Procedure for Offer. From time to time, prior to leasing the First Offer Space to a third party, [[Landlord:Organization]] shall deliver written notice to [[Tenant:Organization]] (the “First Offer Notice“) describing First Offer Space (or portion thereof) that is then available and pursuant to such First Offer Notice, [[Landlord:Organization]] shall offer to lease to [[Tenant:Organization]] the First Offer Space described in the First Offer Notice. [[Landlord:Organization]] shall not deliver a First Offer Notice to [[Tenant:Organization]] less than one (1) month, or more than twelve (12) months, prior to the anticipated execution date of a lease for the applicable First Offer Space. The First Offer Notice shall describe space so offered to [[Tenant:Organization]] and shall set forth the rent and the other economic terms upon which [[Landlord:Organization]] is willing to lease the First Offer Space to [[Tenant:Organization]], as well as the date(s) on which the First Offer Space will be available to be delivered to [[Tenant:Organization]] for the purposes of allowing [[Tenant:Organization]] to construct improvements therein and/or occupy the First Offer Space. The rentable square footage of the First Offer Space shall be as set forth in the First Offer Notice. If a First Offer Notice includes space in addition to First Offer Space, then such additional space shall be considered part of the “First Offer Space” for purposes of such First Offer Notice only and all the terms and provisions of this [Section 1.3.2] shall apply to such additional space as though it were part of the First Offer Space for purposes of such First Offer Notice only.

Procedure for Offer. Subject to the terms hereof, Landlord shall notify Tenant (the “First Offer Notice”) prior to entering into any lease with a third party for the First Offer Space, which notice shall outline the base rent, allowance amounts if any, length of term, and other economic terms on which Landlord would be willing to lease the First Offer Space (as set forth in such proposal) to Tenant (the "Fundamental Terms"). Pursuant to such First Offer Notice, Landlord shall offer to lease to Tenant the applicable First Offer Space on the Fundamental Terms.

Lease of First Offer Space. If Tenant timely exercises Tenant’s right of first offer to lease First Offer Space as set forth herein, Tenant shall within fifteen (15) days after receipt of Landlord’s first draft of an amendment accurately setting forth the Fundamental Terms and not containing any new material terms, enter an amendment to this Lease (the “First Offer Space Amendment”) for such First Offer Space pursuant to this [Section 1.3]. Tenant’s lease of such First Offer Space shall be upon the express terms set forth in the First Offer Notice, but otherwise upon the same general terms and conditions set forth in this Lease and this [Section 1.3]. The First Offer Space Lease shall not contain the rights set forth in Section 2.2, below, unless such rights were set forth in the First Offer Notice. The term of Tenant's lease of the First Offer Space shall commence on the date set forth in the First Offer Notice (provided that such commencement date shall in no event be earlier than the date of Landlord's delivery of the applicable First Offer Space to Tenant), and shall expire on the applicable date set forth in the First Offer Notice (the "First Offer Space Expiration Date").

Procedure for Acceptance. If Tenant wishes to exercise Tenant’s right of first offer with respect to the First Offer Space described in the First Offer Notice, then within seven (7) days after delivery of the First Offer Notice to Tenant, Tenant shall deliver notice to Landlord of Tenant’s irrevocable exercise of its right of first offer with respect to all of the First Offer Space described in the First Offer Notice on the Fundamental Terms provided for therein. If Tenant does not so notify Landlord within such seven (7) day period of Tenant’s exercise of its first offer right, then Landlord shall be free to negotiate and enter into a lease for the First Offer Space to anyone whom it desires on any terms that Landlord desires, provided that, if Landlord has not entered into any such lease within one hundred eighty (180) days after the date of delivery of the First Offer Notice, then, prior to entering into any lease of such First Offer Space, Landlord shall first again offer such space to Tenant in accordance with the terms of this [Section 1.3], provided that, prior to the entering into a lease of such space on terms that are more than 10% more favorable to the tenant than those set forth in the First Offer Notice (as determined on a net effective present value basis). Landlord shall first deliver any other First Offer Notice to Tenant offering such space to Tenant on such recued terms. Tenant shall respond to any such “re-offer” within five (5) days after delivery of such “re-offer” notice.

First Offer Space Term. Subject to any [[Tenant:Organization]] improvement allowances granted as a component of the First Offer Rent or agreement on the part of [[Landlord:Organization]] to perform work therein or rent free construction period as may be as set forth in the applicable First Offer Notice, if any, [[Tenant:Organization]] shall commence payment of Rent for such First Offer Space, and the term of such First Offer Space shall commence, upon the date of delivery of such First Offer Space to [[Tenant:Organization]] (the “First Offer Commencement Date“) and terminate on the date set forth in the First Offer Notice therefor.