair Market Rate (as defined) base taxes to an amount equal to the actual amount of taxes for comparable space within the Projectimmediately preceding tax year for which Landlord has actual tax data, and (ii) to change base operating expenses and/or building energy utility cost base from the Base Monthly Rent then in effect respective amounts to an amount or amounts, as the case may be, equal to the actual amount of operating expenses and/or the actual amount of building energy/utility costs, as the case may be, for the Leased Premises during immediately preceding operating year. In determining Prevailing Market Rate, the last month amount of base taxes, base operating expenses and/or building energy utility cost base and electricity shall be taken into account and given effect. Landlord shall initially designate a Prevailing Market Rate and shall furnish data in support of such designation to Tenant (the initial Rental Term (increasing each year thereafter by 3%, compounded"Landlord's Designated Amount"). “Fair Market Rate” means If Tenant disagrees with Landlord's Designated Amount, then Tenant shall have the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within right by written notice given within thirty (30) days after Tenant has been notified of Option NoticeLandlord's Designated Amount, to submit to Landlord the amount that Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for considers to be the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Prevailing Market Rate, Landlord together with data in support thereof (the "Tenant's Designated Amount"). Thereafter, the parties shall notify Tenant have a period of Landlord’s opinion of Fair Market Rate within fifteen thirty (1530) days after receipt to engage in discussions for purposes of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)arriving at a mutually acceptable amount. If the parties are unable to resolve their differences within do so, then promptly following the expiration date of such thirty (30) days thereafterday period, Landlord the parties shall submit Landlord's Designated Amount and Tenant's Designated Amount to the nearest local office of the American Arbitration Association (the "Association") so that either Landlord's Designated Amount or Tenant's Designated Amount is selected as the amount which will constitute the Prevailing Market Rate under the Lease. In that regard, at its sole optionit is understood and agreed that no amount other than the Landlord's Designated Amount or the Tenant's Designated Amount may be selected by the Association. Each party shall equally share the costs of arbitration hereunder. The decision of the Association shall be binding on the parties and shall be incorporated into the terms of the Lease. In the event the matter is submitted to the Association for resolution, may terminate this then during the pendency of the dispute, Tenant shall pay rent under the Lease to the Landlord in an amount equal to Tenant's Designated Amount (the "Tenant's Rent Payment") and Tenant shall pay the difference, on the same due date as the rent is due under the Lease, effective as between Tenant's Designated Amount and Landlord's Designated Amount into the trust account of Tenant's counsel ("Escrow Agent") to be held pending resolution of the last day dispute. Upon resolution of the then-current Rental Term. Alternatively, Tenant dispute and Landlord may mutually agree to submit the determination of Fair the Prevailing Market Rate to a “by the Association and in the event the Prevailing Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.Rate set by the

OPTION TO RENEW. Provided 53rd - The Tenant is not, and has not been granted one (more than two (21) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options option to renew the lease under the same terms and extend conditions as set forth herein, except that the Rental Term rent shall be increased as provided herein (“Option”)set forth below. The Option option period shall only be exercised by automatically commence ten (10) years from the commencement date of the above referenced lease and terminate five (5) years from the commencement date of the option period. If Tenant delivering does not desire to renew the lease, the Tenant must serve written notice thereof to by certified mail, return receipt requested, on the Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration date of the Rental Term (above lease, TIME BEING OF THE ESSENCE. If notice is not received by such time, the “Option Notice”)lease will automatically renew. Landlord may void Tenant's option to renew this lease at its option if Tenant has not fulfilled completely in a timely manner all terms and conditions of this lease. The Base Monthly Rent rent for the five (5) year option period shall be as follows: The rents for the option period shall be paid in 1/12 equal monthly installments due on the first of each month. Tenant agrees that the demised space is accepted during the first year renewal period(s) in an "AS IS" condition. Tenant further under-stands that the above figures do not include the taxes, insurance and maintenance (XXX) reimbursements, as called for in Paragraph 31st of each extension periods the above lease, which shall continue to be due and payable in addition to the lesser of: (i) rent. Broker ------ 54th - The Tenant warrants and represents that it has not dealt or negotiated with any real estate broker or salesperson in connection with this Lease other than Progressive Properties of Stuart, Inc., who Tenant acknowledges is an agent for and represents the then current Fair Market Rate (as defined) for comparable space within the ProjectLandlord, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify indemnify, defend and hold the Landlord of Tenant’s option of Fair Market Rate for free and harmless from any and all loss, liabilities, expenses, costs, claims or damages by any person or firm claiming to have negotiated or brought about this lease, except as herein provided. Landlord will give prompt notice to Tenant after any such claim is made by any broker. Tenant will have the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable right to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant defend such claim and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” will not pay or settle such claim as provided in Exhibit “F” – Market Assessment Process.long as Tenant is defending same. Hazardous or Toxic Chemicals ----------------------------

OPTION TO RENEW. Provided Subject to requirements for exercising same set forth in this Lease, Landlord hereby grants to Tenant is not, and has not been a one-tune option to renew the Lease for one (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (21) additional consecutive five (5) year options to renew term under the same terms and extend conditions as set forth herein with substitution of certain provisions with those set forth on Exhibit H hereto and with the Rental Term Basic Rent as provided herein (“Option”)set forth on the Summary of Basic Lease Terms. The Option Tenant shall only be exercised exercise such option by Tenant delivering giving written notice thereof of its election to Landlord no earlier than the date which is twelve exercise; provided that (12i) months such written election must be given on or before July 1, 2007, prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Projectthen-existing Lease Term, and (ii) such written election shall be null and void in the Base Monthly Rent then event that Tenant, at the time of Xxxxxxxx’s receipt of same, is in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors default beyond any applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal cure period. If Tenant does not timely provide such notice in accordance with this Section 3.4, the option shall lapse and thereafter be null and void. Upon timely exercise of such notice, the Lease shall be deemed to be extended for the additional period at the Basic Rent as set forth herein and pursuant to all other terms and conditions set forth in the Lease. In the event of exercise of said option, any funds held by Landlord disagrees with Tenant’s opinion of pursuant hereto shall continue to be so held subject to the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within terms and conditions relating to same. Within fifteen (15) days after Xxxxxxxx’s receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafterexercise notice, Landlord will request Xxxxxxx Construction, or Tenantsuch other general contractor as is acceptable to Landlord, at its sole option, may terminate this Lease, effective as to provide a good faith and reasonable estimate of the last day cost of Xxxxxx’s Restoration Obligations at that tune based upon the then-current Rental Termexisting condition of the Demised. AlternativelyPremises. On or before that date which is ninety (90) days prior to the commencement date of the renewal term, Tenant must deliver to Landlord a letter of credit in the amount of the contractor’s estimate of the cost of Tenant’s Restoration Obligations but in no event less than $1,800,000.00 and Landlord may mutually agree in the form required by Section 3.4.1. If Tenant fails to submit timely provide such letter of credit in accordance with this Section 3.4, the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processoption shall lapse and thereafter be null and void.

OPTION TO RENEW. Section 31.1 Provided Tenant that TENANT is not, and has not been (more than two (2) times), in default under any the terms of this lease, TENANT shall have the option to renew this lease for two five year periods. The first option terms shall be for the period of the terms and conditions contained herein, Tenant 1st day of March 2004 through the 28th day of February 2009. The second option term shall have two be for the period of the 1st day of March 2009 through the 28th day of February 2014. The Annual Basic Rent for the option period(s) shall be 90% of fair market value (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”detailed below). The Option During the first option period, the monthly rent shall only not be exercised by Tenant delivering written notice thereof to Landlord no earlier less nor more than 10% more than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then rent paid in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%term. During the second option period, compounded)the monthly rent shall not be less than nor more than 10% more than the last month's rent of the first option term. “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify the Landlord of Tenant’s option its intention to exercise its option(s) 12 months prior to the end of Fair Market Rate the term of this lease. To determine fair market value for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of option period(s), LANDLORD and TENANT shall immediately meet to determine the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”then current market value rent for the Demised Premises for the option period(s). If In the parties event that LANDLORD and TENANT are unable to resolve agree on the market value rent for the option period(s) within ninety days of the date hereinabove set forth then within ten days of the expiration of said ninety day period, LANDLORD and TENANT shall each select an M.A.I. real estate appraiser familiar with commercial leasing in the area and notify the other of their differences selection and the said two appraisers shall meet within thirty (30) ten days thereafterafter their selection to determine the Market Value Rent for the ensuing five year term. In the event that the two appraisers are unable to agree on the Market Value Rent, Landlord or Tenantthey shall pick a third appraiser whose determination of the Market Value Rent shall be conclusive upon the parties. In the event that the two appraisers are unable to select a third appraiser, at its sole option, may terminate the question of determining Market Value Rent shall be submitted to the AMERICAN ARBITRATION ASSOCIATION in Nassau County for decision under their rules then obtaining. The term "market value rent" for the purposes of this Lease, effective section shall be deemed to mean the fair market rental rate for like space similarly situated in first class office buildings reasonably proximate to the Building in the same geographical area as of the last day commencement of the then-current Rental Term. Alternativelyfive year period for which the Basic Annual Rent is being determined, Tenant taking into consideration the escalations and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” base periods thereof as provided for in Exhibit “F” – Market Assessment Processthis lease. Notwithstanding the above, TENANT shall have the right to recant its notice to the LANDLORD to exercise the option within said ninety day period. Any monies expended by the LANDLORD, with prior written approval of the TENANT, during such ninety day period shall be reimbursed by TENANT.

OPTION TO RENEW. Provided Subject to the terms and conditions hereinafter set forth, Landlord hereby grants Tenant is notone (1) option to extend the term of this Lease (the “Option to Extend”) for one (1) three (3) year period, and has commencing immediately after the expiration of the initial term (the “Extension Term”). Tenant’s election to exercise the above Option to Extend must be given to Landlord in writing not been less than two hundred seventy (270) days or more than two three hundred sixty-five (2365) times), in default under any days prior to expiration of the last lease year of the original Term. Tenant’s Option to Extend shall be upon the terms and conditions contained herein, Tenant herein except as set forth below and except that there shall have two (2) additional consecutive five (5) year options be no further option to renew and extend the Rental Term as provided herein (“Option”)term beyond the Extension Term. The If Tenant exercises the Option to Extend, the Base Expenses Year and Base Tax Year shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than changed from the date which is twelve (12) months prior on the Lease Summary to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during year following the first year of each extension periods the option period. The Option to Extend described in this Section 3.3 shall be deemed personal to Tenant and may not be exercised or assigned, voluntarily or involuntarily, by or to any person or entity other than Tenant, including any permitted assignee or subtenant. Tenant shall continue possession of the lesser of: (i) Premises in its as is condition and Landlord shall have no obligation to do any work or otherwise to prepare the then current Fair Market Rate (as defined) Premises for comparable space within the ProjectRenewal Term. If Tenant exercises the Option to Extend, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the Extension Term shall be one hundred percent (100%) of the fair market rent for the Premises determined in the manner set forth below; however, in no event will the Base Rent be less than the Base Rent as of the last month of the initial Rental Term (increasing each year thereafter by 3%original lease term. As used herein, compounded). “Fair Market Rate” means the market rate for rent chargeable Rent for the Leased Premises based upon shall mean the following factors applicable Basic Rental and all other monetary payments and escalations, that Landlord could obtain from a third party desiring to lease the Leased Premises or any comparable premises: rentPremises, escalation, term, taking into account the size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion floor level of the Fair Market RatePremises, Landlord shall notify Tenant the quality of Landlord’s opinion construction of Fair Market Rate within fifteen (15) days after receipt the Building, the services provided under the terms of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the rental then being obtained for leases of space comparable to the Premises in the Building, and within the downtown San Francisco Financial District and all other factors that would be relevant to a willing third party desiring to lease the Premises and a willing Landlord desiring to let the Premises for the subject period of the last day lease term in determining the rental such party would be willing to pay or receive therefore provided that no allowance for the construction of Tenant improvements shall be taken into account in determining Fair market Rent. Notwithstanding anything to the contrary contained herein, all option rights of Tenant pursuant to this Section 3.3 shall automatically terminate without notice and be of no further force and effect whether or not Tenant has timely exercised the Option to Extend granted herein if an Event of Default exists at the time of exercise of the then-current Rental option or at the time of commencement of the Extension Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two one (21) additional consecutive option (the "RENEWAL OPTION") to extend the Term for a period of five (5) year options to renew and extend years beyond the Rental Term as provided herein Expiration Date (“Option”the "RENEWAL TERM"). The Renewal Option shall be effective only if Tenant is not in Default under this Lease beyond the expiration of any applicable cure period either at the time of exercise of the Renewal Option or the time of commencement of the Renewal Term. The Renewal Option must be exercised exercised, if at all, by Tenant delivering written notice thereof (the "ELECTION NOTICE") from Tenant to Landlord no earlier given not more than the date which is twelve (12) months nor less than six (6)) months prior to the expiration of the Rental initial Term. Except as hereinafter provided in this Paragraph 50, any such notice given by Tenant to Landlord shall be irrevocable. If Tenant fails to exercise the Renewal Option in a timely manner as provided for above, the Renewal Option shall be void. The Renewal Term shall be upon the same terms and no later than conditions as the date which is nine initial Term, except that the annual Base Rent during the Renewal Term shall be equal to an amount specified by Landlord in a written notice (9the "RENEWAL RATE NOTICE") months to Tenant given prior to the expiration of the Rental Term (the “Option Notice”)initial Term. The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen have ten (1510) days after receipt of Tenant’s opinion of Fair Market the Renewal Rate Notice (“Landlord’s Value the "RESPONSE PERIOD") to advise Landlord whether or not Tenant agrees to pay the Base Rent specified in the Renewal Rate Notice”). If Tenant agrees to pay such Base Rent, then Landlord and Tenant shall promptly enter into an amendment to this Lease providing for the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as lease of the last day Premises by Tenant during the Renewal Term upon the terms stated in the Renewal Rate Notice. If Tenant does not agree to pay the Base Rent specified in the Renewal Rate Notice, Tenant shall have the right to rescind its Election Notice in writing within the Response Period and neither party shall have any further rights or obligations under this Paragraph 50. If Tenant fails to provide Landlord with written notice of rescission prior to the expiration of the then-current Rental Term. AlternativelyResponse Period, then Tenant and Landlord may mutually agree shall be deemed to submit have agreed to pay the determination of Fair Market Base Rent specified in the Renewal Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessNotice.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two one (21) additional consecutive option (the "RENEWAL OPTION") to extend the Term for a period of five (5) year options to renew and extend years beyond the Rental Term as provided herein Expiration Date (“Option”the "RENEWAL TERM"). The Renewal Option shall only is personal to Tenant and may not be exercised by any sublessee or assignee, or by any other successor or assign of Tenant. The Renewal Option shall be effective only if Tenant delivering is not in Default under this Lease, nor is any event then occurring and continuing which with the giving of notice or the passage of time, or both, would constitute a Default hereunder, either at the time of exercise of the Renewal Option or the time of commencement of the Renewal Term. The Renewal Option must be exercised, if at all, by written notice thereof (the "ELECTION NOTICE") from Tenant to Landlord no earlier given not more than the date which is twelve (12) months prior to the expiration of the Rental Term and no later nor less than the date which is nine (9) months prior to the expiration of the Rental Term (initial Term. Except as hereinafter provided in this Paragraph 49, any such notice given by Tenant to Landlord shall be irrevocable. If Tenant fails to exercise the “Renewal Option Notice”)in a timely manner as provided for above, the Renewal Option shall be void. The Renewal Term shall be upon the same terms and conditions as the initial Term, except that the annual Base Monthly Rent during the first year of each extension periods Renewal Term shall be equal to the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the prevailing market rate for rent chargeable for space in similarly situated buildings in the Leased Premises based upon vicinity of the following factors applicable Building comparable to the Leased Premises or any comparable premises: rent, escalation, termin location, size, expense stopcondition, tenant allowancequality and type at the commencement of the Renewal Term. As used herein, existing tenant finishesthe term "prevailing market rate" shall mean the base annual rental for such comparable space, parking availability, taking into account any additional rental and location all other payments and proximity escalations payable hereunder and by tenants under leases of such comparable space. Landlord shall endeavor to services. Within thirty notify Tenant in writing (30such notice being hereinafter referred to as the "RENEWAL RATE NOTICE") days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate the prevailing market rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences Renewal Term within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as after Landlord's receipt of the last day Election Notice. Tenant shall have ten (10) days after receipt of the then-current Rental TermRenewal Rate Notice (the "RESPONSE PERIOD") to advise Landlord whether or not Tenant agrees to pay the Base Rent specified in the Renewal Rate Notice. AlternativelyIf Tenant agrees to pay such Base Rent, then Landlord and Tenant shall promptly enter into an amendment to this Lease providing for the lease of the Premises by Tenant during the Renewal Term upon the terms stated in the Renewal Rate Notice. If Tenant does not agree to pay the Base Rent specified in the Renewal Rate Notice, Tenant shall have the right to rescind its Election Notice in writing within the Response Period and neither party shall have any further rights or obligations under this Paragraph 49. If Tenant fails to provide Landlord may mutually agree with written notice of rescission prior to submit the determination expiration of Fair Market the Response Period, then Tenant shall be deemed to have agreed to pay the Base Rent specified in the Renewal Rate Notice. No further renewal option shall be available to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessTenant at the end of the Renewal Term.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options the right and option to renew and extend the Rental Term as provided herein this Lease for an additional term of sixty (“Option”). The Option shall only be exercised 60) months by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is at least nine (9) months prior to the expiration of the Rental Term (primary term, provided that at the “Option Notice”)time of such notice, and at the end of the Lease Term, Tenant is not in default of any of the terms, covenants or conditions of this Lease. Upon the delivery of said notice and subject to any conditions set forth in the preceding sentence, and upon the execution by Landlord and Tenant of an extension agreement containing such terms and provisions which are consistent with the provisions of this Paragraph, this Lease shall be extended upon the same terms, covenants and conditions as provided in this Lease, except that the monthly rental payable under Paragraph 2(a) of the Lease during the initial year of said renewal term shall be at the prevailing market rate for the Premises at the commencement of such extended term; provided, however, in no event shall the monthly rental calculated by this Paragraph be less than the monthly rental payable closest to and prior to the commencement of the renewal term. The Base Monthly Rent during the first rental payable for each subsequent year of each extension periods said renewal term shall be calculated by multiplying the rental payable for the immediately prior year by one hundred three percent (103%), and the product so achieved shall be the lesser of: (i) rental for such subsequent year. The "prevailing market rate" shall be defined as the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month fair market net rental value of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means Premises as of the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days date of Option Notice, Tenant shall notify Landlord commencement of Tenant’s option of Fair Market Rate for the applicable renewal periodterm, as reasonably determined by Landlord. If Landlord disagrees with Tenant’s opinion The fair market net rental value of the Fair Market RatePremises shall mean the net rental that would be agreed to by a landlord and a tenant, Landlord each of whom is willing, but neither of whom is compelled, to enter into the lease transaction. The fair market net rental value shall notify take into account the following factors: rental for comparable premises in comparable existing buildings (taking into consideration, but not limited to, use, location and/or floor level within the applicable building, definition of net rentable area, age and location of the applicable buildings); the rentable area of the Premises being leased; the length of the pertinent rental term; the extent to which the tenant improvement allowance, rent credit, moving allowance, space planning allowance, or similar inducements given to Tenant are more or less that that which would have been given to a comparable tenant in a comparable building. Notwithstanding the foregoing, any termination of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as or any assignment of this Lease or subletting of more than fifteen percent (15%) of the last day Premises in effect at the time of notice to Landlord of the then-current Rental Term. Alternativelyexercise of such renewal option, shall terminate the option of Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided contained in Exhibit “F” – Market Assessment Processthis Paragraph.

OPTION TO RENEW. Provided If Tenant is not, and has not been (more than two (2) times), in default under any hereunder, Tenant shall have the option to renew the Term of this Lease for the Premises, for four (4) additional terms of five (5) years each ("Option Period" or "Option Periods"). Such renewals shall be upon the same terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options in the Lease for the original Term except for this provision giving the renewal option and subject to renew and extend an adjustment of the Rental Term Monthly Rent as provided herein (“Option”)herein. The Option Such options shall only be exercised by Tenant delivering Tenant's giving written notice thereof to Landlord of its intention to renew the Term of the Lease no earlier later than the date which is twelve (12) months prior to the expiration of the Rental then existing term. Tenant's failure to exercise any option to renew shall extinguish its right and option for any subsequent renewal option. In the event Tenant elects to exercise its option to renew the Term and no later than of this Lease, the date which is nine (9) months prior to parties agree that the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods Option Periods shall be the lesser offair market rent determined as follows: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, If Landlord and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based Tenant fail to agree upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty fair market rent within twenty (3020) days of Option Noticeafter Tenant exercises its option to renew, Landlord and Tenant shall notify Landlord within five (5) days thereafter select an appraiser having a minimum of Tenant’s option of Fair Market Rate for ten (10) years experience in appraising rental values in the applicable renewal periodcounty where the Premises are located. If Landlord disagrees with Tenant’s opinion and Tenant do not agree on an appraiser within said five (5) days, an appraiser meeting the aforesaid qualifications shall be selected by the President of the Fair Market Ratelocal Board of Realtors who shall make the determination of fair market rent as provided herein. Following the selection of an appraiser, Landlord and Tenant shall notify Tenant of Landlord’s opinion of Fair Market Rate within each have fifteen (15) days within which to submit to such appraiser such written information as they believe relevant to determining the fair market rent of the Premises. After the expiration of such fifteen (15) day period, the appraiser shall have twenty (20) days within which to deliver to Landlord and Tenant such appraiser's written determination of the fair market rent of the Premises. Thereafter, Tenant shall have the right to rescind its exercise of its renewal option by written notice to Landlord within ten (10) days after receipt receiving such appraiser's written determination of Tenant’s opinion the fair market rent of Fair Market Rate (“Landlord’s Value Notice”)the Premises. If Tenant shall fail to rescind its exercise of the parties are unable option to resolve their differences within thirty (30) days thereafterrenew, Landlord or Tenant, at its sole option, may terminate the rent so determined by the appraiser shall be the rental for the next term of this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Tenant The Lessee is not, and has not been hereby granted an option to extend this Lease for ONE (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (21) additional consecutive five period of FIVE (5) year options to renew years on the same terms, conditions and extend the Rental Term as provided herein (“Option”)rent. The Option Lessee shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than notify the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is Lessor in writing nine (9) months prior to the expiration of the Rental Term (then current term of its intention not to extend said Lease, otherwise the “Option Notice”)extension shall be automatic. The Base Monthly Rent during the first year of each extension periods minimum rent (Article III) shall be increased during each option period by the lesser of: (i) percentage increase in the Revised Consumer Price Index for All Urban Consumers to THE PHILADELPHIA REGION between the commencement date hereof and the date the option period commences. The within option to extend this Lease may not be exercised by an assignee or sublessee of the Lessee, and such assignee or sublessee shall vacate the premises at the end of the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of In the Fair Market Rateevent that Lessee shall give notice, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate as stipulated in this Lease, effective as of intention to vacate the Demised Premises at the end of the last day present term, or any renewal or extension thereof, and shall fail or refuse so to vacate the same on the date designated by such notice, then it is expressly agreed that Lessor shall have the option either (a) to disregard the notice so given as having no effect, in which case all the terms and conditions of this Lease shall continue thereafter with full force precisely as if such notice had not been given, or (b) to treat the Lessee as a month to month holdover tenant with a rental equal to 150% of the then-then current Rental Termfixed minimum rent, or (c) Lessor may, at any time within thirty days after the present term or any renewal or extension thereof, as aforesaid, give the said Lessee ten days written notice of his intention to terminate the said Lease; whereupon the Lessee expressly agrees to vacate said premises at the expiration of the said period of ten days specified in said notice. Alternatively, Tenant All powers granted to Lessor by this Lease may be exercised and Landlord may mutually agree to submit all obligations imposed upon Lessee by this Lease shall be performed by Lessee as well during any extension of the determination original term of Fair Market Rate to a “Market Assessment Process,” this Lease as provided in Exhibit “F” – Market Assessment Processduring the original term itself.

OPTION TO RENEW. A. Provided Tenant is notnot in default in the payment of rent, additional rent or other material term of this Lease beyond any applicable cure period, Tenant shall have the option of renewing the term of this Lease (the “First Option to Renew”) for an additional term of five (5) years (the “First Renewal Term”), by sending to Landlord written notice that it is extending the term on or before the date that is six months prior to the expiration date of the initial term of this Lease. The premises during the First Renewal Term (the “First Renewal Premises”) shall be the Leased Premises except that in said written notice exercising said First Option to Renew, Tenant may limit the First Renewal Premises to any of the 56 Premises, 88 Premises, 70 Premises and the Parking Lot or any combination thereof; provided, however, that if such written notice does not contain any limitation by Tenant, the Leased Premises shall be the First Renewal Premises. If the First Renewal Premises is less than all of the Leased Premises, Landlord and Tenant shall enter into a parking easement agreement, and has not been record same in the land records for Stamford, Connecticut, which agreement shall allocate the use of parking spaces in, and the maintenance expenses of, the Parking Lot to the owner of each of the 56 Premises, the 88 Premises and the 70 Premises in proportion to the rentable square footage of each Building located thereon and taking into account parking spaces already located thereon or appurtenant thereto. Such agreement shall run with the land comprising all of the Leased Premises for the term of this Lease (more than two (2) timesas the same may be extended or otherwise modified from time to time). Upon receipt of such written notice the parties shall attempt to agree upon a fair Annual Basic Rent which shall be based upon the fair market rental of the First Renewal Premises. The “fair market rental”, as used in default this Article, shall mean the fixed base rent per rentable square foot per annum which a willing landlord under any no compulsion to rent would agree to accept from a tenant having the creditworthiness of Tenant under no compulsion to rent would agree to pay for a lease of such space for such period on all of the terms and conditions contained hereinof this Lease to be applicable thereto (taking into consideration all relevant facts, including, without limitation, any construction allowance and/or free rent period and/or other concessions to which Tenant shall have two (2) additional consecutive five (5) year options to renew and extend will be entitled with respect thereto, or the Rental Term as provided herein (“Option”absence thereof if such be the case; but excluding from consideration tenant’s line of business). The Option When determining the “fair market rental”, as used in this Article, for any space for any period by reference to comparable transactions, the base rents provided for in such comparable transactions shall only be exercised by Tenant delivering written notice thereof adjusted to Landlord no earlier than reflect the date which is twelve (12) months prior to differences between the expiration other terms of such comparable transactions and the other terms of the Rental Term deal to which the aforesaid fair market rental is to be applied, as well as other differences that are relevant, including differences in age, location, quality and no later than the date which is nine (9) months prior to the expiration size of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, spaces and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded)buildings. “Fair Market Rate” means market rental”, as used in this Article, shall exclude from its determination the market rate for rent chargeable for the Leased Premises based upon the following factors applicable value of all changes, alterations and improvements made to the Leased Premises by, or any comparable premises: renton behalf of, escalationTenant. In the event the parties cannot agree on such fair market rental for the First Renewal Premises by at least one hundred forty-five (145) days before the expiration date of the initial term of this Lease, termthen Landlord and Tenant shall each appoint a member of the American Institute of Appraisers (an “MAIA”) who shall have at least ten (10) years experience in appraising commercial property in Fairfield County, sizeConnecticut. Such appointments shall be made in writing by each party to the other and to the appraisers so appointed. Said appointments shall be made at least one hundred twenty-five (125) days before the expiration date of the initial term of this Lease. In the event said appraisers do not agree upon the fair market rental at least sixty (60) days before said expiration date, expense stop, tenant allowance, existing tenant finishes, parking availabilitythey shall promptly appoint a third appraiser with similar qualifications, and location and proximity to services. Within said three appraisers shall determine the fair market rental for the First Renewal Premises at least thirty (30) days before said expiration date. If said three appraisers are unable jointly to agree prior to said expiration date on the fair market rental for the First Renewal Premises, then the average of Option Noticeeach of the values proposed by each appraiser shall be utilized as the fair market rental, provided that the variation between the highest and lowest value does not exceed five percent (5%). In the event of the failure of the appraisers to agree upon a third appraiser aforesaid, or in the event the variation between the highest and lowest value exceeds five percent (5%), or in the event either Landlord or Tenant shall fail to appoint an appraiser as aforesaid within the time frame set forth above, then either Landlord or Tenant shall make an application to the American Arbitration Association for the appointment of an appraiser, and such appraiser, after receiving advice from the other appraisers, shall determine the fair market rental as soon as possible after his appointment. Except for said Annual Basic Rent change, all of the other covenants and agreements contained herein shall remain in force and effect on the First Renewal Premises during such First Renewal Term. The fees of the appraisers and the costs of any arbitration proceeding shall be borne equally by Landlord and Tenant. Notwithstanding the foregoing, Tenant shall notify Landlord have the right to rescind its election to renew the term of Tenant’s option this Lease, which rescission must be made prior to the expiration date of Fair Market Rate for the applicable renewal periodinitial term of this Lease. If Tenant shall so rescind its election to renew, the lease of the First Renewal Premises shall terminate six (6) months after said expiration date of the initial term of this Lease, during which six month period Tenant shall pay Annual Basic Rent at the new rate fixed by the process above described and shall reimburse Landlord disagrees for all reasonable costs and expenses incurred by Landlord in connection with Tenant’s opinion exercise of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable First Option to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessRenew.

OPTION TO RENEW. Provided Tenant shall have the option to extend the Term of this Lease until December 31, 2001 ("Option Term") upon the expiration of the initial Term of this Lease, by giving notice of exercise of the option ("Option Notice") in writing to Landlord at least six (6) months before the expiration of the initial Lease Term. Notwithstanding the foregoing, if Tenant is not, and has not been (more than two (2) times), in default under any term or provision of this Lease as of the date of the giving of the Option Notice, the Option Notice shall be null, void, and of no effect, or if Tenant is in default on the date the Option Term is to commence, the Option Term shall not commence, and this Lease shall expire at the end of the initial Lease Term. The monthly Base Rent for the Premises during the Option Term shall be set at the then prevailing Monthly Base Rent for comparable quality office buildings in the Santa Xxx area. Included in this calculation shall be Monthly Base Rent, any escalations thereto that are common in the market at the time and other terms and conditions contained herein, Tenant then common in the market. The parties shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of after Landlord receives the Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate Notice in which to agree on the Monthly Base Rent and other Terms and Conditions during the Option Term. If the parties agree on the Monthly Base Rent and other terms and conditions for the applicable renewal extended term within such thirty (30) day period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord they shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)promptly execute an amendment to this Lease stating such terms and conditions. If the parties are unable not able to resolve their differences agree within thirty such period, then Landlord and Tenant shall seek two (302) independent appraisers who shall determine these issues. In the event the two (2) appraisers cannot agree with one another, then the two (2) appraisers are to select a third appraiser, and the average of the three (3) appraisals will be used by the appraisers to determine the fair market value for comparable buildings in the Santa Xxx area. The three (3) appraisers will have sixty (60) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as to finalize these issues. The cost of the last day of the then-current Rental Term. Alternatively, Tenant appraisers shall be split equally between Landlord and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessTenant.

OPTION TO RENEW. Provided Tenant is notDCH Auriga shall have an option to renew the 2018 Wyler Centre Tenancy Agreement for a term of three years commencing from 1 January 2028 and expiring on 31 December 2030 at the then prevailing market rent (which shall not be higher than 125% of the then monthly rent paid or payable by DCH Auriga for the month immediately preceding the option start date). The exercise of the option to renew may constitute continuing connected transactions of the Company under the Listing Rules which may be subject to, as the case may be, reporting, announcement, annual review, circular and has not been independent shareholders’ approval requirements. The Company will comply in full with all applicable reporting, disclosure and, if applicable, Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. Option to Sub-let Subject to prior written consent from Famous Land, DCH Auriga shall have an option to sub-let up to 50% of the Premises at the then open market rental and on substantially the same terms and conditions of the 2018 Wyler Centre Tenancy Agreement, provided that, among other things, (more than two 1) no sub-tenancy shall be granted for a period exceeding three years or otherwise for a period which would extend beyond the expiry date of the 2018 Wyler Centre Tenancy Agreement; and (2) times), in default under shall DCH Auriga derive a profit from any sub-letting of the terms and conditions contained hereinPremises, Tenant such profit shall be shared with Famous Land in accordance with the 2018 Wyler Centre Tenancy Agreement. Option to Surrender Beginning from 1 January 2025, DCH Auriga shall have two (2) additional consecutive five (5) year options the right to renew surrender the Premises by serving on Famous Land a not less than 9 months’ prior notice in writing and extend confirming its intention to surrender the Rental Term as provided herein (“Option”)Premises at a date to be specified in such notice. The Option Upon Famous Land's acceptance of the said surrender notice, the parties shall only be exercised by Tenant delivering written notice thereof execute a surrender agreement and DCH Xxxxxx shall pay to Landlord no earlier than the date Famous Land upon signing of such agreement a non-refundable sum which is twelve (12) equivalent to 3 months prior of the then monthly rental of the Premises as liquidated damages payable to Famous Land due to such surrender. Condition Precedent The 2018 Wyler Centre Tenancy Agreement is subject to the expiration approval by the Independent Shareholders at the General Meeting of an ordinary resolution by way of poll approving the Rental Term 2018 Wyler Centre Tenancy Agreement and no later than the date which is nine (9) months prior transactions contemplated thereunder and the Proposed Caps. AGGREGATION OF TRANSACTIONS References are made to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within announcement of the Project, Company dated 31 May 2018 in respect of the Renewal Tenancy Agreements and the Wyler Centre Tenancy Agreement; and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month announcement of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion Company dated 13 June 2018 in respect of the Fair Market Rate2018 Tenancy Renewal Offer. Given that (i) the Existing Tenancies and the 2018 Wyler Centre Tenancy Agreement were entered into by the Group within a 12-month period; and (ii) all the landlords under the Existing Tenancies and the 2018 Wyler Centre Tenancy Agreement are subsidiaries of CITIC Limited, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties transactions contemplated under the Existing Tenancies are unable required to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as be aggregated with the transactions contemplated under the 2018 Wyler Centre Tenancy Agreement pursuant to Rule 14A.81 of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessListing Rules.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any hereunder at the time of the terms and conditions contained hereinexercise thereof, Tenant shall have two the option to renew this Lease for one (21) additional consecutive term of five (5) years at a base rental rate as of the beginning of such renewal term, and annual escalations thereof, to be negotiated between Landlord and Tenant, each acting in its own discretion, respectively, as hereinafter provided. In order to exercise its option to renew for the renewal term, Tenant must notify Landlord in writing of the exercise of said option to renew at least one hundred eighty (180) days prior to the end of the Extended Term. If Tenant fails to notify Landlord of its exercise of said option at least one hundred eighty (180) days prior to the end of the Extended Term, or if, within ninety (90) days after Tenant has notified Landlord of the exercise of its option to renew, Landlord and Tenant have not agreed on the base rental rate, and annual escalations thereof, for such renewal term, then in such case, this option to renew shall terminate and expire and be of no further force or effect. However, if Tenant timely exercises its option to renew for the said renewal term, and Landlord and Tenant agree within ninety (90) days thereafter, on the base rental rate and annual escalations thereof for such renewal term, then in such case the Lease shall be renewed for a five (5) year options to renew term at the base rental rate and extend annual escalations thereof as agreed upon by Landlord and Tenant and otherwise upon the Rental Term same terms and conditions as provided herein (“Option”). The Option this Lease except that Tenant shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than accept the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (Premises in "as defined) for comparable space within the Projectis" condition, and Landlord shall have no obligation to upfit the same (ii) unless otherwise agreed by Landlord and Tenant in the Base Monthly Rent then in effect for renewal negotiations to determine the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compoundedbase rental rate and annual escalations thereof). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable not be deemed to have any additional renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided For consideration given and covenants made, and provided Tenant is not, and has not been (more than two (2) times), in default under at the time of exercise of this renewal option or any of time thereafter until the terms and conditions contained hereinRenewal Term is to commence, Tenant shall have two (2) additional consecutive five (5) year options be entitled at its election, to renew and extend the Rental term of this Lease for one (1) additional period of five (5) years (the “Renewal Term”), and together with the Primary Term, the “Term”) upon the same terms and conditions as set forth herein for the Primary Term except for the amount of rent to be paid shall be increased as provided herein (“Option”)in Section 4 of this Lease. The Option shall only be exercised Tenant may exercise the option granted hereunder by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve at least three hundred sixty-five days (12365) months days prior to the expiration of the Rental Term and no later than Primary Term. If Tenant fails to exercise the date which is nine option to renew this Lease as granted hereunder in the manner set forth above, (9or does not immediately surrender the Leased Premises upon the expiration or earlier termination of the Term) months prior to but remains in possession of the Leased Premises after the expiration of the Rental Primary Term (or earlier termination, then the “Option Notice”)Base Rent payable by Tenant shall be increased equal to one hundred fifteen percent(l 15%) of the Rent Installment then in effect, the Additional Rent and other sums that would have been payable pursuant to the provisions of this Lease if the term had continued during said holdover period. The Base Monthly Rent during Such rent shall be computed by Lxxxxxxx and paid by Txxxxx on the first year day of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for calendar month thereafter until the Leased Premises during the last month have been vacated. Notwithstanding any other provision of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as Landlord’s acceptance of such rent shall not in any manner adversely affect Landlord’s other rights and remedies, including Landlord’s right to evict Tenant and to recover all damages. Any such holdover shall be deemed to be a tenancy-at-sufferance and not a tenancy-at-will or tenancy from month-to-month. In no event shall any holdover be deemed a permitted extension or renewal of the last day of the then-current Rental Term. Alternatively, and nothing contained herein shall be construed to constitute Landlord’s consent to any holdover or to give Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processany right with respect thereto.

OPTION TO RENEW. Provided the Tenant is not, and has not been (more than two (2) times), in default under any provision of this Lease and no Transfer has occurred, then the terms and conditions contained hereinTenant, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering on giving written notice thereof to the Landlord no not earlier than the date which is twelve (12) months prior to the expiration of the Rental Term months, and no not later than the date which is nine (9) months months, prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-Term or renewal term, as applicable, will have the right to renew this Lease for two (2) renewal terms of five (5) years upon the same term and conditions as contained in this Lease, except for the annual Basic Rent and the exercised right(s) of renewal. Such renewal term will commence on the day immediately succeeding the last day of the Term or renewal term, as applicable, and will end at midnight on the day immediately preceding the fifth anniversary of the first day of the applicable renewal term, unless sooner terminated in accordance with the provisions of this Lease. The annual Basic Rent during such renewal term will be at the then current Rental Termmarket rental rate for the Premises including all leasehold improvements thereto, provided that the annual Basic Rent will not be less than the annual Basic Rent payable during the last completed Lease Year. AlternativelyFailing agreement by the parties on such current market rental rate within three (3) months of the expiry of the Term or renewal term, as applicable, such current market rental rate will be determined by the arbitration, based on the criteria set out above, of one arbitrator under the Commercial Arbitration Act (British Columbia), and amendments thereto, or any like statute in effect from time to time, and the decision of such arbitrator will be final and binding upon the parties. The costs of such arbitration will be borne equally by the parties. Except as otherwise provided for herein, the provisions of the said Commercial Arbitration Act will apply. Until the annual Basic Rent has been determined as herein provided, the Tenant will continue to pay the monthly instalments of annual Basic Rent payable before the commencement of the applicable renewal term and Landlord may mutually agree upon such determination the Tenant will make the appropriate adjustment payment, if any, to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessLandlord.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), then in default under of any of the terms and conditions contained hereinof the Lease, Tenant shall have two (2) options to extend the Term as to part (at least 75% of the Premises) or all of the Premises for an additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”)years each. The Base Monthly Rent during for the first year of each extension periods of the extended Terms shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii1) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day preceding the renewal Term or (2) ninety percent (90%) of the then-current then Prevailing Market Rental TermRate (“PMRR”). AlternativelyThe Base Rent for each subsequent year of each renewal Term shall increase by three percent (3%) on December 1. If less than all of the Premises are to be leased, then that portion of the Premises which is not being leased by Tenant must be in such configuration that it can reasonably be leased by the Landlord. “PMRR” means the annual amount of rent that a tenant would pay and a willing landlord would accept in an arm’s length bona fide offer for a lease based upon other lease transactions made in the Building and other comparable office buildings in the Central East Quadrant area of Salt Lake City, Utah, within the previous six (6) months, taking into consideration all relevant terms and conditions of any comparable leasing transaction, including without limitation: (i) location, quality and age of the building; (ii) use and size of the space in question; (iii) location and or floor level in the building; (iv) that there will be no new leasehold improvement allowances provided; (v) there will be no abatement of rental or other charges; (vi) parking; (vii) lease takeovers/assumptions; (viii) relocation allowances; (ix) there will be no refurbishment and repainting allowances; (x) distinction between “gross” and “net” leases, (xi) extent of services provided or to be provided; (xii) base year or dollar amount for escalation purposes (both operating costs and ad valorem taxes); (xiii) credit standing and financial stature of the tenant; (xiv) length of term and (xv) Landlord may mutually agree will not be required to submit pay additional brokerage fees. Each option needs to be exercised by Tenant giving Landlord written notice of exercise at least six (6) month prior to the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessTermination Date.

OPTION TO RENEW. Provided Tenant is nothereby granted the option to renew the Lease for one (1) renewal term (the “Renewal Term”) of three (3) Lease Years, and has not been (more than two (2) times), in default under any of subject to the terms and conditions contained herein, of this Article 14. In the event that Tenant shall have two (2) additional consecutive five (5) year options desires to renew and extend the Rental Term as provided herein (“Option”). The Option Lease it shall only be exercised by Tenant delivering give written notice thereof to Landlord no earlier than of its intention to renew the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is Lease at least nine (9) months prior to the Expiration Date, time being of the essence. Tenant’s renewal notice shall be irrevocable and must be unconditional. All of the terms and conditions of this Lease shall remain in effect during the Renewal Term, except that the Minimum Annual Rent payable during the first Lease Year of the Renewal Term, and each Lease Year thereafter, shall be an amount equal to the Market Rental (defined below) for the Demised Premises as of the first day of first such Lease Year (provided, however, that Minimum Annual Rent will not decrease). Tenant shall not have the right to exercise the option to renew with respect to less than all of the Demised Premises. Tenant shall have no option to renew the Lease beyond the expiration of the Rental Term (the “Option Notice”)Renewal Term. The Base Monthly Rent Tenant shall continue to pay Tenant’s Proportionate Share of Direct Expenses during the first year of each extension periods Renewal Term. Market Rental for the Premises shall be the lesser of: rental rate (iincluding annual and other periodic escalations) the then current Fair Market Rate (at which tenants could lease comparable flex space as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental commencement of the first day of the Renewal Term (increasing each year thereafter by 3%located in buildings that are comparable in age, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable location, quality of construction, services and amenities to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, Building. Market Rental shall be determined with respect to the first Lease Year of the Renewal Term and location and proximity to servicesshall include annual escalations for each Lease Year of the Renewal Term thereafter. Within thirty (30) days after receiving Tenant’s notice electing to renew the Lease for a Renewal Term, Landlord shall inform Tenant of Option NoticeLandlord’s determination of the Market Rental for the Demised Premises. If Tenant agrees with Landlord’s determination of the Market Rental for the Demised Premises, Tenant shall notify Landlord of within thirty (30) days after Tenant’s option receipt of Fair Landlord’s notification. If Tenant disagrees with Landlord’s determination of the Market Rate Rental for the applicable renewal periodDemised Premises, Tenant shall notify Landlord in writing within thirty (30) days after Tenant’s receipt of Landlord’s notification, setting forth Tenant’s determination of the Market Rental for the Demised Premises. If Landlord disagrees with fails to accept Tenant’s opinion determination of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate Rental within fifteen (15) days after receipt (failure to so accept being deemed a rejection of Tenant’s opinion of Fair determination) and a compromise Market Rate (“Landlord’s Value Notice”). If Rental cannot be negotiated by the parties are unable to resolve their differences within thirty (30) days of Tenant submitting its determination of Market Rental, then Landlord and Tenant shall together, within fifteen (15) days thereafter, select an independent commercial real estate broker with at least seven (7) years of experience brokering commercial office lease transactions in Delaware County, who shall be mutually satisfactory to Landlord and Tenant, and who shall, within fifteen (15) days after being selected, pick either Landlord’s determination or Tenant, ’s determination as the Market Rental for the Premises. Such selection shall be the final determination of the Market Rental and shall be binding on both parties. All costs and expenses of the broker shall be paid by the party whose determination of Market Rental was not selected by the broker. It shall be a condition of the exercise of the renewal option set forth in this Article that at its sole the time of the exercise of the option, may terminate this Lease, effective as of Tenant shall not be in default under the Lease beyond any applicable notice and cure period. In no event shall the Minimum Annual Rent during the Renewal Period be less than the Minimum Annual Rent in effect on the last day of the then-current Rental Termmonth in which the Lease term expires. Alternatively, The renewal right granted to Tenant and Landlord may mutually agree under this Article 14 is personal to submit Tenant. The renewal right shall not be exercisable or valid in the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processevent that the Demised Premises have been sublet.

OPTION TO RENEW. Provided Tenant shall have the option to renew this Lease upon the same terms and conditions set forth in this Lease (other than the monthly base rent) for an additional thirty-six (36) month period beginning January 1, 2005 by notifying Landlord of its intention to renew between September 30, 2003 and December 31, 2003, provided that Tenant is not, and has not been (more than two (2) times), in default under beyond any applicable periods of notice and cure of any of the terms terms, covenants and conditions contained hereinof the Lease at the time Tenant gives the required notice or anytime thereafter up to, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend including, the Rental Term as provided herein (“Option”)commencement date of the renewal term. The Option rental rate for the renewal period shall only be exercised by Tenant delivering written notice thereof to Landlord 95% of the Market Rate, but in no earlier event less than the date which is twelve (12) months rental rate in effect immediately prior to the expiration commencement date of the Rental Term renewal term. Market Rate shall be defined as rental rates for suburban Atlanta Class A, high-rise office buildings of similar type and no later than the date which is nine (9) months prior quality to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the ProjectGalleria prevalent at December 31, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period2003. If Landlord disagrees with Tenant’s opinion and Tenant are unable to agree on the Market Rate on or before March 31, 2004, then the determination of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate shall be submitted to arbitration in accordance with the Real Estate Valuation Arbitration Rules of the American Arbitration Association, as amended and in effect on such date (hereinafter called the “Rules”), and the determination of the “Tribunal” (as hereinafter defined in the paragraph) shall be final and binding on Landlord and Tenant. The parties hereby agree that the Real Estate Valuation Arbitration Tribunal (hereinafter called the “Tribunal”) to be appointed pursuant to the Rules shall consist of three “qualified arbitrators”, a qualified arbitrator being defined as an arbitrator certified by the American Arbitration Association with at least ten (10) years of experience in commercial real estate valuation issues with respect to Class “A” office buildings, to be appointed in the following manner: (A) each of the parties hereto shall have the right to appoint one arbitrator within fifteen (15) days after receipt of Tenant’s opinion the notice given of Fair Market Rate intent to arbitrate (the “Landlord’s Value NoticeDemand”, as defined in the Rules). If , provided if either party fails to appoint an arbitrator within such fifteen (15) day period, then the American Arbitration Association shall appoint a neutral arbitrator for such party in accordance with the Rules; (B) the two arbitrators so chosen by the respective parties shall then select the third arbitrator within fifteen (15) days of the appointment of the last party-appointed arbitrator; and (C) if the two party-appointed arbitrators are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as agree on the appointment of the last third arbitrator or fail to make said appointment within such fifteen (15) day period, then the American Arbitration Association shall appoint a neutral arbitrator in accordance with the Rules. The determination of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate by the Tribunal pursuant to a “the Rules shall be the Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessRate for purposes of this Lease and shall be binding on Landlord and Tenant. Landlord and Tenant shall share equally any costs and expenses relating to such arbitration.

OPTION TO RENEW. Provided So long as there exists no default either at the time of exercise or on the first day of the Extension Term (as hereinafter defined) and Tenant is not, and has not been assigned this Lease in whole or in part nor sublet the Premises in whole or in part (more than two (2) timesexcept in connection with Permitted Transfers as defined herein), in default under any of the terms and conditions contained herein, . Tenant shall have two the option to extend the Term for one (21) additional consecutive five (5) year options to renew and extend period (the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering "Extension Term") upon written notice thereof to Landlord given no earlier less than the date which is twelve (12) months and no more than fifteen (15) months prior to the expiration of the Rental Term. If Tenant fails to exercise its option to extend the Term strictly within the time period set forth in this section, then Tenant's option to extend the Term shall automatically lapse and be of no further force or effect. In the event that Tenant exercises the option granted hereunder, the Extension Term shall be upon the same terms and conditions as are in effect under this Lease immediately preceding the commencement of such Extension Term except that the Basic Rent due from the Tenant shall he increased to Landlord's determination of Basic Rent as provided herein, and Tenant shall have no further right or option to extend the Term or to any abatements, improvement allowance or other inducements. If Tenant timely exercises its option to extend the Term, then no later than thirty (30) days following receipt of Tenant's notice, Landlord shall notify Tenant in writing of Landlord's determination of the Basic Rent for the Extension Term ("Landlord's Rental Notice"). If Tenant does not object to Landlord's determination of the Basic Rent by written notice to Landlord within ten (10) business days after the date which is nine (9) months prior to the expiration of the Landlord's Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods , then Tenant shall be deemed to have accepted the lesser ofBasic Rent set forth in Landlord's Rental Notice. Notwithstanding the foregoing, if Tenant timely objects to Landlord's Rental Notice, and the parties cannot agree on Basic Rent for the Extension Term within thirty (30) days after Landlord receives Tenant's notice of objection, then the Term shall automatically be extended and Basic Rent for the Extension Term shall be submitted to arbitration as follows: Basic Rent shall be determined by impartial arbitrators (who shall be qualified real estate appraisers or brokers with at least ten (10) years of experience dealing with like types of properties in the market area), one to be chosen by the Landlord, one to be chosen by Tenant, and a third to be selected, if necessary, as below provided, and shall reflect the greater of (i) the then current Fair Market Rate (rate that would be agreed upon between a landlord and a tenant on or about the date on which the Extension Term is to begin for a comparable term and for space comparable to the Premises in the Building and buildings comparable to the Building in the market area, taking into account any material economic differences between the terms of this Lease and any comparison lease, such as defined) the manner, if any, in which the landlord under any such lease is reimbursed for comparable space within the Project, operating expenses and taxes and (ii) the Base Monthly Basic Rent then in effect for the Leased Premises payable during the last month of the initial Rental Term current Term. The unanimous written decision of the two first chosen (increasing without selection and participation of a third arbitrator), or otherwise the written decision of a majority of three arbitrators chosen and selected as aforesaid, shall be conclusive and binding upon Landlord and Tenant. Landlord and Tenant shall each year thereafter by 3%, compounded). “Fair Market Rate” means notify the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty other of its chosen arbitrator within ten (3010) days of Option Noticefollowing the call for arbitration and, Tenant unless such two arbitrators shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences have reached a unanimous decision within thirty (30) days thereafterafter their designation, they shall select an impartial third arbitrator to determine the market value as herein defined. Such third arbitrator and the first two chosen shall render their decision within thirty (30) days following the date of appointment of the third arbitrator and shall notify Landlord and Tenant thereof, which decision shall be final and binding on the parties. Landlord and 'Tenant shall each pay the expenses of its own arbitrator and shall share the payment of expenses of the third arbitrator equally, regardless of the outcome of arbitration. If the dispute between the parties as to the Basic Rent for the Extension Term has not been resolved before the commencement of the Extension Term, Tenant shall pay Basic Rent for the Extension Term based upon the Basic Rent designated by Landlord in the Landlord's Rental Notice until either (i) agreement of the parties as to the fair market rent, or Tenant(ii) decision of the arbitrators, as the case may be, at its sole optionwhich time Tenant shall promptly pay any underpayment of Basic Rent to Landlord, may terminate this Leaseor Landlord shall credit the overpayment of Basic Rent against the next installment of rental or other charges due to Landlord. Notwithstanding anything contained herein, effective as of in no event shall the last day of Basic Rent for any Extension Term be less than the then-current Rental Basic Rent payable for the Premises immediately prior to such Extension Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Option to Renew. Provided that the Lease is then in full force and effect and provided further that Tenant is notthen occupying all the leased premises having been leased to the Tenant in Commerce Plaza, and has not been the Landlord hereby grants to Tenant an option to renew the Lease (more than two (2) timesthe "Option to Renew"), in default under any of on the same terms and conditions contained hereinset forth in the Lease, Tenant shall have two except as set forth below, for one (21) additional consecutive five (5) year options term (the "Option Period"). Tenant's right to renew exercise the Option to Renew shall be conditioned upon (a) Landlord's receipt, no later than one hundred and extend twenty (120) days prior to the Rental Term termination date of the Lease of Tenant's then current certified financial statements showing a creditworthiness satisfactory to Landlord, and (b) Tenant's written certification to Landlord that at all times during the term of the Lease and prior to Tenant's exercise of the Option to Renew there have been no material adverse changes in the financial condition of Tenant as provided herein (“Option”)reflected in said certified financial statements. The Option to Renew shall only be exercised exercised, if at all, by Tenant delivering written notice thereof to received by Landlord no earlier not later than the date which is twelve (12) months prior to the expiration termination date, time being of the Rental Term and essence. If not so exercised, Tenant shall have no later than further Option to Renew the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”)Lease. The Base Monthly Rent annual base rent for the year during the first year of each extension periods Option Period shall be the lesser of: (i) market rate, at the then current Fair Market Rate (as defined) time the Option to Renew is exercised, for the leasing of comparable space within in buildings comparable to Commerce Plaza in the ProjectOak Brook, Illinois area for a term equal to the Option Period and (ii) commencing at approximately the Base Monthly Rent then date of the commencement of the Option Period, but in no event shall the base rent for any year of the Option Period be less than the base rent in effect for the Leased Premises during the last month year of the initial Rental Term (increasing each year thereafter by 3%term. Landlord shall have no obligation to make improvements, compounded). “Fair Market Rate” means decorations, repairs, alterations, or additions to the market rate for leased premises as a condition to the Tenant's obligation to pay base rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availabilityOption Period, and location and proximity base rent quoted by Landlord for the Option Period shall not be reduced (a) by reason of such fact, (b) to servicestake into account any rental concessions whatsoever (including, but not limited to rent abatements, allowances for moving expenses, lease assumptions, or other concessions), or (c) to take into account the absence of any cost or expense which Landlord would have incurred had the leased premises been leased to a person or entity other than Tenant. Within Landlord's good faith determination of the base rent for the Option Period shall be conclusive, provided, however, Tenant shall have the right to nullify its exercise of the Option to Renew, by notice to Landlord, given within thirty (30) days of Landlord's notice to Tenant (which Landlord's notice shall be given to Tenant not later than eleven (11) months prior to the commencement of the Option NoticePeriod) setting forth the initial base rent for the Option Period, in which event Tenant's exercise of the Option to Renew shall be null and void and neither Landlord nor Tenant shall notify Landlord have any further rights or liabilities with respect thereto. Tenant's failure to give the notice of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate nullification described above within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within such thirty (30) days thereafterday period shall constitute acceptance by tenant of, Landlord or and Tenant's agreement to pay, at its sole option, may terminate this Lease, effective as of the last day of base rent specified for the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessOption Period.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two one (21) additional consecutive five (5) year options option to renew and extend the Rental Term as provided herein (“Option”)renew. The Option shall only be exercised by In order to exercise an option to extend, Tenant delivering must give written notice thereof of such election to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration date that the option period would commence. The renewal rental rate for the Option to Renew shall be at ninety five percent (95%) of the then Fair Market Rental Term (Rate. Tenant acknowledges and agrees that time is of the “Option Notice”). The Base Monthly Rent during essence such that Tenant’s failure to timely provide the first year of each extension periods required notice shall be the lesser of: (i) the then current Fair Market Rate (conclusively and legally deemed as defined) for comparable space within the Projecta waiver of Tenant’s right to renew. For purposes of this Option to Renew, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rental Rate” means shall mean the market arms-length, fair-market, initial annual rental rate per rentable square foot under new, extension and renewal leases and amendments entered into on or about the date on which the Fair Market Rental Rate is being determined hereunder for rent chargeable for the Leased Premises based upon the following factors applicable space comparable to the Leased Premises in the Project and office buildings comparable to the Project in or on Xxxxxxxxx Boulevard in Van Nuys, California. The determination of Fair Market Rental Rate shall take into account any comparable premises: rentmaterial economic differences between the terms of the Lease and any comparison lease or amendment, escalation, term, size, expense stop, tenant allowance, existing tenant finishessuch as rent abatements, parking availabilityabatements, load factors, commissions, construction costs or allowances and other concessions, and location the manner, if any, in which the landlord under any such lease is reimbursed for operating expenses and proximity to servicestaxes. The determination of Fair Market Rental Rate shall also take into consideration any reasonably anticipated changes in the Fair Market Rental Rate from the time such Fair Market Rental Rate is being determined and the time such Fair Market Rental Rate will become effective under the Lease. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of after receiving the Tenant’s option notice of Fair Market Rate for it intent to exercise the applicable renewal period. If Option to Renew, Landlord disagrees with Tenantshall give Tenant written notice (a “Landlord Notice”) stating Landlord’s opinion estimate of the Fair Market RateRental Rate for the Renewal Term. Tenant, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafterafter receipt of the Landlord Notice, shall give Landlord either (i) written notice (“Tenant’s Binding Notice”) accepting Landlord’s estimate of the Fair Market Rental Rate for the Renewal Term stated in such Landlord Notice, or (ii) written notice (“Tenant’s Rejection Notice”) rejecting such estimate. If Tenant gives Landlord a Tenant’s Rejection Notice, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of and Tenant shall work together in good faith to agree in writing upon the last day of Fair Market Rental Rate for the then-current Rental Renewal Term. AlternativelyIf, Tenant and Landlord may mutually within thirty (30) days after delivery of Tenant’s Rejection Notice, the parties fail to agree to submit in writing upon the determination of Fair Market Renal Rate, such Fair Market Rental Rate to a shall be determined through “Market Assessment Process,baseball” as provided in Exhibit “F” – Market Assessment Processarbitration.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, A. Tenant shall have two and is hereby granted one (21) additional consecutive option to renew the Lease with respect to all (but not less than all) of the Premises for five (5) year options to renew and extend years (the Rental Term as provided herein (“OptionRenewal Term”). The Option shall only be exercised ) by Tenant delivering written notice thereof to in writing received by Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration December 31, 2010, time being of the Rental Term (essence for the “Option Notice”)giving of such notice. The Base Monthly Rent during All of the first year covenants, conditions and provisions of each extension periods the Lease shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rentRenewal Term, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, except that the Annual and location and proximity Monthly Base Rent shall be adjusted to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair the current “Market Rate Rental Rate” for the applicable renewal period. If Landlord disagrees with Tenant’s opinion Premises as of the Fair Market Rate, date the Renewal Term is to commence with appropriate increases each year thereafter. Landlord shall notify advise Tenant of Landlord’s opinion of Fair Market Rate the new monthly rental rate for a Renewal Term within fifteen (15) days after a request therefore from Tenant; provided however that Tenant’s failure to timely make such request shall not extend the date upon which Tenant must give notice of its exercise of the option to renew. In no event shall the Annual and Monthly Base Rent be subject to determination or modification by any person, entity, court or authority other than as expressly set forth herein. Tenant shall have thirty (30) days from the receipt of Landlord’s notice to either accept or dispute Landlord’s determination of the Market Rental Rate. In the event that Tenant disputes Landlord’s determination, Tenant shall so notify Landlord and advise Landlord of Tenant’s opinion determination of Fair the Market Rental Rate (“Landlord’s Value Notice”)for the Renewal Term. If If, after engaging in good faith negotiations, Landlord and Tenant cannot agree upon the parties are unable to resolve their differences Market Rental Rate within thirty (30) days thereafter, Landlord or after Landlord’s receipt of Tenant, at its sole option, may terminate this Lease, effective as ’s notice of objection to Landlord’s determination of the last day of Market Rental Rate, the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,Dispute Resolution Mechanism” as provided described in Exhibit “F” – Market Assessment Processsubparagraph D below shall apply.

OPTION TO RENEW. Provided Subject to Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering providing Landlord with prior written notice thereof to Landlord no earlier sooner than the date which is twelve (12) months prior to the expiration of the Rental Term and no nor later than the date which is nine (9) months prior to the expiration of the Rental Term and Tenant not being in Default (after expiration of all applicable cure periods) of any terms of the Lease as of the delivery of such notice and not being in Default (following written notice from Landlord) as of the end of the initial term of the Lease, Tenant shall have the option to extend the Lease for all space then under lease by Tenant in the Building, for the period designated in Section 1.1(i) (the “Option NoticeTerm(s)”). The Monthly Base Monthly Rent during the first year of for each extension periods Option Term shall be the lesser of: (i) at the then current Fair Market Rate (Rental as defined) for comparable space within determined below. As used herein, the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rental Rate” means determination as described in the market rate for rent chargeable Section 28 shall mean the monthly amount per rentable square foot, projected for the Leased Premises based upon first day of the following factors applicable to Option Term and for each anniversary of the Leased Premises or any first day of the Option Term thereafter occurring during the Option Term, that has been accepted by landlords of comparable premises: Class A office buildings located within the Territory (the “Comparison Market Area”) at arm’s length for renewal space only for improved space as a renewal Tenant, taking into account tenant improvement allowances, free rent, escalationleasing commissions, termwho is paying taxes, size, expense stop, tenant allowance, existing tenant finishes, parking availabilityinsurance and utilities, and location and proximity to servicesrental rates. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion notice of its election to extend the term of this Lease, Landlord shall provide Tenant with a statement as to Landlord’s determination of the Fair Market Rate (“Landlord’s Value Notice”)Rental Rates for the extension period. If the parties are unable Unless Tenant objects to resolve their differences such rate within thirty (30) days thereafter, after Landlord or Tenant, at its sole option, may terminate this Lease, effective as gives Tenant notice of the last day same, such Fair Market Rental Rates shall be applicable for the extension period. If Tenant gives Landlord written objection to Landlord’s determination of the then-current Fair Market Rental Term. AlternativelyRates for the Premises within such thirty (30)-day period (“FMV Notice”), then Landlord and Tenant and Landlord may mutually shall use good faith commercially reasonable efforts to agree to submit upon the determination of the Fair Market Rental Rate for the first year of the extension period and the Fair Market Rental Rates for all subsequent years during the extension period. If Landlord and Tenant are unable to agree on the determination of the Fair Market Rental Rates within fifteen (15) business days after Landlord’s receipt of the FMV Notice, the Fair Market Rental Rates shall be determined by an appraiser mutually selected by both Landlord and Tenant. In the event that Landlord and Tenant cannot mutually agree upon one appraiser within ten (10) business days thereafter, there shall be three appraisers appointed as follows: (a) each party shall appoint an appraiser and give notice of the appointment to the other party set forth below (respectively, “Landlord’s Appraiser” and “Tenant’s Appraiser”), (b) the Landlord’s Appraiser and Tenant’s Appraiser shall jointly choose a third appraiser (“Third Appraiser”) within ten (10) days after appointment of both Landlord’s Appraiser and Tenant’s Appraiser, and (iii) the two appraisals which are closest in value shall then be averaged and the average of the two appraisals shall be the Fair Market Assessment Process,” as provided Rental Rates for the Premises during the extension period, and the other appraisal shall not be utilized in Exhibit “F” – such determination. All of the appraisers selected shall be individuals with at least five (5) years commercial appraisal experience in the area in which the Premises are located, shall be members of the Appraisal Institute (M.A.I.), and in the case of the Third Appraiser, shall not have acted in any capacity for either Landlord or Tenant within five (5) years of his or her selection. Each appraiser shall deliver their determinations of the Fair Market Assessment ProcessRental Rates within ten (10) business days after selection of the Third Appraiser. The cost of the Landlord’s Appraiser shall be borne by Landlord, the cost of the Tenant’s Appraiser shall be borne by Tenant, and the cost of the Third Appraiser shall be shared equally. All other terms and conditions of the initial lease shall remain the same for the extended term of the Lease.

OPTION TO RENEW. Provided Upon expiration of the term, provided that Tenant is not, and has not been (more than two (2) times), then in default under beyond the expiration of any of the terms applicable grace and conditions contained hereincure period after notice, Tenant shall have two (2) may extend the term of this Lease for an additional consecutive term of five (5) year options to renew years (the First Extended Term) and Tenant may extend the Rental Term as provided herein term of this Lease for an additional term consisting of five (“Option”5) years (the Second Extended Term). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to , upon the expiration of the Rental First Extended Term, provided that Tenant has exercised its option for the First Extended Term and no later than is not then in default beyond the expiration of any applicable grace and cure period after notice. The base annual rent for the First Extended Term shall be the fair market rent for the Premises (the "FMR") on the date which is nine (9) months prior to years, thirty days after the expiration of the Rental Term Commencement Date (the “Option Notice”"Rent Appraisal Date"). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) in addition to the payment of Base Monthly Rent then in effect Annual rent, Tenant shall during the First Extended Term pay to Landlord for the Leased Premises during the last month use of the initial Rental Term fitness center a reasonable price or fee which the Landlord may then be charging to Tenant and the other tenants in the Building on a prorata basis (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable rentable square feet of the Premises in relation to the Leased Premises rentable square feet of all of Domino's Farms), which amount shall be payable in equal monthly installments on each Rent Day; provided, however that Tenant shall not be obligated to pay such price or fee at such times as Tenant provides Landlord with written notice that it elects not to use such fitness center during the First or Second Extended Term. The Tenant shall exercise the option for the First Extended Term by notifying the Landlord in writing at least 360 days before the initial Term expires. Upon such exercise this Lease shall be deemed to be extended without the execution of any further lease or other instrument, except for any instrument that may be prepared by Landlord to confirm the agreement of the parties, which Tenant agrees to execute and deliver to Landlord promptly on request. Time shall be of the essence with respect to the exercise of such option by Tenant. The FMR shall be determined by the mutual written agreement of Landlord and Tenant. In the event that Landlord and Tenant shall not have reached mutual agreement as to the FMR on or before the sixtieth (60th) day following the Rent Appraisal Date, but Landlord's determination of the FMR is less than five percent (5%) greater than Tenant's determination of the FMR (which respective determinations shall be based on blind written bids submitted at the end of the sixty (60) day period by each of Landlord and Tenant to the other), the FMR will be the average of Landlord's and Tenant's respective determinations. In the event that Landlord and Tenant shall not have reached mutual agreement as to the FMR on or before the sixtieth (60th) day following the Rent Appraisal Date and Landlord's determination of the FMR is more than five percent (5%) greater than Tenant's determination of the FMR, then Landlord and Tenant each shall, no later than the seventy-fifth (75th) day following the Rent Appraisal Date, select a Real Estate Appraiser, as hereinafter defined. If either party shall fail to so appoint a Real Estate Appraiser, the one Real Estate Appraiser so appointed shall proceed to determine the FMR. In the event that the Real Estate Appraisers selected by Landlord and Tenant agrees as to the FMR, said determination shall be binding on Landlord and Tenant. In the event that the Real Estate Appraisers selected by Landlord and Tenant cannot agree as to the FMR, on or before the one hundred fifth (105th) day following the Rent Appraisal Date, then said Real Estate Appraisers shall each designate his or her calculation of FMR and shall jointly select a third Real Estate Appraiser, provided that if they cannot agree on the third Real Estate Appraiser on or before the one hundred twentieth (120th) day following the Rent Appraisal Date, then said third Real Estate Appraiser shall be selected by the President of the American Arbitration Association of Southfield, Michigan (or any comparable premises: rentsuccessor thereto). The third Real Estate appraiser shall designate his or her calculation of FMR no later than the one hundred fiftieth (150th) day following the Rent Appraiser Date and the average of the three FMR's designated by the three Real Estate Appraisers shall be the FMR as determined hereunder, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate except that for the applicable renewal period. If Landlord disagrees with Tenant’s opinion purpose of such averaging each and every designated FMR which varies by more than ten percent (10%) from the amount which is the average of the Fair Market Rate, Landlord other two (2) designated FMR's shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen be ignored (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.it

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive - five (5) year options to renew and extend its lease for all of the Rental Term as provided herein premises upon six (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (126) months prior to the expiration written notice. The beginning rental rate for each renewal term shall be ninety five percent (95%) of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the fair market rate for rent chargeable the Premises and then it will increase by two and one half percent (2.5%) annually for the Leased remainder of each renewal term. For purposes of this Lease, the fair market rate shall mean the amount of Base Rent determined by Landlord in its commercially reasonable discretion as the fair market rate for the Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, on retail use in a building of similar size, expense stopconfiguration, tenant allowance, existing tenant finishes, parking availabilityquality, and location location. If Tenant objects to Landlord’s determination of the fair market rate for the Premises, and proximity Landlord and Tenant are unable to services. Within thirty reach an agreement within ten (3010) days after Landlord provides Tenant with written notice of Option Noticeits determination of fair market rate, Tenant, at its sole cost and expense, shall appoint a qualified MAI appraiser (“Tenant’s Appraisal”) for the purpose of determining the fair market rate. Tenant shall notify Landlord of submit Tenant’s option Appraisal to Landlord, together with a written summary of Fair Market Rate for the applicable renewal methods used and data collected to make such determination within twenty (20) days after Tenant provides Landlord with Tenant’s written objection to Landlord’s determination of fair market rate. If Tenant does not make such objection and appoint such appraiser within twenty (20) days after receipt of written notice of Landlord’s determination, or deliver Tenant’s Appraisal to Landlord within such twenty (20) day period, then Landlord’s determination shall be deemed conclusive. If Landlord disagrees with objects to Tenant’s opinion Appraisal, Landlord, at Landlord’s sole cost and expense, shall appoint a qualified MAI appraiser (“Landlord’s Appraisal”) for the purpose of determining the fair market rate. Landlord shall submit Landlord’s Appraisal to Tenant, together with a written summary of the Fair Market Rate, methods used and data collected within twenty (20) days after Landlord shall notify provides Tenant of with Landlord’s opinion written objection to Tenant’s determination of Fair Market Rate the fair market rate. If Landlord does not make such objection and appoint such appraiser within fifteen twenty (1520) days after receipt of Tenant’s opinion Appraisal, then Tenant’s Appraisal shall be deemed conclusive. If Landlord’s Appraisal and Tenant’s Appraisal differ by (x) less than ten percent (10%), the average of Fair Market Rate the two appraised amounts shall be the fair market rate for the Premises, or, if (y) ten percent (10%) or more. Landlord and Tenant shall promptly instruct their appraisers to jointly appoint a third MAI appraiser to determine the fair market rate for the Premises (“Landlord’s Value NoticeThird Appraisal”). If the parties are unable to resolve their differences within thirty Landlord and Tenant shall each pay one-half (301/2) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day expenses of the then-current Rental TermThird Appraisal. Alternatively, Tenant The appraisal among the three (3) that is farthest from the average of all the appraisals shall be disregarded and the average of the other two shall be the fair market rate for the Premises and binding upon Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processand Tenant.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than hereby granted the option to extend the Lease Term for two (2) times), in default under any additional terms of five years each. Such extended terms will be on the same terms and conditions contained hereinas are set forth in this Lease, Tenant shall have two except that the Base Rent (2as hereinafter defined) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised payable by Tenant delivering written notice thereof during such extended terms shall be equal to Landlord no earlier than the date which is twelve (12) months prior to the expiration 95% of the Rental Term prevailing fair rental which non-renewing, non-equity tenants are then receiving in connection with the lease of comparable space and no later than length at Class A office space in Clayton, Missouri and constructed in or after calendar year 2000. Fair rental shall mean and take into account in addition the date which is age of the building, location and floor level, definition of rentable square footage, leasehold improvement allowances, rental concessions and/or abatements, moving expenses, term of lease under consideration and extent of services provided, base year operating expenses and any other relevant term or condition in making such evaluation. At least nine (9) months (but no greater than 12 months) prior to the expiration end of the Rental Term (the “Option Notice”). The Base Monthly Rent during Lease Term, or, if applicable, the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, extended term, sizeTenant shall notify Landlord, expense stopin writing, tenant allowance, existing tenant finishes, parking availability, and location and proximity of its desire to services. Within renew; within thirty (30) days of Option Notice, Tenant shall notify Landlord receipt of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Ratesuch notice by Landlord, Landlord shall notify Tenant Tenant, in writing, of Landlord’s opinion 's estimation of Fair Market Rate the prevailing fair rental for the Leased Premises. If, within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within next thirty (30) days thereafterdays, Landlord or Tenantand Tenant cannot agree as to the prevailing fair rental, then they each shall immediately select an MAI appraiser with at its sole optionleast ten (10) years experience in the appraisal of office space in the St. Louis metropolitan area. Upon selection, may terminate this Lease, effective as such appraisers shall work together in good faith to agree upon the prevailing fair rental of the last Leased Premises. If said appraisers cannot agree within twenty (20) days after their appointment, then, within ten (10) days after the expiration of such twenty (20) day period, such appraisers shall select a third MAI appraiser with at least ten (10) years of experience in the appraisal of office space in the St. Louis metropolitan area. Once the third appraiser has been selected, then such third appraiser shall within ten (10) days after appointment make its determination of the then-current Rental Termprevailing fair rental amount and such determination shall be binding upon both Landlord and Tenant as the rental rate for such extended term. Alternatively, Tenant The parties shall each bear the costs of their own appraiser and Landlord may mutually agree to submit shall share equally in the determination costs of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthe third appraiser.

OPTION TO RENEW. Provided Landlord hereby grants to Tenant is not, and has not been (more than two (2) times), in default under any an option to renew --------------- the term of the terms and conditions contained herein, Tenant shall have two (2) this Lease for an additional consecutive five (5) year options years to renew and extend run consecutively from the Rental expiration of the then Term as provided herein (“Option”)of this Lease. The Option shall only Such option to be exercised, must be exercised by Tenant delivering written notice thereof to Landlord no earlier not later than the date which is twelve (12) months 270 days prior to the expiration of the Rental Term then applicable Term, by notice to Landlord. During the thirty (30) day period following Tenant's exercise of the option to review, Landlord and no later than Tenant shall use good faith efforts to determine the date which is nine market rent for the Premises for the five (95) months prior to years following the end of the then current Term. If the parties have not entered into a written agreement on or before the expiration of such thirty (30) day period setting forth the Rental Term market rent as aforesaid described, then on or prior to 210 days before expiration of the then applicable Term, each of Landlord and Tenant shall, at their respective cost and expense, select an M.A.I. appraiser, and, the two (2) appraisers so selected shall jointly choose a third M.A.I. appraiser, within ten (10) days of the “Option Notice”)selection of the last of the 2 appraisers selected by Landlord and Tenant. The Base Monthly Rent during cost of the first year third M.A.I. appraisal shall be borne equally by Landlord and Tenant. All M.A.I. appraisers must have ten (10) years experience in appraising office buildings of typical quality in the greater Chicago Metropolitan area. Each of the 3 appraisers shall determine their estimate as to what the market rent would be for the Premises for the five (5) years following the end of the then current Term, not later than 150 days before expiration of the then applicable Term, and deliver a written determination to each extension periods of Landlord and Tenant within such time period. Either the determination of the market rent mutually agreed to by Landlord and Tenant or the average of the three (3) determinations shall be the lesser of: "Fair Market Rent," as applicable. The Annual Base Rent for the first Lease Year of the renewal term shall be the greater of (i) the then current Fair Market Rate (as defined) for comparable space within the Project, Rent and (ii) the Annual Base Monthly Rent then in effect for the Leased Premises during the last month tenth Lease Year plus two percent (2%) of the initial Rental Term Annual Base Rent during the tenth Lease Year. Annual Base Rent shall increase on the first (increasing 1/st/) day of each year thereafter subsequent Lease Year of the renewal term by 3an amount equal to two percent (2%) of the Annual Base Rent in effect during the immediately preceding Lease Year. The Monthly Base Rent Amount shall be equal to one-twelfth of such Annual Base Rent. Except for such change in the Annual Base Rent, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availabilityMonthly Base Rent Amount, and location the extended Term, the terms and proximity to servicesprovisions of this Lease shall be unmodified and continue in full force and effect. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.No

OPTION TO RENEW. Provided If Tenant is not, and has not been (more than two (2) times), then in default under any of the terms terms, covenants and conditions contained hereinherein contained, Tenant shall have the option to renew this Lease for two (2) additional consecutive five terms of three (53) year options years each. In the event Tenant desires to renew and extend the Rental Term as provided herein (“Option”). The Option exercise said option, Tenant shall only be exercised by Tenant delivering give written notice thereof of such fact to Landlord no earlier not less than the date which is twelve six (126) months prior to the expiration of the Rental Term then current term of this Lease. In the event of such exercise, this Lease shall be deemed to be extended for the additional period on the same terms and conditions; provided however, Landlord shall adjust basic monthly rental to the then existing market rate for similar space in the Boulder vicinity. Basic monthly rental shall increase by the market rate increases commencing the second year of the additional term. Landlord shall notify Tenant of its determination of market rent no later less than five (5) months prior to commencement of the option term. In the event Tenant objects to Landlord’s determination, Tenant must notify Landlord in writing on or before the date which that is nine four (94) months prior to the expiration commencement of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, option term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within the next thirty (30) days of Option Notice, Landlord and Tenant shall notify Landlord each select a Colorado qualified real estate appraiser with no fewer than five (5) years’ of Tenant’s option of Fair Market Rate for experience appraising property similar to the applicable renewal period. If Landlord disagrees with Tenant’s opinion Premises in Boulder County, Colorado, to determine the fair market rental value of the Fair Market RatePremises. In order to be included in this value determination process, such appraisers’ determinations must be delivered in writing to both Landlord shall notify and Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafterafter their appointment. If the valuations determined by such appraisers are within ten percent (10%) of one another, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the fair market rental value of the last day Premises shall be the average of their figures. If the valuations determined by such appraisers are outside ten percent (10%) of one another, the two previously chosen appraisers shall jointly appoint a third appraiser with similar qualifications who shall independently determine the fair market rental value of the then-current Rental TermPremises within thirty (30) days after the appointment. Alternatively, Tenant The three fair market rental values shall be averaged and the resulting amount shall he the amount for that option term. The cost of all appraisals shall be paid equally by Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processand Tenant.

OPTION TO RENEW. Provided Tenant is notnot in default in the performance of any of the material terms, covenants and has not been (more than conditions of this Lease, Tenant shall have the option to renew this Lease for two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive successive five (5) year options periods (collectively, the "Option Terms" and individually an "Option Term") commencing on the day following the end of the then applicable Term, upon all the applicable terms, covenants and conditions set forth herein, except that monthly Base Rent payable during each Option Term shall be ninety percent (90%) of the then fair market monthly rental value of the Premises as of the commencement of such Option Term, provided that in no event shall the Base Rent be adjusted as of the commencement of an Option Term to an amount less than the Base Rent in effect immediately prior to such Option Term. The fair market rental value of the Premises shall be determined by mutual consent of the Tenant and Landlord, provided, however, that if Tenant and Landlord fail to mutually agree upon the fair market rental value of the Premises, at or prior to nine months before the commencement of the Option Period, then Tenant and Landlord shall each select an M.A.I. Appraiser, and the two appraisers shall mutually select a third appraiser, each to make an independent determination of the fair market retail value of the Premises, utilizing the then current rental rates for similar properties within a five (5) mile radius of the subject property , and each to submit such determinations to Tenant and Landlord no later than six months prior to commencement of the Option Period. The fair market rental value shall be the average of the amounts submitted by each of the three (3) M.A.I. Appraisers, and such rate shall be the new base rental rate for the Option Period. Costs and expenses of the three appraisers shall be divided and paid equally as between Landlord and Tenant. Within ten (10) days after receipt of the fair market rental value, Tenant may elect to terminate its exercise of the option to extend by giving written notice to Landlord. The option to renew and extend the Rental Term as provided herein (“Option”). The Option pursuant hereto shall only be exercised by Tenant delivering conditioned upon Tenant's giving Landlord written notice thereof of its election to Landlord no earlier renew not less than the date which is twelve one (121) months year prior to the expiration of the Rental then applicable Term. Should Tenant fail to exercise the option to renew the Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (hereof as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Noticehereinabove provided, Tenant shall notify Landlord have no right thereafter to renew the Term of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease. References in this Lease to tile "Term " shall be deemed to mean the initial Term of this Lease as extended by the Option Terms, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processapplicable.

OPTION TO RENEW. Provided Tenant (A) If this Lease is notthen still in full force and effect, and has if Tenant shall not been (more than two (2) times), then be in default under any of the material terms of this Lease (after any applicable notice and conditions contained hereincure periods), Tenant shall have the initial Term of this Lease may be extended for two additional consecutive periods of (2) additional consecutive five years each (5) each such 2-year options period is referred to renew and extend herein as the Rental Term as provided herein (“OptionExtended term”). The Tenant shall give written notice to Landlord of its desire to elect to extend the Term (the exercise of either election is referred to herein as an “Option shall to Renew”) to include the Extended Term by not later than March 1, 2015, in the case of the first 2-year option to renew period that would begin on September 1, 2015 and end on August 31, 2017 (the First Option Period”), and March 1, 2017, in the case of the second 2-year option to renew period that would begin on September 1, 2017 and end on August 31, 2019 (the “Second Option Period”); provided that the Section Option Period may only be exercised by Tenant delivering if the First Option Period had previously been exercised. If Tenant does not give timely written notice thereof to Landlord no earlier than of its election to extend the date which is twelve (12) months prior Term for the particular Extended Term in question, with time being of the essence, the Term shall expire and this Lease shall terminate as of the end of the Fixed Expiration Date, or as of the end of the First Option Period if the First Option Period had previously been exercised pursuant to the expiration first Option to Renew. If the Term is extended for either or both of the Rental Term Extended Terms, all of the same terms, provisions and no later than conditions set forth in the date which is nine (9) months prior Lease shall continue in full force and effect, except that in each case the “Base Rent” shall be equal to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) prevailing market rent for comparable space within in the Project, and (ii) the Base Monthly Rent then in effect for geographic locality of the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value NoticeMarket Rent”). If the parties are unable Parties reasonably cannot agree on what Market Rent is, then each party shall select a qualified professional broker or appraiser to resolve their differences determine the fair rental value for the Premises. If the fair rental value as determined by each party’s professional shall be within thirty five percent (305%) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day other professional’s determination, then Market Rent shall be the average of those two values. If the two professionals’ determinations of fair rental value are not within five percent (5%) of each other, then the two professionals shall select a third qualified professional appraiser or broker, who shall make a determination as to the fair rental value of the then-current Rental TermPremises. AlternativelyIn that event, Tenant and Landlord may mutually agree the Market Rent shall be the average of the fair rental values that are numerically closest to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processeach other.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two the option to renew this Lease for one (21) additional consecutive five (5) year options period ("Renewal Period") commencing upon the expiration of the original Lease Term upon, and in strict compliance with, the following terms and conditions: (i) Tenant must not then be in default under this Lease, nor may Tenant be in default as of the date the Renewal Period commences; (ii) Tenant must deliver to Landlord written notice of its election to renew and extend the Rental Lease Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than for the date which is Renewal Period not sooner that twelve (12) months prior to the expiration of the Rental Term and no nor later than the date which is nine (9) months prior to before the expiration of the Rental Term original Lease Term; (iii) the “Option Notice”). The Base Monthly Rent during for the first year of each extension periods the Renewal Period shall be the lesser of: greater of (ia) market rent at the then current Fair Market Rate time of the renewal or (as defined) for comparable space within the Project, and (iib) the Base Monthly Rent then in effect payable hereunder as of the day before the Renewal Term commences, plus three percent (3%); and (iv) Base Rent during the Renewal Period shall increase three percent (3%) each year; otherwise, this Lease shall be renewed for the Leased Premises during Renewal Period on the last month same terms and conditions as set forth herein, except that the provisions of the initial Rental Term (increasing each year thereafter by 3%, compounded)this Section 17.25 shall expire. “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after of receipt of Tenant’s opinion 's notice of Fair Market Rate election to renew this Lease of the Base Rent calculated pursuant to Subsection (“Landlord’s Value Notice”). If iii) (a) and (b) above for the parties are unable to resolve their differences within thirty first year of the Renewal Term; Tenant shall have fifteen (3015) days thereafterfrom receipt of such written notice to decide whether to proceed with the renewal on such terms, or to rescind its election to renew. Tenant shall deliver written notice of such decision to Landlord or Tenant, at its sole option, may terminate this Lease, effective as of not later than the last day of the then-current Rental Termfifteen (15) day period. AlternativelyIf Tenant fails to deliver said written notice within the applicable time period, Tenant and Landlord may mutually agree shall be presumed to submit have elected to continue with the determination renewal at the greater of Fair Market Rate to a “Market Assessment Process,” as provided the two rental rates set forth in Exhibit “F” – Market Assessment ProcessLandlord's written notice.

OPTION TO RENEW. (a) Provided that (i) Tenant is not, not in default hereunder beyond any applicable notice and has not been cure period on the date of the Notice to Renew (as hereinafter defined) or on the Expiration Date and on each such date shall have sublet no more than two twenty five (225%) times), in default under any of the terms Premises (it being agreed that space sublet to Affiliates shall be deemed not to have been sublet for these purposes) and conditions contained herein(ii) Tenant shall not have received written notice from Landlord (a "Landlord Occupancy Notice") indicating that Landlord intends to occupy the Premises for its own use or intends to make the Premises available for the use of its Affiliates subsequent to the Expiration Date, Tenant shall have two (2) additional consecutive five (5) year options the right to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term Lease for a renewal term ("Renewal Term") commencing on the day immediately succeeding the Expiration Date and ending on December 30, 2020. Landlord shall have the right to deliver to Tenant a Landlord Occupancy Notice provided that (x) Landlord intends in good faith to occupy the Premises for its own use or to make the Premises available for the use of Affiliates of Landlord and (y) Landlord shall have delivered the Landlord Occupancy Notice to Tenant no later than the date which is nine twenty four (924) months prior to the expiration of Expiration Date. In the Rental Term event that Landlord subsequently determines that it shall not occupy the Premises or make it available for occupancy by its Affiliates, Landlord shall promptly deliver a notice (the “Option "Reinstatement Notice”). The Base Monthly Rent during ") to Tenant indicating such determination and upon receipt thereof, Tenant's right to renew the first year of each extension periods Term shall be reinstated on the lesser of: same terms and conditions as hereinafter provided, except that (ix) Landlord shall not thereafter have the then current Fair Market Rate (as defined) for comparable space within the Project, right to send to Tenant a Landlord Occupancy Notice and (iiy) Tenant shall have the Base Monthly Rent then in effect for the Leased Premises during the last month greater of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within A) thirty (30) days from the date Tenant receives the Reinstatement Notice and (B) the number of Option Noticedays remaining prior to the date that is eighteen (18) months prior to the Expiration Date to deliver to Landlord the Notice to Renew (as defined below). The Renewal Team shall be upon the same terms and conditions as are herein provided, except that (i) Fixed Rent during the Renewal Term shall equal Fair Market Rent (as hereinafter defined), (ii) Tenant shall notify have no option to renew this Lease beyond the expiration of the final Renewal Term, (iii) the Premises shall be delivered in their existing condition (on an "as is" basis) at the time the Renewal Term commences and (iv) no tenant improvement allowance or rent free period shall be granted. Except as otherwise provided herein, such right shall be exercised by Tenant by giving written notice (the "Notice to Renew") to Landlord at least eighteen (18) months prior to the Expiration Date of Tenant’s option the Term. Time shall be of Fair Market Rate the essence for the applicable renewal periodexercise of such option. If Landlord disagrees with Tenant’s opinion Tenant shall also use reasonable efforts to send a courtesy copy of the Fair Market RateNotice to Renew to Insignia/ESG, Landlord Inc., 000 Xxxx Xxxxxx, Xxx Xxxx, Xxxx attention: Xxxxxxx Xxxxxxxxxx, but Tenant shall notify have not obligation to do so and failure by Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)to send such notice shall have no effect on any Notice to Renew and shall have no impact on any parties' rights or obligations hereunder. If the parties are unable Tenant shall have no further right to resolve their differences within thirty (30) days thereafter, Landlord extent or Tenant, at its sole option, may terminate renew this Lease, effective as . The renewal option set forth in this Section 2.05 is personal to Standard Chartered Bank and its affiliated companies (which shall include any of the last day "Successor Entities" described in Section 6.01 hereof) and shall not inure to the benefit of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processany third party.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant Lessee shall have the option to extend the Lease for two (2) additional consecutive periods of five (5) year options years each. Lessee may exercise its right to renew extend for the first option term by notifying Lessor of its election to so extend no later than sixty (60) days prior to the termination of the initial Lease term period and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve six (126) months prior to said termination and for the expiration second option term by giving notice not later than sixty (60) days prior to the termination of the Rental Term term under the first option and no later earlier than the date which is nine six (96) months prior to said termination. Provided, however, Lessee shall have no extension right if at the expiration time for giving such notice or at the commencement of such extension there exists any uncured default hereunder by Lessee for which Lessee has received ten (10) days prior written notice from Landlord. All terms and conditions of this Lease shall remain in full force and effect during the Rental Term (option term except that the “Option Notice”). The Base Monthly Rent during rent payable hereunder by Lessee to Lessor for the first year of each extension periods option term shall be adjusted to the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month fair market rental of the initial Rental Term land and building (increasing but excluding all Lessee's Improvements) as of the commencement of each year option term. For purposes of this Lease, unfair market rental shall be determined by agreement between the parties within ten (10) days after Lessee notifies Lessor of its intention to exercise the Option hereunder. If within said ten (10) days the parties are unable to agree upon a "fair market rental," then each shall select an appraiser within five (5) days thereafter by 3%with a designation of "M.A.I." or in the event M.A.I., compounded). “Fair Market Rate” means appraisers are no longer available, a comparable designation and within five (5) days after such appointment, the market rate for rent chargeable for the Leased Premises based two appraisers shall agree upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to servicesa third appraiser. Within thirty (30) days of Option Noticethereafter, Tenant the appraisers shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion parties in writing their appraisal of the Fair Market Ratefair market rental and the average of the two appraisals, Landlord which are closest in amount shall notify Tenant be deemed the fair market rental. Each party shall pay the cost of Landlord’s opinion its own appraiser and the parties shall share the cost of Fair Market Rate within fifteen the third appraiser. In the event the appraisals are not returned to the parties prior to the commencement of the option term, Lessee shall continue to pay rent at the then current rate until the determination of the fair rental value whereupon the rent shall be adjusted retroactively to the fair market rental and any additional amounts shall be paid to the Lessor by Lessee with the next regular monthly payment following such determination. For a period of one hundred twenty (15120) days after receipt the determination of Tenant’s opinion the fair market rental by the parties, as set forth above Lessee shall have the right to terminate the Lease by delivering written notice to Lessor of Fair Market Rate its election to so terminate. In the event, such notice is delivered to Lessor within said one-hundred twenty (“Landlord’s Value Notice”). If 120) day period; the parties are unable to resolve their differences within thirty Lease shall terminate sixty (3060) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as . Lessee shall be responsible for the payment of rent to Lessor in the last day amount determined to be the fair market rental until the date of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processsuch termination.

OPTION TO RENEW. Provided Tenant is notnot in default under the term of this ---------------- Lease beyond applicable cure periods, and has not been provided further that no condition exists that, with the giving of notice or the passage of time or both would constitute a default under this Lease, Tenant shall have the option (more than the "Option") to extend the term of this Lease for one (1) additional period of two (2) times), in default under any years upon all of the terms and conditions contained hereinof the Lease, Tenant other than the Minimum Monthly Rent, which shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term be determined as provided herein (“Option”)described below. The Option shall only must be exercised exercised, if at all, by Tenant delivering giving Landlord written notice of the exercise thereof to Landlord no earlier less than the date which is twelve one hundred eighty (12180) months days prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior Lease Term. Any failure of Tenant to the expiration give due notice of its exercise of the Rental Term (Option within such time shall constitute an irrevocable election on the “Option Notice”)part of Tenant not to exercise the Option. The Base Minimum Monthly Rent during the first year of each extension periods Option Term shall be the lesser of: (i) the then current "Fair Market Rate (Rental Value" of the Premises, as defined) for comparable space within defined below; provided, however, that in no event shall the Project, and (ii) the Base Minimum Monthly Rent then for any portion of the Option Term be less than the Minimum Monthly Rent in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%immediately preceding the commencement of the Option Term, compounded). “regardless of any determination of a Fair Market Rate” means Rental Value pursuant to the market rate for rent chargeable other provisions of this Section that would result in a lower Minimum Monthly Rent. Upon exercise of the Option, Landlord and Tenant shall, in good faith, attempt to reach a mutually acceptable Fair Market Rental Value of the Premises and consequent Minimum Monthly Rent for the Leased Premises based Option Term. If Landlord and Tenant cannot agree upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within Fair Market Rental Value within thirty (30) days of Option NoticeTenant's exercise of the Option, then, within five (5) days thereafter, Landlord and Tenant shall each select and notify Landlord the other of Tenant’s option the name of Fair Market Rate an "Evaluator," who, for purposes of the applicable renewal periodLease, shall be an independent and impartial real estate professional (such as a licensed real estate agent) having more than ten years' experience in the leasing of space comparable to the Premises. If Landlord disagrees with Tenant’s opinion Each Evaluator shall promptly proceed to select a third Evaluator, who shall have the aforesaid qualifications of an Evaluator. Such third Evaluator shall determine the Fair Market Rate, Rental Value of the Premises and shall deliver to both Landlord shall notify and Tenant a copy of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences such determination within thirty (30) days thereafter, Landlord after his or Tenant, at its sole option, may terminate this Lease, effective her appointment as the third Evaluator. The parties agree that the third Evaluator's determination as aforesaid shall be considered as the Fair Market Rental Value of the last day Premises and shall be conclusive and binding upon Landlord and Tenant. If the original two Evaluators shall fail to agree upon the selection of a third Evaluator, the same shall be designated by the president of the then-current Rental TermSan Diego Board of Realtors, or any successor organization thereto. AlternativelyLandlord and Tenant shall each pay any fees of their own Evaluator and shall share equally the fees of the third Evaluator, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processif any.

OPTION TO RENEW. Provided Tenant It is notagreed and understood that the Tenant, if not in default beyond any applicable cure period and this Lease has not been (more than two (2terminated in accordance with the provisions of this Lease, shall have the right to extend this Agreement for [***] additional period(s) times), in default under any of [***] years each at the terms and conditions contained herein[***]. If Tenant shall elect to extend, Tenant shall give to Landlord not less than six (6) months' written notice (certified mail) prior to the expiration of the original term of this Lease Agreement. If within thirty (30) days, the Landlord and Tenant have not agreed upon at the Fair Market Rental rate during the respective term, then Tenant and Landlord shall each appoint a knowledgeable real estate broker or appraiser familiar with commercial property of the type in the Memphis metropolitan area. The two (2) additional consecutive five (5) year options appointees shall designate a third real estate broker or appraiser and the majority decision of the three shall be binding upon Tenant and Landlord, but under no circumstances shall the rent during any extended term be less than rent paid during the preceding term. The cost of arbitration shall be borne equally by the Landlord and Tenant. Notwithstanding the foregoing, in order to renew and avoid any forfeiture or inadvertent lapse of any of Tenant's right to extend the Rental Term as provided herein (“Option”). The Option Lease term, if Tenant shall only be exercised by Tenant delivering fail to give Landlord any written notice thereof to Landlord no earlier than the extend prior to that date which is twelve six (126) months prior to the expiration of the Rental Term and no later than the date which is nine original term of this Lease Agreement (9) months prior to or the expiration of the Rental first extended term, as applicable) and shall not have given Landlord prior notice of its intent not to exercise its option to extend the term of the Lease pursuant hereto, then and as often as the same shall occur, Tenant's right to extend the Term shall nevertheless continue until the expiration date of the original term of this Lease Agreement (or the “Option Notice”). The Base Monthly Rent during expiration of the first year extended term as applicable) or earlier termination of each extension periods this Lease, as shall its tenancy hereunder, under the same terms and conditions as theretofore in effect *** Confidential treatment requested. 7 and notwithstanding that the Lease term or most recent extended term shall have expired, except that after the expiration of the term, the Lease shall become a month-to-month tenancy until such time as the next option to extend the term is exercised or this Lease is otherwise terminated pursuant to its terms. If Tenant fails to give Landlord notice of its exercise of the next-succeeding option to extend the term prior to the applicable six (6) month deadline, Landlord shall be entitled (but not obligated) to provide Tenant with a written notice of Landlord's election to terminate such option to extend the lesser of: terms and all subsequent options to extend the term, which notice shall be effective to terminate this Lease upon either (i) the then current Fair Market Rate (as defined) for comparable space within expiration of the Projectterm of this Lease, and or (ii) if the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term term has already expired, that date which is sixty (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (3060) days of Option Notice, Tenant shall notify Landlord following the date of Tenant’s option 's receipt of Fair Market Rate for the applicable renewal period. If Landlord disagrees with such termination notice from Landlord, unless Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after of receipt of such termination notice, provides Landlord with written notice of Tenant’s opinion 's election to exercise its next available option to extend the terms of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Tenant is notthat no Event of Default has then occurred, and has Lessee shall have the option to renew the Lease, at the expiration of the original term, with respect to all but not been (more less than two (2) times), in default all of the Equipment leased under any of this Equipment Schedule on the terms and conditions contained hereinof the Lease, Tenant for a negotiated renewal term at a periodic rent equal to the Fair Market Rental Value of such Equipment determined at the time of renewal. Such election shall have two (2) additional consecutive five (5) year options be effective with respect to all Equipment leased under this Equipment Schedule. If Lessee desires to exercise this option it shall give Lessor written notice of its intention to exercise this option to renew and extend the Rental Term as provided herein at least ninety (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (1290) months prior to the days before expiration of the Rental Term and no later than original term with respect to this Equipment Schedule. Thereafter, Xxxxxx shall engage in negotiations with Lessor to determine the date which is nine periodic rent to be paid during the renewal term. Not less then sixty (960) months prior to the days before expiration of the Rental Term (original term with respect to this Equipment Schedule, Lessee shall give Lessor written notice of its election to renew on the “Option Notice”)terms mutually agreed upon during negotiations. The Base Monthly Rent during the first year For purposes of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Projectthis Section, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market RateRental Value” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable shall be deemed to be an amount equal to the Leased Premises or any comparable premises: rentrental, escalationas installed and in use, termobtainable in an arms’ length transaction between a willing and informed lessor and a willing and informed lessee under no compulsion to lease (and assuming that, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion as of the Fair Market Ratedate of determination, Landlord shall notify Tenant the Equipment is in at least the condition required by section 9 of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”the Master Lease Agreement). If (prior to sixty (60) days before expiration of the term of the Lease) the parties are unable to resolve their differences within thirty agree on the Fair Market Rental Value of the Equipment, then (30at least forty-five (45) days thereafter, Landlord or Tenant, before expiration of the term of the Lease) Lessor and Lessee shall obtain appraisal values from three independent appraisers (one to be selected by Lessor at its sole optionexpense, may terminate this Leaseone by Lessee at its expense, effective and the other by the two selected by Lessor and Lessee (the expense of such third appraiser to be shared equally by Xxxxxx and Xxxxxx); each of whom must be associated with a professional organization of equipment or personal property appraisers, such as the American Society of Appraisers) and the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of average Fair Market Rate to a “Market Assessment Process,” Rental Value as provided in Exhibit “F” – Market Assessment Processdetermined by such appraisers shall be binding on the parties hereto.

OPTION TO RENEW. Provided the Tenant is not, and has not been (more than two (2) times), in default under any during the Term of the terms and conditions contained hereinLease, The Tenant shall have the right to renew the Lease with respect to the Leased Premises for two (2) additional consecutive terms of five (5) year options to renew and extend the Rental Term as provided herein years (“OptionRenewal Period”) on the same terms and conditions, except for all Options to Renew, Rent Free Period, Annual Minimum Rent and Additional Rent. The Annual Minimum Rent during the renewal period will be the fair market rental rate (the “FMRR”) at the date of renewal for similar premises to be agreed between the parties but shall in no event be lower than the previously paid Annual Minimum Rent. Failing such agreement within four (4) weeks prior to the expiry of the Term of the Lease or the Renewal Period, said Net Rent shall be determined by arbitration pursuant to the Arbitration Act (Ontario). The Option shall only be exercised by Tenant delivering written notice thereof must advise the Landlord, in writing of its intention to Landlord no earlier than exercise the date which is twelve option to renew at least six (126) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term Lease, failing which the option to renew shall become null and void and without any further effect whatsoever. For purposes hereof, the FMRR shall be established taking into account all relevant factors including: the current annual rent per RSF that a willing, comparable, full floor or greater non-renewal, non-sublease, non-expansion, non-equity Tenant would pay, and a willing comparable Landlord of like and comparable buildings found in the Belleville and Kingston submarket would accept, at arm’s length, for comparable space, giving consideration to annual rental rates per RSF, escalations (the “Option Notice”including type, gross or net, and if gross, whether base year or Expense Stop). The Base Monthly Rent , abatement provisions reflecting free rent and/or no rent during the first year lease term, the building standard work letter, tenant improvement allowances, brokerage commissions, tenant build-out period, tenant’s credit rating/financial position, no break in rent stream for lease-up time, the age and location of each extension periods shall be the lesser of: (i) building, the then current Fair Market Rate (as defined) for comparable space within location and floor location of the Projectpremises being leased, the services provided under the terms of the leases and (ii) the Base Monthly Rent then in effect other generally applicable terms and considerations of tenancy for the Leased Premises during space in question at or about the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable time that such FMRR is deemed to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processtake effect.

OPTION TO RENEW. Provided Tenant is not, and has not been at its option may renew the term of this Lease for one (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (21) additional consecutive term of five (5) year options to renew and extend the Rental Term as provided herein years (“"Renewal Option”"). The Renewal Option shall only may be exercised by Tenant delivering written notice thereof delivered to Landlord no earlier than the date which is at least twelve (12) months prior to before the expiration of the Rental initial Term of this Lease; provided that at the time of such notice and at the commencement of the renewal Term, no Event of Default by Tenant as defined in this Lease is in existence, and provided further that Tenant furnishes current financial statements to Landlord and that no material, adverse change in the financial condition of Tenant has occurred. Upon the service of the notice and subject to the conditions set forth in the preceding sentence, this Lease shall be extended by execution of an Amendment to this Lease Agreement incorporating the renewal Term and no later than the new Annual Rent rate for the renewal Term, determined as provided below. The renewal Term shall commence upon the expiration date which is nine (9) months of the initial Term of this Lease and expire at midnight of the day prior to the expiration annual anniversary of such date five (5) years thereafter. The renewal Term shall include all of the Rental Term (Premises then covered by the “Option Notice”). The Base Monthly Rent during the first year of each extension periods Lease, and shall be upon the lesser of: same terms, covenants and conditions as provided in this Lease for the initial Term, except that (i) the then current Fair Market Rate Annual Rent not attributable to Initial Operating Expense Basic Cost payable during the renewal Term shall be at the greater of (A) the fair market rental rate as defineddetermined for such renewal Term pursuant to the next paragraph, which new Annual Rent shall be designated by Landlord within thirty (30) days of Tenant's exercise notice, or (B) the Annual Rent not attributable to Initial Operating Expense Basic Cost for comparable space within the Projectfinal Lease Year of the initial Term, and (ii) the Base Monthly Annual Rent then in effect shall also include a new amount for the Leased Premises Initial Operating Expense Basic Cost, which shall be adjusted to reflect the then-current Initial Operating Expense Basic Cost figure for the Building. Payment of all Additional Rent and any other Rent required to be paid by Tenant as provided in this Lease for the initial Term shall continue to be made during the last month renewal Term. Any termination of this Lease, any assignment of this Lease and/or any subletting of the initial Rental Term (increasing each year thereafter by 3%Premises terminates all rights of renewal. The "fair market rental rate," as such term is used in this Rider, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable shall mean and refer to the Leased Premises prevailing rental rate (exclusive of Operating Expenses, Taxes and other such costs) per square foot of Rentable Area then being offered by landlords and agreed upon by tenants of similar size for comparable space in buildings in the Denver Technological Center comparable to the Building. In determining the fair market rental rate, Landlord shall be entitled to take into consideration the rental rates per square foot of Rentable Area then being obtained in the Building, with appropriate adjustment for floor location within the Building, whether such other lease is a new lease or a renewal lease, the date of signing and the term of any comparable premises: rentsuch other leases, escalation, term, size, expense stoprent concessions, tenant allowancefinish allowances and credits provided to such other tenants, the amount of space leased, the creditworthiness of the tenants, moving concessions, commissions and any other matter that a reasonably prudent tenant and landlord would consider in the determination of rent and similar items. In addition, Landlord will take into account the existing tenant finishes, parking availabilitycondition of the subject space and its suitability for Tenant's use, and location any improvements to be made thereto by Landlord. Landlord and proximity Tenant shall use reasonable, good faith efforts to services. Within agree on the Annual Rent applicable during the renewal Term within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion 's exercise of the Fair Market RateRenewal Option, as evidenced by written agreement of Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of and Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable fail to resolve their differences agree within such thirty-day period, then the fair market rental rate shall be determined by appraisal in the manner provided herein; provided that, if Landlord and Tenant, at any time, agree in writing on the Annual Rent, the Annual Rent shall be the amount determined by such agreement. Landlord and Tenant shall, by written agreement, appoint an appraiser to appraise and determine the fair market rental rate. If Landlord and Tenant appoint a single appraiser, the fair market rental rate shall be as determined by such appraiser. If Landlord and Tenant fail to agree upon an appraiser within fifty (50) days after Tenant's exercise of the Renewal Option, then each shall appoint an appraiser and give the other party notice of such appointment within seventy (70) days after Tenant's exercise of the Renewal Option. If either party fails to appoint an appraiser and give the other party notice of such appointment within such period, the fair market rental rate shall be determined by the written appraisal of the appraiser who was appointed in accordance herewith. If Landlord and Tenant both appoint appraisers, each shall appraise the fair market rental rate and shall submit a written report of such appraisal to both Landlord and Tenant within thirty (30) days thereafterafter his appointment, and both appraisers shall thereafter use reasonable, good faith efforts to agree on the fair market rental rate. If the two appraisers fail to agree on the fair market rental rate within forty (40) days after the date the last of them was appointed, and if the difference between the fair market rental rate as determined by the two appraisers is less than or equal to five percent of the higher of those two appraisals, then the fair market rental rate shall be deemed to be the average of those two appraisals. If the two appraisers cannot agree upon the fair market rental rate within forty (40) days after the date the last of them was appointed, and if the difference between the fair market rental rate as determined by such appraisers is greater than 5% of the higher of those two appraisals, then the two appraisers shall appoint a third appraiser and shall deliver copies of their respective appraisal reports to such third appraiser. The fair market rental rate, as determined by such third appraiser, shall be an amount not higher than that determined by the higher appraisal and not lower than that determined by the lower appraisal and shall be determined by such third appraiser by review of the first two appraisals and such further inquiries and investigations as the third appraiser determines to make. The third appraiser shall make such determination and submit his determination of fair market rental rate to both Landlord and Tenant within thirty (30) days after his appointment and receipt of copies of the appraisal reports of the two other appraisers. Each appraiser appointed hereunder shall be an M.A.I. appraiser with no affiliation with either Landlord or Tenant, at its sole optionexcept that such appraiser may have performed work for either Landlord or Tenant in the past, may terminate this Lease, effective so long as of no such work is currently being performed. Each appraiser shall use his best efforts in good faith to determine the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree fair market rental rate without regard to submit the whether such determination of Fair Market Rate to would be a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.detriment or

OPTION TO RENEW. Provided Tenant Lessee is not, and has not been (more than granted two (2) times), in default under any options to extend the Term of the terms and conditions contained herein, Tenant shall have two (2) Lease Agreement for an additional consecutive five (5) year options to renew years each, herein defined as the "Extension Period". Such extension shall be on the same terms and extend the Rental Term conditions as provided herein in the Lease Agreement with the exception of Base Rent. Base Rent for the Extension Period shall be a sum equal to: For the Extension Period(s) the Base Rent will be the fair market rental for the Leased Premises as of the date six (“Option”)6) months prior to expiration of the initial Lease Term or the first Extension Period if so exercised. The Option However, the Base Rent for the Extension Periods shall not be less than the Base Rent as of the expiration of the initial lease Term and the Base year will be adjusted to reflect the year the Extension Period commenced. It shall be a condition precedent to the exercise of this option that Tenant shall not be in default under the Lease Agreement at the time of exercise of the option and at the commencement of the extension term. If Lessee elects to exercise this option, Lessee shall exercise said option only be exercised by Tenant delivering written notice thereof delivered to Landlord no Lessor at least one hundred eighty (180) days prior the expiration date of the Initial Term or last Extension Period, as applicable but not earlier than the date which is twelve three hundred sixty (12360) months days prior to the expiration of the Rental Initial Term and no later than or last Extension Period, as applicable. In the date which event that the option rental is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate fair market rental for the applicable renewal period. If Landlord disagrees with Tenant’s opinion Premises, the parties shall thereafter immediately meet and endeavor to agree upon the fair market rental of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)Lease Premises. If the parties are unable to resolve their differences agree upon the amount of rental for the Extension Period at least ninety (90) days prior to the commencement of said Extension Period ("Initial Meeting Period"), then the determination of the rental shall be promptly submitted to arbitration. Each party hereto will select, within fifteen (15) days of the expiration of the Initial Meeting Period, referred to above, a licensed real estate agent with at least five years commercial experience in the City in which the Lease Premises are located involving properties similar to the Property under this Lease and said arbitrators shall meet for the purpose of determining the rental for the Extension Period. If one party fails to so select an agent the one agent retained shall set the fair market rental. If the two arbitrators do not agree, within thirty (30) days thereafterof their selection, Landlord they shall select a third arbitrator with the qualifications referred to above, within fifteen (15) days, and if they cannot agree on a third arbitrator, the third arbitrator shall be appointed by the presiding judge of the Superior Court in the County in Initials ------ Page 21 Initials ------ which the Leased Premises are located. Lessor or TenantLessee may petition such Court within ten (10) days of the expiration date of the time for the selection of the third arbitrator requesting the earliest possible determination by the Court. The three arbitrators shall determine values within a thirty (30) day period of the appointment of the third arbitrator and if they cannot agree upon a fair market rental the three values shall be added together and the total shall be divided by three. If any value is lower or higher than ten percent (10%) from the middle value such higher or lower value shall be excluded from the calculations and the two remaining values shall be divided by two or if only one value remains, at its sole optionsuch value shall be the value used. Each party shall pay his own agent and the cost of the third, may terminate this Leaseif necessary, effective shall be paid equally. The determination shall be signed by both parties and shall thereupon become a part of the lease agreement. If the Base Rent for the Extension Period has not been determined as of the last day commencement of the then-current Rental TermExtension Period, Lessee shall pay an estimated Base Rent of One Hundred Ten percent (110%) of the Base Rent due for the last month prior to commencement of the Extension Period. Alternatively, Tenant and Landlord may mutually agree Any deficiency shall be payable by Lessee to submit Lessor within ten (10) days of the arbitrator's determination of Fair Market Rate the Base Rent for the Extension Period. Any surplus shall be a credit for Base Rent to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processbecome thereafter due.

OPTION TO RENEW. Provided So long as this Lease is in full force and effect and Tenant (a) is not, occupying and doing business from the Demised Premises at the time the election is exercised; (b) is not in material default under this Lease either at the time of the election or at the effective date thereof; and (c) has not been (late in making payments within the applicable grace period, if any, due under the Lease more than two twice within any twelve (212) times), in default under any of month period during the terms and conditions contained hereinTerm, Tenant shall have the option to renew this Lease for two (2) additional consecutive five terms of three (53) year options to renew and extend years each (the Rental Term as provided herein (“OptionFirst Renewal Term”, the “Second Renewal Term”). The Option shall only Such option to renew may be exercised by Tenant delivering by giving written notice thereof to Landlord no earlier than of Tenant’s intention to renew the date which is twelve Lease at least seven (127) months prior to the expiration of the original Lease Term (the “Original Term”) or the First Renewal Term, as the case may be (the “Renewal Election Date”). During the following sixty days, Tenant will have the exclusive right to negotiate the terms and conditions of such renewal with Landlord. The Base Rental Term and no later than the date which is nine (9) months prior to Rate in effect at the expiration of the Rental Term (then current term of the “Option Notice”). The Base Monthly Rent during the first year of each extension periods Lease shall be increased to reflect ninety five (95) percent of the lesser of: (i) the then current Fair Market Rate (as defined) fair market rental rate for comparable renewal space within in the Project, Building and (ii) in other similar buildings in the Base Monthly Rent then in effect for the Leased Premises during the last month same rental market as of the initial date the renewal term is to commence, taking into account the specific provisions of the Lease which will remain constant. Landlord shall advise Tenant of the new Base Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) Premises no later than 30 days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)written request therefore. If the parties are unable to resolve their differences within Said request shall be made no earlier than thirty (30) days thereafterprior to the first date on which Tenant may exercise its option under this Paragraph. If Landlord and Tenant agree upon such terms and conditions and if Tenant properly exercises its right to extend the Lease Term for the First Renewal Term, the First Renewal Term shall commence on the day immediately following the expiration date of the Original Term; and if Tenant properly exercises its right to extend the Lease Term for the Second Renewal Term, the Second Renewal Term shall commence on the day immediately following the expiration date of the First Renewal Term. In the event that Tenant shall fail to exercise the applicable option to renew on or before the Renewal Election Date of if Landlord or Tenantand Tenant fail to agree on the terms and conditions of such renewal, at such applicable option to renew, and any subsequent option to renew, shall be null and void in its sole option, may terminate entirety. Notwithstanding anything to the contrary in this Lease, effective as the options to renew herein provided are unique and personal to Tenant and shall not be transferable to any assignee, subtenant or other successor-in-interest to Tenant other than Affiliates to which the Lease has been assigned pursuant to Section 25 of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessLease.

OPTION TO RENEW. Section 42.1 Provided Tenant is not, and has not been (more than two (2) times), in default under any that both at the time of the terms exercise of the Renewal Option (as hereinafter defined) and conditions contained hereinat the time of the commencement of the Renewal Term (as hereinafter defined): (i) this Lease shall be in full force and effect; (ii) there shall not then be existing an Event of Default under this Lease; and (iii) Tenant (and its affiliates) are in physical occupancy of the entire Premises, Tenant shall have two one option to extend the Term of this Lease (2the “Renewal Option”) additional consecutive for a period of five (5) year options to renew and extend years (the Rental Term as provided herein (“OptionRenewal Term”). The Renewal Term shall commence on the day following the Fixed Expiration Date. The Renewal Option shall only be exercised exercisable by Tenant delivering written notice thereof (the “Renewal Notice”) to Landlord no given not earlier than the date which is eighteen (18) months, nor later than twelve (12) months months, prior to the expiration Fixed Expiration Date. Notwithstanding the first sentence of this Section 42.1, Landlord, in its sole discretion, may waive any default by Tenant and no such default may be used by Tenant to negate the effectiveness of Tenant’s exercise of the Rental Renewal Option. The Renewal Term shall constitute an extension of the Term of this Lease and shall be upon all of the same terms and conditions as the existing Term, except that (A) during the Renewal Term there shall be no further option to renew the Term of this Lease, (B) Landlord shall not be required to furnish any materials or perform any Landlord’s Work or other work to prepare the Premises for Tenant’s continued occupancy during the Renewal Term and no later than Landlord shall not be required to make a Tenant Improvement Allowance or to reimburse Tenant for any Alterations made or to be made by Tenant during or in preparation of the date which is nine Renewal Term, and (9C) months prior the Fixed Rent for the Renewal Term shall be payable at a rate per annum equal to the expiration Fair Market Value of the Rental Term (Premises as of the “Option Notice”)first day of the Renewal Term. The Base Monthly During the Renewal Term, all Escalation Rent that Tenant is obligated to pay under Article 3 of this Lease during the first year existing Term hereof shall continue without interruption, it being the intention of each extension periods the parties hereto that the Renewal Term shall be deemed a part of and continuation of the existing Term of this Lease, except that the Base Tax Factor for the Renewal Term shall be the lesser of: (i) Taxes payable for the then current Fair Market Rate (as defined) for comparable space within the ProjectTax Year commencing on July 1, 2020 and (ii) the Base Monthly Rent then in effect for Operating Factor shall be the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable Operating Expenses paid or incurred with respect to the Leased Premises or any comparable premises: rentOperating Year commencing on January 1, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process2020.

OPTION TO RENEW. Provided Tenant is notshall have the option to renew this lease for one (1) successive term of Twenty-Four (24) months, the renewal Lease term commencing upon expiration of the initial Lease term and has not been (more than two (2) times)ending on April 1, in default under any of 2005. All the terms and conditions contained herein, Tenant applicable to the initial Lease term shall have two (2also prevail during the renewal Lease term(s) additional consecutive five (5) year options to renew and extend except that the Rental Term as provided herein (“Option”)fixed monthly base rental for the renewal Lease term shall be at $6.00 per Sq. Ft. including taxes. The Option renewal option shall only be exercised exercisable by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve received at least one hundred eighty (12180) months days prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day end of the then-current Rental Termterm, so long as Tenant is not then or at commencement of the renewal term in default hereunder. AlternativelyADDENDUM #4 Landlord and the individual partners or stockholders of the entity constituting Landlord or any successor thereto shall be under no personal liability with respect to any of the provisions of the Lease, and if Landlord is in breach or default with respect to its obligations or otherwise under this Lease, Tenant shall look solely to the equity of Landlord in the Demised Premises for the satisfaction of Tenant's remedies. It is expressly understood and agreed that Landlord's obligations of this lease shall in no event exceed the loss of its equity in the Property. Tenant and the individual partners or stockholders of the entity constituting Tenant or any successor thereto shall be under no personal liability with respect to any of the provisions of the Lease, and if Tenant is in breach or default with respect to its obligations or otherwise under the Lease, Landlord may mutually agree shall look solely to submit the determination equity of Fair Market Rate Tenant in the Demised Premises for the satisfaction of Landlord's remedies. It is expressly understood and agreed that Tenant's obligations of this Lease shall in no event exceed the loss of its equity in the Property. EXHIBIT A [Floor Plan Graphic Omitted] XXXXXX CORPORATION LETTER OF AGREEMENT TENANT AGREES TO PURCHASE DRIVE IN PALLET RACK SYSTEM FOR $100,000.00 TO BE PAID FOR IN THE FOLLOWING MANNER: $33,333.00 ON APRIL 1, 1997 $33,333.00 ON OCTOBER 1, 1997 $33,333.00 ON APRIL 1, 1998 TENANT FURTHER AGREES TO PURCHASE MISCELLANEOUS OFFICE EQUIPMENT (SCHEDULE TO BE CREATED), FOR THE SUM OF $10,000.00. TITLE FOR THE EQUIPMENT WILL PASS UPON PRESENTATION OF UEZ CERTIFICATE FROM TENANT. XXXXXX CORPORATION CONTRACTUAL AGREEMENT BETWEEN SEL-LEB MARKETING, INC. AND XXXXXX CORPORATION. THIS AGREEMENT SUPERSEDES LEASE DATED FEBRUARY 5, 1997. The intent and agreement by both the Landlord and Tenant to enter into this Contractual Agreement which supersedes Paragraph 43 of the attached written Lease and Xxxxxxxx # 0 both parties recognize that there is language in the Lease stating the Lease is the complete agreement. This letter supersedes that language. The Tenant will be bound by this lease even if he does not receive approval or obtain a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.New Jersey Business Employer Incentive Program grant. Landlord agrees to be bound by this lease even if he does not receive approval from the Economic Development Authority to lease the space to the Tenant. XXXXXX CORPORATION RENTAL SCHEDULE - 50,570 SQ. FT. Cost per MONTHLY RENT Sq. Ft. TAXES YEARLY NET YEARLY GROSS YEAR 1 $ 8,310.00 $ 1.97 $4,910.00 $ 99,744.00 $ 150,000.00 YEAR 2 $ 8,310.00 $ 1.97 $4,910.00 $ 99,744.00 $ 150,000.00 YEAR 3 $ 16,476.00 $ 3.91 $4,190.00 $197,430.00 $ 248,000.00 YEAR 4 $ 20,643.00 $ 4.90 $4,190.00 $247,716.00 $ 298,000.00 YEAR 5 $ 20,643.00 $ 4.90 $4,190.00 $247,716.00 $ 298,000.00

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) the option to renew and extend this Lease for an additional consecutive term of five (5) year options years (“Extended Term”). The Extended Term shall be upon the same terms, conditions and provisions contained in this Lease, provided that Rent then in effect shall be adjusted as set forth hereafter. In no event shall any percentage increase in Rent exceed the percentage increase in the Consumer Price Index as hereafter defined. For purposes of this Lease, the Consumer Price Index shall mean the most recent Consumer Price Index for Urban Wage Earners and Clerical Workers Revised (1982-84=100), published by the Bureau of Labor Statistics of the United States Department of Labor, all items, reported for the month prior to the Commencement Date of the Term shall be considered as the base Index in effect. The price Index in effect for the month prior to the beginning of the Extended Term shall be compared with this base Index figure. The Rent then in effect shall be increased , if appropriate, by the percentage of increase in the price Index in effect for the month prior to the first day of the Extended Term over the base Index. Tenant shall give Landlord preliminary written notice (the “Preliminary Notice”) of its intention to exercise the option to renew and extend this Lease for the Rental Extended Term as provided herein no less than one hundred twenty (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12120) months days prior to the expiration of the Rental Term and no initial Term. The Preliminary Notice does not commit the Tenant to renew or extend the Lease. No later than forty five (45) days after receipt of said notice, Landlord shall submit to Tenant its proposed lease price for the date which is nine Extended Term. The parties shall promptly enter into negotiations to establish the firm price for the Extended Term. Tenant shall exercise its option to renew and extend this Lease for the Extended Term by delivering written notice to Landlord (9the “Notice of Renewal”) months no less than thirty (30) days prior to the expiration of the Rental initial Term. Once given, the Notice of Renewal for the Extended Term (shall be irrevocable by Tenant, except as may be otherwise provided in this Lease and the “Option Notice”). The Base Monthly Rent during the first year of each extension periods rent shall be the lesser of: (i) amount negotiated and agreed to by the then current Fair Market Rate (parties or failing agreement by the parties the prior rent increased by the percentage increase or decreased in the price index as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded)described above. “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable Notwithstanding anything to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Noticecontrary contained in the foregoing, Tenant shall notify Landlord be entitled to exercise its option to renew only if Tenant shall not then be in default after notice and the expiration of Tenant’s option of Fair Market Rate for the any applicable renewal period. If Landlord disagrees with Tenant’s opinion grace period under any of the Fair Market Ratematerial terms, Landlord shall notify Tenant provisions, covenants or conditions of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as . In no event shall the Consumer Price Index increase on the Rent be less than a minimum of the last day 3% per year or a maximum of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process5% per year.

OPTION TO RENEW. Provided So long as Tenant is not, and has not been (more than two (2) times), then in default Default under this Lease beyond the expiration of any of the terms and conditions contained hereinapplicable cure period, Tenant shall have the option to renew this Lease two (2) times for additional consecutive terms of five (5) year options years (each a “Renewal Term”) subject to renew the terms set out below. Base Rental for the Premises during each Renewal Term shall be at market rate for comparable Class A office buildings along College Boulevard (west of Xxxx and extend the Rental Term as provided herein east of Overland Parkway) in Overland Park, Kansas, to be determined considering all concessions, commissions and other forms of inducements being offered to tenants of similar size and credit in such Class A office buildings. Tenant shall exercise each such option (an “Extension Option”). The Option shall only be exercised ) by Tenant delivering written notice thereof to notifying Landlord no earlier in writing of Tenant’s exercise of the option not sooner than the date which is twelve (12) months prior to the expiration of the Rental Term and no not later than the date which is nine (9) months prior to the expiration end of the Rental Lease Term (the “Option Notice”). The Base Monthly Rent during or the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to servicesRenewal Term. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion notice of Fair Market Rate (“Landlord’s Value Notice”)its exercise of an Extension Option, Landlord shall supply to Tenant in writing the Base Rental for the Premises during the Renewal Term. If the parties are unable to resolve their differences within Within thirty (30) days thereafterof Tenant’s receipt of Landlord’s notification as to the Base Rental for the Premises during the Renewal Term, Tenant shall respond as follows: (a) Tenant shall notify Landlord or Tenant, at its sole option, may terminate this Lease, effective in writing within the said thirty (30) day period that it accepts the Base Rental proposed by Landlord for the Renewal Term in which case the Renewal Term shall commence as of the last day end of the then-63rd month of the Lease Term or the end of the 60th month of the first Renewal Term as applicable or (b) Tenant shall notify Landlord in writing within the thirty (30) day period that it rejects the Base Rental set out by Landlord for the Renewal Term in which case Tenant shall be deemed without further notice and without further agreement between Landlord and Tenant to have elected not to exercise its option for said Renewal Term and any prior exercise of the Extension Option for that Renewal Term is deemed revoked. If Xxxxxx fails to notify Landlord within said thirty (30) day period that it either accepts or rejects the proposed Base Rental for the Premises during such Renewal Term, then Tenant shall be deemed to have rejected the Base Rental proposed by Landlord and the Option to Terminate will expire. Notwithstanding anything to the contrary contained in this Section, if (i) Tenant shall then be in Default in the payment of Base Rent or any other charge payable under the Lease or if Tenant shall then be in Default of any of the other terms and provisions to be performed by Tenant under the Lease as of the date Tenant shall have given Landlord notice of its election to exercise its option for the Renewal Term, or (ii) Tenant fails to give Landlord written notice of its election to exercise its option for the Option Period in the time frame required above, or (iii) Tenant having given such notice thereafter defaults under the Lease prior to the expiration of the then current Rental Termterm, and Landlord notifies Tenant that Landlord elects to negate such notice by reason of such Default, then Tenant shall be deemed without further notice and without further agreement between Landlord and Tenant to have elected not to exercise its option for said Xxxxxxx Xxxx. Alternatively, Any holding over or failure to vacate the Premises at the end of the Lease Term shall not be deemed or construed to be an exercise of the Renewal Term or any extension of the Lease. Any termination of the Lease shall terminate Tenant’s rights of further extension hereunder. The Options to Renew may not be exercised by any assignee of Tenant and Landlord may mutually agree to submit the determination Tenant’s rights under this Section shall terminate if Tenant subleases all or substantially all of Fair Market Rate the Premises, other than to a “Market Assessment Process,” parent, subsidiary or affiliate of Tenant. This right of renewal shall apply to First Lease Space as provided in Exhibit “F” – Market Assessment Processwell as to the original Premises.

OPTION TO RENEW. Provided (i) Tenant is not, and has not been in default hereunder at any time during the Lease Term, (more than two ii) the creditworthiness of Tenant is then acceptable to Landlord, and (2iii) timesTenant originally named herein or a Tenant Affiliate or Permitted Transferee remains in possession of the Leased Premises, and (iii) any combination of Tenant, a Tenant Affiliate or Permitted Transferee has been continuously operating in the entire Leased Premises for the term immediately preceding the Extension Term (defined below), in default under any Tenant shall have the option to extend the Term for one (1) period of five (5) years (the “Extension Term”). The Extension Term shall be upon the same terms and conditions contained hereinin the Lease except (i) any improvement allowances, Tenant termination rights or other concessions applicable to the Leased Premises during the initial term of the Lease shall have two not apply to the Extension Term, and (2ii) additional consecutive five the Minimum Annual Rent for the Extension Term shall be adjusted as set forth hereinbelow (5) year options to renew and extend the Rental Term as provided herein (“OptionRent Adjustment”). The Option Tenant shall only be exercised exercise such option by Tenant delivering written notice thereof to Landlord Landlord, no earlier later than the date which is twelve Two Hundred Seventy (12270) months days prior to the expiration of the Rental Term and no later than Lease Term, written notice of Tenant’s desire to extend the date which is nine (9) months prior to the expiration of the Rental Lease Term (the “Option Tenant’s Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the ProjectUnless Landlord otherwise agrees in writing, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s failure to timely exercise such option of Fair Market Rate for the applicable renewal periodshall waive it. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion the amount of Fair Market Rate within fifteen the Rent Adjustment no later than thirty (1530) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within Tenant shall have thirty (30) days thereafterfollowing its receipt of Landlord’s notice to notify Landlord in writing that Tenant objects to the Rent Adjustment and therefore that Tenant retracts its option to extend the Lease Term, in which case the Lease Term shall expire on its scheduled expiration date and Tenant’s option to extend shall be void and of no further force and effect. Tenant shall be deemed to have accepted the Rent Adjustment if it fails to deliver to Landlord a written objection thereto within said thirty (30) day period. If Tenant properly exercises its option to extend, Landlord or Tenantand Tenant shall execute an amendment to the Lease (or, at its sole Landlord’s option, may terminate this Lease, effective as a new lease on the form then in use by Landlord) reflecting the terms and conditions of the last day Extension Term. The Minimum Annual Rent for the Extension Term shall be an amount equal to the then prevailing market rate for space in the vicinity of the thenPark and in the DFW North Airport submarket of comparable size and quality and with similar or equivalent improvements as are found in the Building, and if none, then for similar buildings in the vicinity, excluding free rent and other concessions; provided, however, that in no event shall the Minimum Annual Rent per square foot payable during the Extension Term be greater than Three and 58/100 Dollars ($3.58) per rentable square foot of the Leased Premises. The Monthly Rental Installment shall be an amount equal to one-current Rental Term. Alternatively, Tenant twelfth (1/12) of the Minimum Annual Rent for the Extension Term and Landlord may mutually agree to submit shall be paid at the determination of Fair Market Rate to a “Market Assessment Process,” same time and in the same manner as provided in Exhibit “F” – Market Assessment Processthe Lease. This option to renew is personal to the original Tenant named herein and shall automatically terminate and be of no further force and effect upon the occurrence of an assignment of the Lease or sublet of all or part of the Leased Premises, except to a Permitted Transferee.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options the option to renew ("Renewal Option") the Term for three (3) successive periods ("Renewal Term(s)") of thirty-six (36) months each, subject to the following covenants and extend the Rental Term as provided herein (“Option”). The Option conditions: Tenant shall only be exercised by Tenant delivering give Landlord written notice thereof ("Renewal Notice") electing to Landlord no earlier exercise the Renewal Option not later than the date which is twelve six (12) 61 months prior to the expiration of the Rental Term and no later than or the then current Renewal Term, as the case may be. Tenant shall not be in default under this Lease when the Renewal Notice is given nor when the Renewal Term is scheduled to commence. Upon giving a Renewal Notice, the Term of this Lease shall be deemed to be extended as of the date which is nine of such Renewal Notice for a period of thirty-six (936) months prior to months, and the expiration Expiration Date shall be extended accordingly. Except as otherwise provided below, the rights and obligations of the Rental both Landlord and Tenant under this Lease during each Renewal Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: same as applicable during the original Term, including the continued Two and 50/100 percent (i2.5%) annual increase of the then current Fair Market Rate Base Rent due during each ensuing "Lease Year" (as hereinafter defined) for comparable space within ). Landlord shall not be required to make any additional improvements to the ProjectPremises as a result of Tenant exercising any Renewal Option. However, should Tenant elect to exercise the Renewal Option, and (ii) the Base Monthly Rent then provided Tenant is not in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Ratedefault hereunder, Landlord shall notify provide Tenant with a "refurbishment allowance" of up to Three and 00/100 Dollars ($3.00) per square foot of Premises net rentable floor area for the first Renewal Term, which amount shall be increased five percent (5%) for each successive Renewal Term. The refurbishment allowance shall, in each instance, be due and payable to Tenant upon Landlord’s opinion of Fair Market Rate within fifteen (15) days after 's receipt of Tenant’s opinion written evidence of Fair Market Rate (“Landlord’s Value Notice”). If costs and expenses incurred by Tenant in refurbishing the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as Premises following the commencement of the last day of the then-current Rental each Renewal Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Tenant shall have the right to renew the Term of this Lease for one (1) period of five (5) years; provided that Tenant is not, and has not been (more than two (2) times)at the time of exercising the first Option to Renew, in default under any of the Lease. In the event the Tenant exercises its Option to Renew, the Lease Term shall be extended for the duration of such option, subject to all terms and conditions contained hereinof this Lease, excepting the Market Terms as herein defined. Tenant shall have two (2) additional consecutive five (5) year options exercise its Option to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised Renew by Tenant delivering giving written notice thereof to Landlord of its desire to determine the Market Terms no earlier later than the date which is twelve seven (127) months prior to the expiration of the Rental Term and no later than then current Lease Term. If Tenant exercises an Option to Renew, the date which is nine (9) months prior rent payable by Tenant shall be equal to the expiration of prevailing fair Market Terms. Market Terms is defined as being the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for average rental rate, priced on a comparable space within the Projectbasis, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month new leases signed by an approximately like-size, third party tenant, with full consideration of the initial Rental Term (increasing each year thereafter by 3%concessions, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalationsuch as tenant improvements, term, free rent, moving allowances, architectural allowances, operating expenses and brokerage fees offered in a Comparable Building (as in hereinafter defined) in the vicinity. Comparable Buildings shall be comparable size, expense stopquality, tenant allowancelocation, existing tenant finishes, parking availability, view and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)submarket. If the parties are unable Market Terms cannot be determined pursuant to resolve their differences the preceding paragraph within thirty (30) days thereafterafter Tenant gives notice of its desire to determine the Market Terms for the renewal period, Landlord or Tenantthen, at its sole unless Tenant by the end of such period withdraws the exercise of the Option to Renew, the Market Terms shall be determined by a process of "baseball arbitration," with each party appointing a licensed real estate broker with not less than five (5) years experience in the Austin, Texas real estate market who shall have general familiarity with the rental rates for properties similar to the Premises, in the vicinity of the Premises. The two brokers so selected shall choose a third broker with similar qualifications, with each of said brokers to make their own independent determination as to the Market Terms. The Market Terms to be established shall be the average of the two values closest to each other, with the value determined by the remaining broker disregarded. The brokers shall complete their determinations no more than thirty (30) days prior to the end of the Lease Term; however, failure to complete said determination within said period shall not invalidate the appraisal. In the event of termination of the renewal option, may terminate this Leasethe renewal option shall thereafter be null and void and of no further force and effect, effective as and the Lease Agreement shall expire at the expiration of its original Lease Tenn. Any termination of the last day Lease Agreement shall also terminate the renewal option. The determination of the then-current Rental TermMarket Terms by said brokers shall be binding upon both Landlord and Tenant. AlternativelyThe cost of the arbitration shall be divided equally between Landlord and Tenant. LATENT DEFECTS: Landlord shall assign any and all warranties for latent defects in materials or workmanship for one (1) year following substantial completion, even if Tenant contributes in any way to the design or to the cost of construction. Landlord shall assist Tenant in enforcing any and Landlord may mutually agree all contracts or warranties on construction related to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment ProcessPremises.

OPTION TO RENEW. Provided Tenant It is notagreed and understood that the Tenant, if not in default beyond any applicable cure period and this Lease has not been (more than two (2) times)terminated in accordance with the provisions of this Lease, in default under any of the terms and conditions contained herein, Tenant shall have two (2the right to extend this Agreement for 2 additional period(s) additional consecutive of five (5) year options years each at the [***]. If Tenant shall elect to renew extend, Tenant shall give to Landlord not less than six (6) months' written notice (certified mail) prior to the expiration of the original term of this Lease Agreement. If within thirty (30) days, the Landlord and Tenant have not agreed upon at the Fair Market Rental rate during the respective term, then Tenant and Landlord shall each appoint a knowledgeable real estate broker or appraiser familiar with commercial property of the type in the Memphis metropolitan area. The two appointees shall designate a third real estate broker or appraiser and the majority decision of the three shall be binding upon Tenant and Landlord, but under no circumstances shall the rent during any extended term be less than rent paid during the preceding term. The cost of arbitration shall be borne equally by the Landlord and Tenant. Notwithstanding the foregoing, in order to avoid any forfeiture or inadvertent lapse of any of Tenant's right to extend the Rental Term as provided herein (“Option”). The Option Lease term, if Tenant shall only be exercised by Tenant delivering fail to give Landlord any written notice thereof to Landlord no earlier than the extend prior to that date which is twelve six (126) months prior to the expiration of the Rental Term and no later than the date which is nine original term of this Lease Agreement (9) months prior to or the expiration of the Rental first extended term, as applicable) and shall not have given Landlord prior notice of its intent not to exercise its option to extend the term of the Lease pursuant hereto, then and as often as the same shall occur, Tenant's right to extend the Term shall nevertheless continue until the expiration date of the original term of this Lease Agreement (or the “Option Notice”). The Base Monthly Rent during expiration of the first year extended term as applicable) or earlier termination of each extension periods this Lease, as shall its tenancy hereunder, under the same terms and conditions as theretofore in effect *** Confidential treatment requested. 7 and notwithstanding that the Lease term or most recent extended term shall have expired, except that after the expiration of the term, the Lease shall become a month-to-month tenancy until such time as the next option to extend the term is exercised or this Lease is otherwise terminated pursuant to its terms. If Tenant fails to give Landlord notice of its exercise of the next-succeeding option to extend the term prior to the applicable six (6) month deadline, Landlord shall be entitled (but not obligated) to provide Tenant with a written notice of Landlord's election to terminate such option to extend the lesser of: terms and all subsequent options to extend the term, which notice shall be effective to terminate this Lease upon either (i) the then current Fair Market Rate (as defined) for comparable space within expiration of the Projectterm of this Lease, and or (ii) if the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term term has already expired, that date which is sixty (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (3060) days of Option Notice, Tenant shall notify Landlord following the date of Tenant’s option 's receipt of Fair Market Rate for the applicable renewal period. If Landlord disagrees with such termination notice from Landlord, unless Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after of receipt of such termination notice, provides Landlord with written notice of Tenant’s opinion 's election to exercise its next available option to extend the terms of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided If Tenant is not, and has not been (more than two (2) times), in default under any hereunder, Tenant shall have the option to renew the Lease Term for one (1) additional period of five (5) years ("Option Period"). Such renewal shall be upon the same terms and conditions contained herein, Tenant in the Lease for the original Lease Term except for this provision giving the renewal option and subject to an adjustment of the Minimum Annual Rent. Such option shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering the occurrence of the following events: (i) Tenant's giving written notice thereof to Landlord no earlier than of its intention to renew the date which is twelve (12) months prior to the expiration of the Rental Lease Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, original Lease Term; and (ii) Tenant's giving written notice to Landlord of its acceptance of the Base Monthly Minimum Annual Rent as adjusted herein within ten (10) days following receipt of the Landlord's written notification of the Minimum Annual Rent for the option Period. The Minimum Annual Rent for the Option Period shall be an amount equal to the Minimum Annual Rent then being quoted by landlord's to prospective tenants for space of comparable size and quality and with similar or equivalent improvements in effect for the Leased Premises comparable buildings in a comparable location; provided, however, that in no event shall the Minimum Annual Rent payable during such Option Period be less than the Minimum Annual Rent payable during the last month year of the initial Rental Term (increasing each year thereafter by 3%, compounded)original Lease Term. “Fair Market Rate” means Landlord shall notify Tenant of the market rate for amount of any rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within change no later than thirty (30) days of Option Notice, Tenant shall notify Landlord after receiving notice of Tenant’s 's intent to exercise such option to renew. The Minimum Monthly Rent shall be an amount equal to one-twelfth (1/12) of Fair Market Rate the Minimum Annual Rent for the applicable renewal periodOption Period and shall be paid at the same time and in the same manner as provided in the lease. If Landlord disagrees with Tenant’s opinion of In the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If event that the parties are unable cannot agree to resolve their differences within thirty (30) days thereafterthe Minimum Annual Rent for the Option Period, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually parties agree to submit such rent determination to arbitration in accordance with the determination rules and procedures of Fair Market Rate to a “Market Assessment Process,” the American Arbitration Association using the method commonly known as provided in Exhibit “F” – Market Assessment Process"Baseball Style Arbitration."

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive options (each a "Renewal Option") to extend the Term of this Lease with respect to either the Building or the Expansion Space, or both, each for a five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term extended term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”"Renewal Term"). If Tenant has exercised the parties are unable Expansion Option set forth in Paragraph 52 below, Tenant may exercise the Renewal Option with respect to resolve their differences within thirty all of the original Premises and/or the Expansion Space; provided however, as a condition to exercising such Renewal Option, Tenant must be in possession of at least fifty percent (3050%) days thereafter, Landlord or Tenant, at its sole option, may terminate of the square footage of the building for which Tenant desires to exercise the Renewal Option. Each Renewal Option shall be effective only if Tenant is not in Default under this Lease, effective as nor has any event occurred which with the giving of notice or the passage of time, or both, would constitute a Default hereunder, either at the time of exercise of the Renewal Option or the time of commencement of the Renewal Term. If Tenant exercise the first Renewal Option in accordance herewith, the first Renewal Term shall commence on the day following the last day of the then-current Rental initial Term and end on the day preceding the fifth anniversary thereof. If Tenant exercises the second Renewal Option, the second Renewal Term shall commence on the day following the last day of the first Renewal Term and end on the day preceding the fifth anniversary thereof. The second Renewal Option may not be exercised unless Tenant has previously exercised the first Renewal Option. Each Renewal Term. Alternatively, Tenant if properly exercised, shall be upon the same terms and Landlord may mutually agree to submit conditions as the determination of Fair Market Rate to a “Market Assessment Process,” Lease except for Base Rent (which shall be determined as provided in Exhibit “F” – Market Assessment Processthe following provisions of this Paragraph) and the size of the Premises (which shall be determined based upon the square footage of the space subject to the Renewal Notice). The Renewal Option shall be personal to Tenant and any transferee of a Permitted Transfer and shall not be assignable or otherwise transferable to any other permitted assignee, subtenant or other third parties and there shall be no further Renewal Option beyond the expiration of the second Renewal Term. In order to exercise a Renewal Option, Tenant shall give written notice to Landlord of Tenant's exercise of such election ("Tenant's Notice") at least ten (10) months prior to expiration of the then current Term and if such notice is not so given, the Renewal Option shall lapse; the Tenant hereby expressly acknowledges and agrees that time is of the essence for purposes of notice of exercise of a Renewal Option and that Tenant's failure to do so by said date will relieve Landlord of any obligation under this Paragraph. If Tenant gives such notice within the time prescribed, Landlord and Tenant shall be deemed to have entered into an extension of this lease with respect to the entirety of the Premises for a five (5) year extended term on the terms and conditions set forth herein.

OPTION TO RENEW. Provided Tenant is not, and has not been may extend the Term of the Lease for One (more than two 1) additional period of Two (2) times)years (the “Option Period”) by written notice of its election to do so given to Landlord one hundred and eighty (180) days prior to the expiration date or the expiration date of the first Option Period, in default under any as applicable. The Option Period will be on all of the terms and conditions contained hereinof the Lease applicable at the expiration date, Tenant except for the payment of Base Rent, which shall have two be an amount equal to Fair Market Rental Rate (2as hereinafter defined) additional consecutive five of the Premises in relation to market conditions at the time of the extension. The Fair Market Rental Rate of the Premises shall be determined based upon the annual amount per rentable square foot that a willing, comparable, non-equity, non-renewal, non-expansion new tenant would pay and a willing, comparable landlord of a first-class office building in a similar area would accept at arm’s length, giving appropriate consideration to annual rental rates per rentable square foot, the type of escalation clauses (5) year options to renew including, but not limited to, operating expense, real estate taxes, CPI), size and extend location of premises being leased and other generally applicable terms and conditions of tenancy for the space in question (the “Fair Market Rental Term as provided herein (“OptionRate”). The Landlord and Tenant agree to immediately execute an amendment to this Lease stating and incorporating the Fair Market Rental Rate as the Base Rent for the Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the Period. However, upon expiration of the Rental Term and Option Period, Tenant will have no later than further right to extend the term. Tenant will not have any rights under this paragraph if: (a) An event of default exists on the expiration date or on the date on which is nine Tenant gives its written notice, requesting the right to exercise the herein provided option, or (9b) months prior to Tenant occupies less than substantially all of the rentable square feet (but not less than 90% of the Premises) of the Premises on the expiration of the Rental Term date, or (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: c) Tenant exercises its rights less one hundred eighty (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30180) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for before the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processexpiration date.

OPTION TO RENEW. Provided Tenant is notLessee shall have one (1) option (the "Option") to extend the Term of this Lease until June 14, and has not been (more than two (2) times), in default under any of 2008 upon the terms and conditions contained stated herein, Tenant except as to rental. To exercise such Option, Lessee shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering provide written notice thereof of such intent to Landlord Lessor no earlier than the date which is twelve nine (129) months and not later than six (6) months prior to the expiration of the initial Term of the Lease. Such notice shall be sent, if at all, via certified mail, return receipt requested, to Lessor at the address at Paragraph 11 of this Lease. The right of Lessee to renew this Lease pursuant to the Option shall be contingent upon Lessee's substantial compliance with the terms of this Lease, in their entirety, and the compliance by Lessee with the procedures set forth in this section. Rental Term for the Option term shall be determined as follows: the parties shall mutually select an MAI appraiser who shall set the fair market rental value. The cost of such appraiser shall be shared equally by the parties. In no event shall the provisions of this paragraph operate to decrease the monthly rental for the Premises below the base monthly rental for the initial Term. The base rental shall be increased for the Option period as of the first day of the first month of such extended Term. In the event Lessor and no later than Lessee are not able to agree on an appraiser, their differences shall be resolved by arbitration in accordance with the date which provisions of Paragraph 7. If for any reason the base rental is nine (9) months not determined prior to the expiration first day of the Rental Option Term, Lessee shall continue to make the same rental payment as applied to the initial Term until the new base rental is determined, at which time, Lessee shall pay Lessor the difference between the two base rental amounts plus nine percent (9%) interest thereon. As used herein, the “Option Notice”). The Base Monthly Rent during fair market rental value of the first year Premises is defined as the amount of each extension periods shall be base monthly rental (payable on an equal monthly payment basis) which a willing and fully informed tenant would pay and which a willing and fully informed landlord would accept for rental of the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect Premises for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective period as of the last first day of the then-current Rental TermOption term. AlternativelyThe Option to renew granted under this Lease is personal to Lessee and may not, Tenant and Landlord may mutually agree under any circumstances, be assigned to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processany other party.

OPTION TO RENEW. Provided Tenant that Lessee is not, and has not been (more than two (2) times), in default beyond applicable cure periods under any of the terms and conditions contained hereinof this lease, Tenant Lessee shall have the option to renew this lease for two (2) additional consecutive periods of five (5) year options years each on the same terms and conditions except rent. Base rent for the renewal term shall be at ninety-five percent (95%) of the then market rate for comparable space in Seattle. Lessee agrees to renew and extend the Rental Term as provided herein give Lessor notice if Lessee intends to renew, at least six (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (126) months prior to the expiration of the Rental Term lease term; If Lessor and no later than Lessee are unable to agree as to fair market rate within a thirty day period following Lessee's notice to Lessor of its intent to renew the date which is nine lease, fair market rate shall be determined by appraisal as follows: Within five (95) months prior to days after the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days day period, Lessor and Lessee shall give notice to each other stating the name and address of Option Noticean impartial person to act as appraiser. The appraiser shall be a licensed real estate broker doing business in Seattle, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for Washington and having not less than ten years active experience as a real estate broker in Seattle or an M.A.I. appraiser with commercial property experience in the applicable renewal period. If Landlord disagrees with Tenant’s opinion of Seattle C.B.D. The named appraisers shall, together, determine the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate fair market rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)their appointment. In making such determination the appraisers shall consider the rentals at which leases are being concluded for comparable space in the building in which the premises are located and for comparable space in comparable buildings in Seattle, Washington. If the parties are unable two appraisers shall fail to resolve agree upon fair market rate within fifteen days of their differences within thirty (30) days thereafterappointment, Landlord or Tenant, at its sole option, may terminate this Lease, effective as the appraisers shall appoint a third appraiser similarly impartial and qualified to determine fair market rate. The decision of the last day majority of the then-current Rental Termarbitrators shall control. AlternativelyLessor and Lessee shall each pay the fees of any appraiser appointed by Lessor and Lessee respectively, Tenant and Landlord may mutually agree Lessor and Lessee shall each pay one half of the fees of any third appraiser appointed pursuant to submit the determination provisions of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthis paragraph.

OPTION TO RENEW. Provided Landlord hereby grants to Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have option to renew this Lease for two (2) additional consecutive five terms of three (53) year years each, upon the same terms and conditions as herein contained, except as modified by this section provided that Tenant not be in default under this Lease at the time the option is exercised or upon commencement of the extended term. The rent for the options shall be at the then Fair Market rent, but in no event shall the rent be less than the last months rent prior to the expiration of the lease term. The option to renew and extend shall not include broker's commission for the Rental Term as provided herein option period, free rent/pre-occupancy, additional option period, and/or new tenant improvements. In the event Tenant desires to exercise its option to extend, Tenant shall so notify Landlord in writing at least six (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (126) months prior to the expiration of the Rental Term and no later than term. Landlord shall then, within fifteen (15) days after the date which is nine (9) months prior to the expiration receipt of said notice, notify Tenant in writing of the Rental Term (the “Option Notice”). The Base Monthly Rent new base monthly rent to apply during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to servicesperiod. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Landlord's notice, Tenant shall give written notice to the Landlord either accepting the proposed new base monthly rent or stating its exception to such proposal and appointing a real estate broker who is experienced in leasing similar type business properties. Within ten (10) days after receipt of such notice, Landlord shall designate a similarly qualified real estate broker and give written notice thereof to Tenant’s opinion . The two brokers so appointed shall select and appoint in writing a third party similarly qualified real estate broker and then give written notice thereof to Landlord and Tenant. The broker so appointed shall promptly fix a time for the completion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within appraisal, which shall be no later than thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as from the date of appointment of the last day broker. Broker shall notify Landlord and Tenant as to the date fixed for the completion of that appraisal. On that date, the brokers and Landlord and tenant shall meet and brokers shall each submit their appraisal of fair rental value of the thenPremises for use then being made of the Premises in writing in the usual form to Landlord and Tenant, and the fair rental value shall be determined by taking the numerical average (mean) of the two (2) appraisal figures which are the closest together, provided however, that such appraisals shall reasonably reflect the fair rental value of the Premises. Each of the parties hereto shall pay for the services of his appointee broker and one-current Rental Termhalf (1/2) of the cost of the services of the third broker. AlternativelyFair market rental value for the purpose of this Lease shall mean the then prevailing rent for premises comparable in size to the premises located in buildings comparable in size, Tenant age, quality to, in the general vicinity of the Building and Landlord may mutually agree leased on terms comparable to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided terms contained in Exhibit “F” – Market Assessment Processthis lease.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two one option to renew (2"Option to --------------- Renew") additional consecutive this Lease for five (5) year options to renew and extend years (the Rental Term as provided herein (“Option”"Renewal Period"). The If Tenant desires to exercise its Option to Renew, Tenant shall only be exercised by Tenant delivering give Landlord written notice ("Renewal Notice") thereof to Landlord no earlier than on or before the date which is twelve (12) months 6/th/ month prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last 48/th/ month of the initial Rental Term (increasing each year thereafter by 3%, compounded)current Lease Term. “Fair Market Rate” means During the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty thirty- (30) days day period following Landlord's receipt of Option the Renewal Notice, Landlord and Tenant shall notify Landlord of Tenant’s option of Fair use reasonable efforts to negotiate a mutually agreeable base rent ("Market Rate Base Rent") for the applicable renewal periodRenewal Period. If Landlord disagrees with Tenant’s opinion The Market Base Rent shall be negotiated in light of then current terms for renewing tenants for comparable space, including market rents, term of renewal, and operating expense pass throughs. In no event shall the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within Base Rent for the Renewal Period be less than the current Base Rent per rentable square foot per annum for the initial Leased Premises. Within fifteen (15) business days after of agreement by the parties on the Market Base Rent and other terms of the renewal, Landlord shall deliver to Tenant an amendment to this Lease extending this Lease on such terms. Such amendment shall not contain any further option to renew. Tenant shall execute and deliver the amendment to Landlord within ten (10) business days following receipt of Tenant’s opinion such amendment. The foregoing option and rights are subject to there having been no Event of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate Default under this Lease, effective as are personal to the original Tenant executing the Lease, may not be assigned, and shall be available to and exercisable by the Tenant only when the original Tenant is in actual possession and physical occupancy of the last day entire Lease Premises. Time is of the then-current Rental essence in the exercise of Tenant's Option to Renew. Should Tenant fail to exercise such option, execute and deliver any required documents, or perform any of its required obligations under this section, or should the parties be unable to agree on Market Base Rent for the Renewal Period, within the time periods set forth above, then this Option to Renew and any other rights of Tenant under the Lease in the nature of options, shall be null and void, and the Lease shall terminate at the end of the Lease Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two the option to renew this Lease for one (21) additional consecutive five term of ten (510) year options to renew and extend years (the Rental Term as provided herein (“OptionOption Term”), commencing upon the expiration of the initial term of the Lease. The Option renewal option shall only be exercised by Tenant, if at all, and only in the following manner. Tenant delivering written may deliver notice thereof (the “Option Interest Notice”) to Landlord no earlier not more than the date which is twelve twenty-two (1222) months nor less than twenty (20) months prior to the expiration of the Rental Term and no later of the initial term of this Lease, stating that Tenant is interested in exercising its option. If Tenant timely delivers the Option Interest Notice, Landlord shall deliver notice (the “Market Rent Notice”) to Tenant not less than the date which is nine nineteen (919) months prior to the expiration of the Rental Term of the initial term of this Lease, setting forth Landlord’s determination of the Market Rent (as defined below) for the Premises. If Tenant wishes to exercise such option, whether or not Tenant has delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date (as defined below), exercise the option by delivering notice thereof (the “Option Exercise Notice”)) to Landlord and upon, and concurrent with, such exercise, if Landlord has previously provided its determination of the Market Rent, Tenant may, at its option, accept or reject such Market Rent. In the event that Tenant shall reject or fail to affirmatively accept the Market Rent set forth in the Market Rent Notice, or if Tenant did not deliver the Option Interest Notice, the parties shall follow the procedure, and the Market Rent shall be determined, as set forth in Paragraph 61.c. below. The Base Monthly Rent during “Option Exercise Date” shall mean the first year date occurring eighteen (18) months prior to the expiration of each extension periods the then Lease Term. Notwithstanding anything contained herein to the contrary, at Landlord’s election, this renewal option shall be the lesser of: null and void and Tenant shall have no right to renew this Lease if (i) on the date Tenant sends the Option Exercise Notice or as of the date immediately preceding the commencement of the Option Term Original Tenant or an Affiliate is not in occupancy of at least fifty percent (50%) of the Premises (exclusive of any space that is subject to a Live Event/Retail Sublease or a Shared Space Arrangement) then current Fair Market Rate demised hereunder or Original Tenant or an Affiliate does not intend to continue to occupy the Premises (as defined) for comparable but intends to assign this Lease or sublet the space within the Projectin whole or in part), and or (ii) on the Base Monthly Rent then in effect for date Tenant sends the Leased Premises during Option Exercise Notice or on the last month date immediately preceding the commencement date of the initial Rental Option Term (increasing each year thereafter an Event of Default by 3%, compounded)Tenant remains uncured. “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then1005628.07/SF 375170-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.00002/11-24-16/mrm/mrm -66-

OPTION TO RENEW. Provided (REFERENCE PARAGRAPH 1J & 3) Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) hereby granted three additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised term of this Lease following the expiration of the initial term by Tenant delivering giving written notice thereof of the exercise of the option to Landlord no at least three months and not earlier than the date which is twelve (12) six months prior to the expiration of the Rental Term and no later than then-current term of this lease or any extension term and, further provided, that Tenant is not in default under this lease on the date which of giving the notice or on the date of commencement of the provisions of this lease shall remain in full force and effect for the extension term that at the time the option is nine exercised the Annual Basic Rent and any cost of living increases shall be at 95% of prevailing rates in similar buildings in the downtown Sacramento immediate area, ninety (990) months days prior to the expiration commencement of the Rental Term (the “Option Notice”)option periods. The Base Monthly Annual Basic Rent during at the first year commencement of each extension periods the option period shall be at the lesser ofprevailing rental rate of the Premises as agreed upon by the Landlord and Tenant. The determination for prevailing rental rate shall specifically exclude any consideration for: (ia) Tenant’s occupancy of the Premises, (b) the then current Fair Market Rate value of any improvements to the Premises made and/or paid for by Tenant, or Central Bank or any related entity or (as defined) for comparable space within the Project, and (iic) the Base Monthly Rent then in effect for value, if any of any option to extend this lease. If the Leased Premises during parties shall fail to agree on the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rental rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, extended term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within within thirty (30) days of Option Noticethe date of the notice exercising a right of extension is sent to Landlord as hereinabove required, then the rental rate for the Premises shall be determined by competent and reputable real estate appraisers agreed upon by the parties. If an appraiser cannot be agreed upon within sixty (60) days from the date notice is sent, then rental rate shall be determined by a single arbitrator selected from a list of five (5) real estate appraisers to be supplied by the American Arbitration Association or its successor in interest thereto within (90) days from the date notice is sent, selection of the single arbitrator shall be made by each party or duly designated representative thereof, striking a name of an arbitrator alternately from such list of five (5) arbitrators until one remains. The remaining arbitrator shall determine the rental value based upon guide lines set forth herein within 180 days of the date the notice was sent. The rental rate as so determined shall be the rent hereunder for the applicable extended term. If the arbitrator’s determination indicates a rental rate more than the annual rent paid for the original term or any prior option period, Tenant may cancel this Lease within thirty days from receipt of the arbitrator’s decision by giving Xxxxxxxx three (3) months prior written notice. All fees and expenses of appraiser or arbitrators shall be borne equally by the Tenant and Landlord. If for any reason beyond the reasonable control of Landlord and tenant the rental rate for the extended terms has not been established prior to commencement of the extended term, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate continue paying rent during the extended term at the former rate until the adjusted rental value has been established. As soon as the rental rate has been established, the rent paid by Tenant for the applicable renewal period. If Landlord disagrees with Tenant’s opinion extended term shall be adjusted retroactively to the commencement date of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)extended term. If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” INITIAL HERE INITIAL HERE /s/ Illegible /s/ Illegible – Market Assessment Process.19 –

OPTION TO RENEW. Provided If the Tenant has duly and regularly paid the Rent, has performed all its other obligations under this Lease and is not, and has not been (more than two (2) times), currently in default under any hereunder, the Tenant may, at its option, renew this Lease for a further period of the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five Five (5) year options to renew and extend years (the Rental Term as provided herein (“Option”)"Renewal Term") commencing on the expiration of the Term. The Option shall only To be effective, the option must be exercised by Tenant delivering written notice thereof to Landlord no earlier later than the date which is twelve Twelve (12) months prior to the expiration of the Rental Term by written notice to the Landlord. The renewal lease shall at the Landlord's sole option, be either on the Landlord's then current standard form lease for similar premises or on terms and no later than conditions set out in this Lease; provided that in either case, the date which is nine renewal Lease shall exclude any further option to renew and all provisions dealing with Landlord's work, Tenant improvement allowances or any other Tenant inducement. The Basic Rent shall be the market rent prevailing three (93) months prior to the expiration commencement of the Rental Renewal Term (for comparable premises similarly located as agreed between the “Option Notice”)Landlord and Tenant; provided that, the Basic Rent for the Renewal Term shall not be less than the Basic Rent for the immediately preceding year under this Lease. The Base Monthly Rent during the first year of each extension periods renewal lease shall be prepared by the lesser of: (i) Landlord at the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month expense of the initial Rental Term (increasing each year thereafter Landlord and shall be executed by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable Tenant prior to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion commencement of the Fair Market Rate, Renewal Term. IDENTIFICATION: The Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenantinsert, at its sole optionexpense, may the Tenant's name in the Building directory in Building-standard lettering. The Landlord shall install, at its sole expense, in Building-standard form the Tenant's name on or adjacent to its entrance door. RIGHT OF EARLY TERMINATION: Provided that the Tenant is York Medical Inc. and is itself in possession of and occupying the whole of the Leased Premises, provided further that the Tenant is not and has not been in default under this Lease at the time of exercising its right pursuant to this provision, the Tenant shall have the right to terminate this LeaseLease any time after January 31, 1999 by delivering to the Landlord, written notice of termination, such termination to be effective as of twelve (12) months from the last day of the then-current Rental Termmonth (the "Termination Date") in which the notice is delivered by the Tenant to the Landlord, provided that a penalty equal to nine (9) month's Rent (which includes Basic Rent, Occupancy Costs and all other amounts payable as rent) is paid to the Landlord on or before the Termination Date. AlternativelyBasic Rent, Tenants Occupancy Costs and all other amounts payable by the Tenant to the Landlord under this Lease shall be adjusted and Landlord may mutually agree paid by the Tenant to submit such date of termination and the determination Tenant shall, on or before the termination date, surrender and vacate the Leased Premises in accordance with the applicable provisions of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthis Lease.

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any that no Event of Default exists at the terms and conditions contained hereintime of exercise, Tenant shall have two (2) additional consecutive the right to extend the Lease Term for a single period of five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to years, beginning upon the expiration of the Rental Term and no later than initial Lease Term. If Tenant desires so to extend the date which is nine Lease Term, Tenant shall give written notice of its intention at least two hundred seventy (9270) months prior to the expiration calendar days in advance of the Rental Term (the “Option Notice”)Termination Date to Landlord. The Base Monthly Rent during the first year of each extension periods foregoing right shall be the lesser of: exist so long as (i) no Event of Default exists at the then current Fair Market Rate time of exercise, (as definedii) for comparable space within Tenant timely and properly gives notice to Landlord of its Intention to extend the ProjectLease Term, and (iiiii) Tenant will use the Base Monthly Rent then in effect Premises for the Leased Premises during the last month uses specified in Article 8 hereof. Such extension of the initial Rental Lease Term will be on the same terms, covenants and conditions as in this Lease, other than rent. Rent will be the fair market fixed rent rate of the Premises, as reasonably determined by Landlord in relation to comparable (increasing each year thereafter by 3%in quality, compounded). “Fair Market Rate” means location and size) space located in the market rate for rent chargeable for proximity of Camelback Road between 32nd and 40th Streets, taking into account length of the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, sizetenant improvement allowances, commissions to be paid, operating expense stopstops, tenant allowance, existing tenant finishes, parking availability, and location and proximity etc. Landlord’s determination of such fair market monthly fixed rent rate will be delivered to services. Within Tenant not later than thirty (30) days after Landlord receives Tenant’s exercise notice. If Tenant disputes Landlord’s determination of Option Noticethe fair market fixed rent rate of the Premises for the extension of the Lease Term, Tenant shall notify Landlord will deliver notice of Tenant’s option of Fair Market Rate for the applicable renewal periodsuch dispute. The parties will then attempt in good faith to agree upon such fair market fixed rent rate. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify and Tenant of Landlord’s opinion of Fair Market Rate fail to agree within fifteen (15) days after receipt thereafter, they will within seven (7) days thereafter mutually appoint an appraiser to determine the fair market fixed rent rate. The appraiser must have at least five (5) years of Tenant’s opinion full-time commercial appraisal experience, be a member of Fair Market Rate the American Institute of Real Estate Appraisers and not have worked for either Landlord or Tenant in the past five (“Landlord’s Value Notice”)5) years. If the parties Landlord and Tenant are unable to resolve agree upon an appraiser within such seven (7) day period, the parties will within five (5) days thereafter apply to the president of the local Board of Realtors for the selection of an appraiser, who has not acted in any capacity of either party within the prior two (2) years. Within seven (7) days of the appointment (either by agreement or neutral selection) of the appraiser, Landlord and Tenant will submit to the appraiser their differences within thirty respective determinations of the fair market fixed rent rate and any related information. Within twenty (3020) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective the appraiser will review each party’s submittal (and such other information as the appraiser deems necessary) and will determine the fair market fixed rent rate to be used for the extension of the Lease term as the rent rate, provided, however, in no event shall the annual fixed rent be less than the fixed rent for the last day year of the thenInitial term hereof. Tenant will pay upon demand to Landlord one-current Rental Term. Alternatively, Tenant half (1/2) of the cost of the appraisal and Landlord may mutually agree to submit will then pay the determination of Fair Market Rate to a “Market Assessment Process,” as provided appraiser in Exhibit “F” – Market Assessment Processfull.

OPTION TO RENEW. Provided Tenant is not(a) Lessor hereby grants to Lessee two options (each, and has not been a "Renewal Option") to renew the term of this Lease, each for an additional term of five (more than two 5) years (2) timeseach, a "Renewal Option Term"), in default under any of upon and subject to the terms and conditions contained herein, Tenant shall have two (2) additional consecutive five (5) year options to renew set forth in this Paragraph 39 of this Addendum and extend Paragraph 39 of the Rental Term as provided herein (“Option”)Lease. The first Renewal Option Term will commence immediately following the Expiration Date of the initial term of this Lease (the "Initial Term") and will terminate on the fifth anniversary of the Expiration Date of the Initial Term. The first Renewal Option shall only be exercised exercised, if at all, by Tenant delivering written notice thereof to Landlord no earlier than Lessor on or before the date which that is twelve (12) months prior to the Expiration Date of the Initial Term. The second Renewal Option Term will commence immediately following the expiration date of the first Renewal Option Term and will terminate on the fifth anniversary of the expiration date of the first Renewal Option Term. The second Renewal Option shall be exercised, if at all, by written notice to Lessor on or before the date that is twelve (12) months prior to the expiration date of the Rental first Renewal Option Term. If Lessee exercises a Renewal Option, each of the terms, covenants and conditions of this Lease shall apply during the applicable Renewal Option Term and no later than as though the expiration date of the applicable Renewal Option Term was the date which is nine originally set forth herein as the Expiration Date of this Lease, provided that: (91) months prior during the first Renewal Option Term, there shall only be one more Renewal Option under this Paragraph 39, and during the Second Renewal Option Term, there shall be no further Renewal Options under this Lease, (2) the monthly Base Rent to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent be paid during the first year of each extension periods the Renewal Option Term shall be the lesser of: greater of (i) one hundred five percent (105%) of the then current Fair Market Rate (as defined) monthly Base Rent payable for comparable space within the Projectmonth immediately prior to the commencement of the applicable Renewal Option Term, and or (ii) the Base Monthly Rent then in effect Fair Market Rent, as hereinafter defined, for the Leased Premises for the Renewal Option Term, and (3) the monthly Base Rent to be paid during each year after the last month first year of the initial Rental Renewal Option Term shall be equal to one hundred five percent (increasing each year thereafter by 3105%, compounded). “Fair Market Rate” means ) of the market rate for rent chargeable monthly Base Rent payable for the Leased Premises based upon preceding year. As used herein, the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.term "

OPTION TO RENEW. Provided Tenant is not, and Lessee has not been (more than two (2) times), in default under of any term or condition of the Lease beyond any applicable cure period, Lessee shall have the Option to Renew this Lease on all of the terms and conditions contained hereinin this Lease, Tenant shall have except Monthly Minimum Rent for two (2) additional consecutive terms of five (5) year options to renew and extend the Rental Term as provided herein years each (“OptionExtended Term”)) following expiration of the Initial Term. The Monthly Minimum Rent for the Extended Term shall be negotiated. Lessee shall notify Lessor of its intent to exercise this Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier Renew at least than the date which is twelve (12) months prior to the expiration of the Rental Initial Term and no later than or the date which is nine (9) months prior first Extended Term, as applicable. Upon receipt of Lessee’s notice to extend, Lessor shall provide Lessee notice stating the expiration of rental rate it would be willing to accept for the Rental Term extended term (the “Option NoticeLessor’s Notice Rate”). Lessee shall have ten (10) days after receipt of Lessor’s Notice Rate to accept or reject such rate. In the event Lessee rejects the Lessor’s Notice Rate such rejection shall state the rate that Lessee would be willing to pay for the extended term (the “Lessee’s Notice Rate”). Within two (2) days thereafter each party shall select an appraiser and the two appraisers shall within ten (10) days appoint a third appraiser (the “Determining Appraiser”). The Base Monthly Determining Appraiser shall make an independent determination of whether the Lessor’s Notice Rate or the Lessee’s Notice Rate represents the correct Market Rent during for the first year renewal term as of each extension periods the commencement date, without reduction for concessions and including any market escalations then in effect. “Market Rent” shall be mean the lesser of: (i) the then current Fair Market Rate (as defined) rent obtained for comparable space for a comparable term in comparable buildings in the geographic area in which the building is located and comparable space shall mean similar sized space in similar condition. The Determining Appraiser will be instructed that it must chose either the Lessor’s Notice Rate or the Lessee’s Notice Rate and is not permitted to select any other rate. Such determination of Market Rent shall be made within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant selection of the Determining Appraiser. Each party shall notify Landlord of Tenant’s option of Fair be bound by this determination. All appraisal costs will be paid by the party whose suggested rate was not selected as the Market Rate by the Determining Appraiser. The market rent determination established pursuant to this paragraph will be binding upon the parties and the Lease shall be extended for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If additional term unless the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit nullify the determination lease extension and allow the Lease to terminate on its originally scheduled termination date. LESSOR: LESSEE: KentCentral, LLC Xxxxx’x Coffee Corporation /s/ Xxxxx X. Xxxxxxxx /s/ Xxx X. X’Xxxxx By: Xxxxx X. Xxxxxxxx By: Xxx X.X’ Xxxxx Its: Manager Its: Chairman & CEO Date: 10/5/99 Date: 10/5/99 STATE OF WASHINGTON ] ] ss. COUNTY OF KING ] I certify that I know or have satisfactory evidence that Xxxxx X. Xxxxxxxx is the person who appeared before me, a Notary Public in and for the State of Fair Market Rate Washington duly commissioned and sworn, and acknowledged that he is the Manager of Kent Central, LLC, a Washington limited liability company, who executed the within and foregoing instrument, and acknowledged the instrument to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processbe the free and voluntary act and deed of said company for the uses and purposes therein mentioned, and on oath stated that affiant is authorized to execute said instrument on behalf of said company.

OPTION TO RENEW. Provided that Tenant is not, shall not then be in default --------------- and has not been shall be occupying the Premises (more than two (2) timeswithout regard to any sublease), then and only in default under any such event, Tenant shall have the right and option, by giving notice as set forth below, to extend and renew the term of this Lease for one (1) additional term of five (5) years (hereinafter the "Option to Renew") beginning on the day immediately following expiration of the initial term hereof (the "Renewal Term") and upon the same terms and conditions as the original term of this Lease [excluding basic annual rent which shall be at ninety-five percent (95%) of the prevailing market rate, in effect as of the commencement of the Renewal Term, as determined by Landlord (the "Fair Market Rental")]. However, in no event shall the basic annual rent be less than the basic annual rent in effect as of the last Lease Year of the initial Lease term. In addition, the terms and conditions contained hereinfor any increases in annual rental during the Renewal Term shall be adjusted to reflect the then prevailing market increases. Notwithstanding the foregoing, Tenant shall have two (2) additional consecutive five (5) year options not be entitled to renew and extend any Rent Waiver, Tenant Allowance or Landlord's Work otherwise applicable during the Rental Term as provided herein (“Option”)initial term of this Lease. The If Tenant desires to exercise the Option to Renew, Tenant shall only be exercised by Tenant delivering give Landlord written notice thereof of Tenant's desire to Landlord no earlier than obtain information with respect to the date which is twelve Renewal Term at least six (126) months prior to the expiration commencement of the Rental Term Renewal Term. In the event of any earlier termination of this Lease, of if Tenant shall fail to timely exercise the aforesaid right to obtain information then and no later than the date which is nine (9) months prior in such event, all rights of Tenant to the expiration of the Rental Renewal Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be of no further force or effect. In the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month event Tenant gives Landlord written notice of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable its desire to obtain information with respect to the Leased Premises or any comparable premises: rentRenewal Term, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within Landlord shall within thirty (30) days of Option Noticeits receipt of Tenant's notice give Tenant written notice of the new basic annual rental rate determined by Landlord in accordance with the foregoing provisions, together with written notice of any changes in other terms or provisions (e.g. annual increases during the Renewal Term, etc.) desired by Landlord. In the event Tenant shall desire to accept such terms as stated in Landlord's notice, Tenant shall notify must accept same in writing within (30) days following delivery to Tenant by Landlord of Tenant’s option of Fair Market Rate for Landlord's notice setting forth the applicable renewal periodnew basic annual rent and other terms desired by Landlord. If Landlord disagrees with Tenant’s opinion of In the event Tenant is unwilling to accept Landlord's terms, the parties agree that the Fair Market RateRental shall be determined by a board of three (3) licensed real estate brokers, one of whom shall be named by Landlord, one by Tenant, and the third selected by the two (2) brokers selected by the Landlord and the Tenant. Each of said brokers shall notify Tenant be licensed real estate brokers in the District of Landlord’s opinion of Fair Market Rate Columbia specializing in commercial leasing in the central business district having not less than ten (10) years experience and recognized as ethical and reputable within their industry (said Brokers being defined herein as a "Qualified Broker"). The parties agree to select their respective designated brokers within ten (10) days after written request from the other party. The third broker shall be selected within fifteen (15) days after receipt both of Tenant’s opinion the first two (2) brokers have been selected. Within fifteen (15) days after the third broker has been selected all of Fair Market Rate (“Landlord’s Value Notice”)the brokers shall meet to attempt to agree upon the prevailing market rate. If the parties they are unable to resolve their differences reach agreement, they shall within thirty said fifteen (3015) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as day period submit in writing the prevailing market rate they deem appropriate and the prevailing market rate shall be the amount which is the mean between the two (2) closest amounts determined by two (2) of the last day brokers. Each of the then-current Rental Termparties shall pay for the costs of the services of the broker selected by it and the costs of the third broker shall be divided equally between the Landlord and Tenant. Alternatively, Tenant It is understood and Landlord may mutually agree to submit agreed by the parties that the determination of the brokers shall be binding upon the parties. In the event Tenant shall accept Landlord's terms, or in the event the Fair Market Rate Rental is determined by the Qualified Brokers, as aforesaid, the parties shall execute an addendum to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthe Lease to recognize the rent so determined and to confirm the extended term and the terms and conditions of said extended term.

OPTION TO RENEW. Provided that all monies required to be paid by Tenant to Landlord, pursuant the terms of this Lease, have been timely paid and are current at time of the exercise of this option, and provided Tenant is notnot otherwise tie in default of same's obligations set forth in this Lease, and has subject to the terms and conditions set forth in this Paragraph 9, Tenant shall have the right to renew this Lease 2 time for a term of three (3) years, under the same terms and conditions set forth in this Lease, To exercise said option, Tenant shall notify Landlord in writing, by hand delivery or by certified mail, return receipt requested, at least ninety (90) days before the termination date of this Lease, of Tenant's election to exercise its option to renew. In the event Tenant fails to provide Landlord with the aforementioned ninety (90) day notice, Landlord shall have the right, but not been the obligation, to send Tenant, prior to the termination date of this Lease, a renewal notice setting forth the rent adjustment (as set forth in Paragraph 2(D)(2) above) that would be in effect in the event the Lease was renewed. In the event Landlord elects to provide Tenant with such a renewal notice, said renewal notice shall be deemed to be an offer by Landlord to Tenant to renew flu's Lease for an additional five (5) year term. Tenant shall notify Landlord in writing of Tenant's decision to exercise or decline said renewal offer within fifteen (15) days of the date of said renewal notice. In the event Tenant fails to notify Landlord of Tenant's decision with regard to said renewal notice, but Tenant tenders any monies (whether for rent or any other purpose) to Landlord subsequent to the date of said renewal notice, Tenant shall be deemed to have elected to renew this Lease for an additional five (5) year term. In the event Tenant fails to deliver to Landlord the aforementioned ninety (90) day notice of Tenant's election to renew the Lease, Landlord shall have the right, within the last thirty (30) days of the Lease term, to install not more than two (2) times), "For Lease" or "For Rent" signs on the building in default under any which the leased premises are located and/or in front of the terms and conditions contained hereinleased premises, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend advertising the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) space for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.

OPTION TO RENEW. Provided (a) the Lease is in full force and effect, (b) no event of default by Tenant is notexists at the time of notification or commencement, (c) neither the Premises nor any part thereof are being sublet (except to Permitted Transferees and parties approved by Landlord), (d) the Lease has not been assigned (more than two (2) timesexcept to Permitted Transferees and parties approved by Landlord), in default under any (e) Tenant or a party approved by Landlord is an occupant of the terms Building under this Lease and conditions contained hereinintends to continue to use the Premises itself, and (f) that both at the time of notification and commencement there has been no material adverse change in the financial condition of the Tenant or a party approved by Landlord as reasonably determined by Landlord, Tenant shall have two one (21) additional consecutive option to renew the Lease for five (5) year options to renew and extend years (the Rental Term as provided herein (“Option”). The Option shall only be exercised "Renewal Term") by Tenant delivering written notice thereof in writing delivered to Landlord no earlier not less than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (then current term of the “Option Notice”)Lease. The Base Monthly Rent during All of the first year covenants, conditions and provisions of each extension periods the Lease shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rentRenewal Term, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, except that the Annual and location and proximity Monthly Base Rent shall be adjusted to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate reflect the current fair market rental for the applicable renewal period. If Landlord disagrees with Tenant’s opinion Premises as of the Fair Market Ratedate the Renewal Term is to commence for a top floor premises with similar views and amenities, private entrance and private access. Landlord shall notify advise Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”). If the parties are unable to resolve their differences new monthly rental for the Renewal Term within thirty (30) days thereafter, Landlord or after a request therefor from Tenant, at its sole option, may terminate this Lease, effective as ; Landlord's notification of the last day new rental may include an escalation provision to provide for a change in the fair market rental between the time of notification and the commencement of the then-current Rental Renewal Term. AlternativelyIn no event shall the Annual and Monthly Base Rent be subject to determination or modification by any person, Tenant entity, court or authority other than as expressly set forth herein and Landlord may mutually agree to submit in no event shall the determination Annual and Monthly Base Rent for the Renewal Term be less than the monthly rental during the last year of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processthe then expiring term.

OPTION TO RENEW. Provided Tenant is notnot currently in default of any provision of this Lease, and has not been Tenant is still occupying the Premises, Landlord shall grant Tenant one (more than two 1) five-year option to renew the Lease (2“Option to Renew”) times), in default under any at the conclusion of the terms and conditions contained herein, Extended Term as to the entire Premises only. Tenant shall have two (2) additional consecutive five (5) year options notify Landlord of Tenant’s intent to renew and extend the Rental Term as provided herein (“Option”). The exercise its Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and Renew no later than the date which is nine (9) months prior to the expiration of the Rental Term (Extended Term, with time being of the “Option Notice”)essence as to this notification period. The Base Monthly Rent during the first year of each extension periods renewal term shall be the lesser of: (i) equal the then current Fair Market Rate (as defined) prevailing market rate for comparable space within buildings in the Projectmarket in which the Building is located. Notwithstanding anything to the contrary herein, and (ii) Base Rent for the renewal term shall in no event be less than the Base Monthly Rent then in effect for payable under the Leased Premises Lease during the last month year of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to servicesExtended Term. Within thirty (30) days of Option Notice, after Tenant shall notify notifies Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rateits intent to exercise its Option to Renew, Landlord shall determine the then prevailing market rate for comparable buildings in the market in which the Building is located and shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)the prevailing market rate. If The then prevailing market rate, as determined in accordance with this Section, multiplied by the parties are unable to resolve their differences within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as rentable square feet of the last Premises, shall be the annual Base Rent for the Premises for the first year of the renewal term, payable in advance and without notice, in equal monthly installments, commencing on the first day of the then-current Rental Termrenewal term and continuing on the first day of each and every calendar month thereafter during the first year of the renewal term. AlternativelyCommencing with the first month of the second year and each successive year throughout the renewal term thereafter, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processannual Base Rent shall be increased over the annual Base Rent for the previous year by four percent (4%).

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the terms and conditions contained herein, Tenant shall have two (2) consecutive options to extend the Term for an additional consecutive five (5) year options years each. Tenant must give Notice of its intent to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof exercise an option to Landlord no earlier not less than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months months, nor more than one (1) year, prior to the expiration of the Rental then existing Term. The Lease shall continue in full force and effect during the Term (as so extended), except the “Option Notice”)Base Rent will be adjusted for each five year extension of the Term and Landlord may increase the amount of the Security Deposit as provided in paragraph 31 so that the Security Deposit always equals the last month's Base Rent for the Term. Commencing no later than twenty (20) days after Tenaxx'x Xotice of intent to exercise an option to extend, the parties shall attempt to agree upon the amount of the Base Rent for the Premises for the applicable extension of the Term. The Base Monthly Rent during for the first year extension of each extension periods the Term shall be equal to ninety-five percent (95%) of the lesser of: (i) the then current Fair Market Rate (as defined) market rental rates for comparable space within in comparable Class A buildings in comparable locations in Bellevue, Redmond, Kirkland and Mercxx Xxxand. If the Project, and (ii) parties cannot agree on the Base Monthly Rent then in effect for the Leased Premises during the last month extension of the initial Rental Term within sixty (increasing each year thereafter by 3%60) days of the date Landlord receives Tenant's Notice of intent to exercise the option to extend, compounded). “Fair Market Rate” means then, at the market rate for rent chargeable election of either party, the Base Rent for the Leased Premises based upon extension of the following factors applicable Term shall be established by an MAI appraiser jointly selected by the parties. The party who wishes to have the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, Base Rent determined for the extended term must so notify the other in writing and location and proximity to servicesdesignate an MAI appraiser. Within Said designation must be received by the other party within thirty (30) days of Option NoticeTenant's notice of exercise of its option to extend, Tenant shall notify Landlord of or Tenant’s 's option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)will automatically terminate. If the parties are unable to resolve their differences agree upon the selection of such an appraiser, then they shall each select an MAI appraiser and the two so designated shall select a third. The Base Rent for the extension of the Term determined by the selected MAI appraiser or any two of the three MAI appraisers so chosen shall be binding on the parties and may not be appealed. If either party fails to notify the other of its appraiser within thirty (30) days thereafterafter written request to do so, Landlord or the MAI appraiser selected by the other party shall make the determination of the Base Rent. Tenant, at 's right to exercise each option to extend the Term is contingent upon Tenant's then being current in its sole option, may terminate payment of Rent and all other amounts due under this Lease, effective as and otherwise being in compliance with all terms of the last day Lease (subject to any permitted cure periods), at the time Tenant gives its Notice of intent to exercise an option and on the first date of the then-current Rental newly extended Term. AlternativelyAt the time that Landlord notifies Tenant of the proposed Base Rent for each extension of the Term, Landlord shall also notify Tenant of the cost of the covered parking stalls during the extension of the Term, and Landlord may mutually agree any dispute regarding the proposed parking fees shall be resolved in the same manner used to submit resolve a dispute over Base Rent for the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.extension

OPTION TO RENEW. Provided Tenant that no Default by Lessee shall be continuing under this Lease, Lessee is not, and has not been (more than hereby granted two (2) times), in default under any of options to renew this Lease on the same terms and conditions (except as hereinafter provided) as contained hereinin this Lease, Tenant shall have two (2) additional consecutive such options each being for a term of five (5) year options years ("Option Period") commencing immediately after the expiration date of this Lease. Lessee may exercise the option to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof ("Option Notice") to Landlord Lessor no earlier later than the date which is twelve (12) 12 months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”)Lease Term. The Base Monthly Rent during the first year of annual rental for each extension periods Option Period shall be the lesser of: (i) Prevailing Rent for industrial/distribution buildings of similar quality and construction in Nashville's Southeast corridor at the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month time of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant . Lessor shall notify Landlord determine the Prevailing Rent by using its good faith judgment. Lessor shall provide written notice of Tenant’s option of Fair Market Rate for such amount within 15 days after Lessee sends the applicable renewal periodOption Notice to Lessor exercising an extension option. If Landlord disagrees with Tenant’s opinion of Lessee shall have 30 days (the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15"Lessee's Review Period") days after receipt of Tenant’s opinion Lessor's notice of Fair Market Rate (“Landlord’s Value Notice”)the new rental within which to accept such rental or to reasonably object thereto in writing. If Lessee objects, Lessor and Lessee shall attempt to agree upon such Prevailing Rent, using their best good faith efforts. If Lessor and Lessee fail to reach agreement within 15 days following Lessee's Review Period (the parties are unable "Outside Agreement Date"), then each party's determination shall be submitted to resolve their differences arbitration in accordance with Subsections (a) through (e) below. Failure of Lessee to so elect in writing within thirty (30) days thereafter, Landlord or Tenant, at the Lessee's Review Period shall conclusively be deemed its sole option, may terminate this Lease, effective as disapproval of the last day Prevailing Rent determined by Lessor. In the event that Lessor fails to timely generate the initial written notice of Lessor's determination of the then-current Rental TermPrevailing Rent which triggers the negotiation period of this paragraph 39, then Lessee may commence such negotiations by providing the initial notice, in which event Lessor shall have 15 days ("Lessor's Review Period") after receipt of Lessee's notice of the new rental within which to accept such rental. AlternativelyIn the event Lessor does not affirmatively in writing consent to Lessee's proposed rental, Tenant such proposed rental shall be deemed rejected and Landlord may mutually Lessor and Lessee shall attempt in good faith to agree upon such Prevailing Rent, using their best good faith efforts. If Lessor and Lessee fail to submit reach agreement within 15 days following Lessor's Review Period (which shall be, in such event, the "Outside Agreement Date" in lieu of the above definition of such date), then each party shall place in a separate sealed envelope their final proposal as to Prevailing Rent and such determination of Fair Market Rate shall be submitted to a “Market Assessment Process,” as provided arbitration in Exhibit “F” – Market Assessment Processaccordance with subsections (a) through (d) below.

OPTION TO RENEW. Provided Tenant is not, in possession of the Premises and has is not been (more than two (2) times), in default under of any term, covenant or condition of the terms and conditions contained hereinthis Lease, Tenant shall have the options to renew the Term of this Lease for two (2) additional consecutive periods of five (5) year options years (each, a “Renewal Term”) to commence immediately upon the expiration of the initial Term and the first Renewal Term, as applicable, upon the same terms, covenants and conditions as contained in this Lease, except that (i) the Annual Basic Rent during each Renewal Term shall be at the “Prevailing Market Rate” and (ii) following the second Renewal Term there shall be no further option to renew except as specifically provided herein and extend (iii) there shall be no abatement of rent, and (iv) Landlord shall not be obligated to construct, pay for or grant an allowance with respect to tenant improvements unless otherwise specifically provided for in this Lease. “Prevailing Market Rate” shall mean the current market rental rate at which Landlord would offer such space or space of approximately the same size and location to a third party. In no event, however, shall the Annual Basic Rent during the Renewal Term be less than the Annual Basic Rent reserved under this Lease for the Rental Year immediately preceding the Renewal Term as provided herein (“Option”)for which the determination is being made. The Option In order to exercise the option granted herein, Tenant shall only be exercised by Tenant delivering written notice thereof to Landlord notify Landlord, in writing, no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental initial Term (the “Option Notice”). The Base Monthly Rent during or the first year Renewal Term, as applicable, that it is considering exercising its option to renew the Term. On receipt of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Projectsuch notice, and (ii) the Base Monthly Rent then Landlord will, in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%writing, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within not later than thirty (30) days after receipt of Option Noticethe notice from Tenant, quote Tenant shall notify Landlord of Tenant’s option of Fair Market Rate what the new Annual Basic Rent will be for the applicable renewal periodRenewal Term. If Landlord disagrees with Tenant’s opinion of the Fair Market RateTenant shall then notify Landlord, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within in writing, not later than fifteen (15) days after receipt notice received of Tenant’s opinion such Annual Basic Rent, as to whether or not it will exercise the option herein granted and if no such notice of Fair Market Rate (“Landlord’s Value Notice”)exercise of the option is received, the option shall be deemed waived. If In the parties are unable to resolve their differences within thirty (30) days thereafterevent Tenant exercise the option, Landlord or Tenantand Tenant shall execute a modification to this Lease acknowledging such renewal and setting forth the new Annual Basic Rent. The options shall be void if, at its sole optionthe time of exercise of such options, may terminate Tenant is not in possession of the Premises or is in default under this Lease or if Tenant fails to deliver the requisite notice thereof within the time period specified above. The options granted herein shall not be severed from this Lease, effective as of the last day of the then-current Rental Term. Alternativelyseparately sold, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processassigned or transferred.

OPTION TO RENEW. A. Provided no Event of Default exists and Tenant, an Affiliate or a Permitted Transferee is occupying seventy-five percent (75%) of the rentable square footage of the Premises at the time of such election, Tenant is not, and has not been (more than may renew this Lease for two (2) timesadditional periods of five (5) years (each an “Extension Term”), in default under any by delivering written notice of the exercise thereof (the “Extension Notice”) to Landlord at least sixteen (16) months before the expiration of the then-current Term. All of the terms and conditions contained herein, Tenant of this Lease shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is twelve (12) months prior to the expiration of the Rental Term and no later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent remain in effect during the first year of each extension periods shall be the lesser of: term, except that (i) the then current Fair Market Rate (as defined) for comparable space within Base Year shall be the Projectcalendar year in which the Extension Term commences, and (ii) the Base Monthly Rent then payable for each month during such Extension Term shall be the prevailing rental rate (the “Prevailing Rental Rate”), at the commencement of such Extension Term, for new leases of space in effect for Comparable Buildings, with the Leased Premises during the last month length of the initial Rental Extension Term (increasing each year thereafter by 3%and the credit standing of Tenant and annual escalations, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availabilityconcessions and improvement allowances, and location and proximity all other relevant factors to servicesbe taken into account. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) 30 days after receipt of Tenant’s opinion Extension Notice, Landlord shall deliver to Tenant written notice of Fair Market Rate (“Landlord’s Value Notice”)reasonable determination of the Prevailing Rental Rate and shall advise Tenant of the required adjustment to Base Rent, if any, and the other terms and conditions offered. Tenant shall, within ten (10) business days after receipt of Landlord’s notice, notify Landlord in writing whether Tenant accepts or rejects Landlord’s determination of the Prevailing Rental Rate. If Tenant timely notifies Landlord that Tenant accepts Landlord’s determination of the parties are unable to resolve their differences within thirty (30) days thereafterPrevailing Rental Rate, then, on or before the commencement date of the Extension Term, Landlord or Tenant, at its sole option, may terminate and Tenant shall execute an amendment to this Lease extending the Term on the same terms provided in this Lease, effective except as of the last day of the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Process.follows:

OPTION TO RENEW. Provided Tenant is not, and has not been (more than two (2) times), in default under any of the If all terms and conditions contained hereinof this lease have been met and Tenant has not previously been in default of any provision of the Lease, or failed to perform any provision of the lease whether a default has actually been imposed by Landlord, Tenant shall have two (2) additional consecutive five (5) year options the option to renew the Lease for two additional five year periods, once at the conclusion of the initial lease term, and extend once at the Rental Term conclusion of the initial option term at the fair market rental value as provided herein (“Option”)determined by and MAI appraiser, selected by Landlord, and to be agreed upon by both parties. Should the tenant not agree with the fair market rental rate as established by the MAI appraiser, and as presented by Landlord, Tenant at Tenant’s expense may order a second appraisal. If the second appraisal is within 10% of the first appraisal, or higher, the higher of the two fair market rental rates established by the two appraisals will be used. If the appraisals are more than 10% apart on the fair market rental rate, a third appraisal shall be ordered. Landlord and Tenant shall split the costs equally for obtaining third appraisal. Upon receipt of the third appraisal the fair market rental rate will be established by averaging the two highest fair market rental values stated in two of the three appraisals. The Option fair market rental rate valuation shall only not include a premium or excessive rental rate for any specialized improvements made by the tenant, but shall include a fair market rental rate based upon improvements, made either by a Landlord or Tenant, in general warehouse/office distribution facilities. For clarification purposes the current rental rate was established based upon space comparably found in office/warehouse distribution facilities at the time of lease commencement. It would be exercised by Tenant delivering written notice thereof the intent of the parties to establish the fair market value at, either option period, under similar conditions as the initial rental period, utilizing rental rates based upon typical office/warehouse space found in the market at the time of renewal, and not to charge a premium or excess on the fair market rental rate should Shared Communications bring the office space to a Class A or similar standard. Any option period hereby agreed upon or granted shall contain a rental escalation commencing with the fourth year, based upon a CPI escalation as stated above. Said option to extend shall be delivered to Landlord in writing but no earlier later than the date which is twelve (12) months 180 days prior to the expiration of the Rental Term original term. If this lease is renewed, all terms of this Lease shall remain in full force and no later effect except for the revised base rental rate, and term, of this Lease. In any event the base rental rate during said option period shall not be less than the date which is nine (9) months amount equal to the last month’s rent due under the initial term of the lease. If Landlord and Tenant cannot agree upon the fair market rental rate prior to the expiration commencement of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Projectoption term, and (ii) Tenant still occupies the Base Monthly Rent then in effect for premises, the Leased Premises during base rental rate at the commencement of the option term shall not be less than the last month of monthly stated rent in the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, original term, sizeor option term, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days of Option Notice, Tenant shall notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market Rate, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within fifteen (15) days after receipt of Tenant’s opinion of Fair Market Rate (“Landlord’s Value Notice”)thereof whichever is greater. If the parties are unable cannot agree on the base rent to resolve their differences be paid during the option period within thirty (30) days thereafter, Landlord or Tenant, at its sole option, may terminate this Lease, effective as six months form the expiration date of the last day initial term of this lease, said lease shall thereby terminate and tenant shall vacate the then-current Rental Term. Alternatively, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processpremises.

OPTION TO RENEW. Provided Tenant is notin possession of the Premises and is not then in default of any term, covenant or condition of this Lease beyond any applicable notice and has cure period, Tenant shall have the option to renew the Term of this Lease for one (1) additional period of five (5) years ("Renewal Term") to commence immediately upon the expiration of the initial Term, upon the same terms, convenants and conditions as contained in this Lease, except that (i) the Annual Basic Rent during said Renewal Term shall be at the "Prevailing Market Rate" and (ii) there shall be no further option to renew except as specifically provided herein and (iii) Landlord shall not been (be obligated to construct, pay for or grant an allowance with respect to tenant improvements unless otherwise specifically provided for in this Lease or negotiated at the time Tenant exercises such option. "Prevailing Market Rate" shall mean the current market rental rate for the Premises as determined by Landlord or for similar space in comparable first-class office buildings in the Inner Harbor/Xxxxx Street area, but shall not be more than two (2) times), the rate at which Landlord would offer such space or space of approximately the same size and location to a third party in default under any of a bona fide arm's length transaction. In order to exercise the terms and conditions contained option granted herein, Tenant shall have two (2) additional consecutive five (5) year options to renew and extend the Rental Term as provided herein (“Option”). The Option shall only be exercised by Tenant delivering written notice thereof to Landlord no earlier than the date which is notify Landlord, in writing, not less then twelve (12) months prior to the expiration of the Rental Term and no initial Term, that it is considering exercising its option to renew the Term. On receipt of such notice, Landlord will, in writing, not later than the date which is nine (9) months prior to the expiration of the Rental Term (the “Option Notice”). The Base Monthly Rent during the first year of each extension periods shall be the lesser of: (i) the then current Fair Market Rate (as defined) for comparable space within the Project, and (ii) the Base Monthly Rent then in effect for the Leased Premises during the last month of the initial Rental Term (increasing each year thereafter by 3%, compounded). “Fair Market Rate” means the market rate for rent chargeable for the Leased Premises based upon the following factors applicable to the Leased Premises or any comparable premises: rent, escalation, term, size, expense stop, tenant allowance, existing tenant finishes, parking availability, and location and proximity to services. Within thirty (30) days after receipt of Option Noticethe notice from Tenant, quote to Tenant what the new Annual Basic Rent will be for the ensuing Renewal Term. Tenant shall then notify Landlord of Tenant’s option of Fair Market Rate for the applicable renewal period. If Landlord disagrees with Tenant’s opinion of the Fair Market RateLandlord, Landlord shall notify Tenant of Landlord’s opinion of Fair Market Rate within in writing, not later than fifteen (15) days after receipt notice received of Tenant’s opinion such Annual Basic Rent, as to whether or not it will exercise the option herein granted and if no such notice of Fair Market Rate (“Landlord’s Value Notice”)exercise of the option is received, the option shall be deemed waived. If In the parties are unable to resolve their differences within thirty (30) days thereafterevent Tenant exercises the option, Landlord or Tenantand Tenant shall execute a modification to this Lease acknowledging such renewal and setting forth the new Annual Basic Rent. The option shall be void if, at its sole the time of exercise of such option, may terminate . Tenant is not in possession of the Premises (unless Landlord has consented to a subletting of the Premises or an assignment of this Lease) or is in default under this Lease or if Tenant fails to deliver the requisite notice thereof within the time period specified above. The option granted herein shall not be severed from this Lease, effective as of the last day of the then-current Rental Term. Alternativelyseparately sold, Tenant and Landlord may mutually agree to submit the determination of Fair Market Rate to a “Market Assessment Process,” as provided in Exhibit “F” – Market Assessment Processassigned or transferred.