Determination. The Plan Administrator shall make such determinations as may be required from time to time in the administration of this Plan. The Plan Administrator shall have the discretionary authority and responsibility to interpret and construe this Plan Statement and to determine all factual and legal questions under this Plan, including but not limited to the entitlement of Participants and Beneficiaries, and the amounts of their respective interests. . Each decision of the Plan Administrator shall be final and binding upon all parties. Benefits under the Plan will be paid only if the Plan Administrator decides in its discretion that the applicant is entitled to them.

FIRST RENEWAL PERIOD. [[Organization B:Organization]] shall have the right to renew this Lease for a term of five (5) years consecutive with the term herein provided (“First Renewal Period”), at the then “fair market rent”. [[Organization B:Organization]] shall give the [[Organization A:Organization]] no less than nine (9) months prior written notice of [[Organization B:Organization]]'s intention to exercise the option to renew prior to the Lease expiration, or [[Organization B:Organization]]’s option shall be considered waived. The “fair market rent” as contemplated by Paragraph [Section 3b] hereof shall be determined as follows: Upon receipt of [[Organization B:Organization]]’s notice of renewal, [[Organization A:Organization]] shall notify [[Organization B:Organization]] of [[Organization A:Organization]]'s opinion of the fair market rent for the First Renewal Period. If [[Organization B:Organization]] disputes [[Organization A:Organization]]'s opinion, [[Organization B:Organization]] shall, within thirty (30) days after [[Organization A:Organization]]'s said notice, by written notice to [[Organization A:Organization]], either withdraw its exercise of its renewal option or notify [[Organization A:Organization]] that [[Organization B:Organization]] elects arbitration in accordance with then prevailing Rules of Commercial Arbitration of the American Arbitration Association. If [[Organization B:Organization]] elects arbitration, it shall deliver a written notice to [[Organization A:Organization]] within fifteen (15) days after its notice to [[Organization A:Organization]] electing arbitration specifying [[Organization B:Organization]]’s determination of fair market rent for the First Renewal Period. The said Association shall designate an appraiser familiar with office buildings located in the Hennepin County, Minnesota area that is reasonably acceptable to [[Organization A:Organization]] and [[Organization B:Organization]]. The arbitrator shall, after hearing testimony from the parties and their expert witnesses, determine which of [[Organization A:Organization]]’s determination of the fair market rent or [[Organization B:Organization]]’s determination of fair market rent is closest to the actual fair market rent, and that amount shall be the Base Rent for the First Renewal Period. Each party shall pay the cost and expenses of its own expert witnesses and attorney’s fees, and the cost of the arbitration shall be shared equally by the parties.

The parties acknowledge that ​ may be obligated to make one or more payments of monthly Base Rent prior to final determination of the actual Total Development Costs and, therefore, the actual initial monthly/annual Base Rent in accordance with this Exhibit J. ​ shall make any such monthly Base Rent payment based upon the FTDCB Preliminary Base Rent, and any shortfall due to ​ as a result of the determination of the actual initial Base Rent pursuant to this Exhibit J shall be paid to ​ with ​’s next payment of Base Rent following such determination, and any refund due to ​ as a result of the determination of the actual initial Base Rent pursuant to this Exhibit J shall be deducted by ​ from ​’s next payment of Base Rent following such determination.

Market Activities. The Company will not, directly or indirectly, # take any action designed to cause or result in, or that constitutes or would constitute, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of Common Stock or # sell, bid for, or purchase Common Stock in violation of Regulation M, or pay anyone any compensation for soliciting purchases of the Placement Shares other than the Agent.

Market Capitalization. The Borrower fails to maintain a market capitalization of at least $500,000 on any Trading Day, which shall be calculated by multiplying # the closing price of the Borrower’s common stock on the Trading Day immediately preceding the respective date of calculation by # the total shares of the Borrower’s common stock issued and outstanding on the Trading Day immediately preceding the respective date of calculation.

Market Standoff. If requested by the Company and an underwriter of Common Stock (or other securities) of the Company, Participant shall not sell or otherwise transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, of any Common Stock (or other securities) of the Company held by such stockholder (other than those included in the registration) during the period from the filing of a registration statement of the Company filed under the Securities Act that includes securities to be sold on behalf of the Company to the public in an underwritten public offering under the Securities Act through the end of the 180-day period following the effective date of the registration statement (or such other period as may be requested by the Company or an underwriter to accommodate regulatory restrictions including, but not limited to, FINRA Rule 2241, if applicable, or any similar or successor provisions or amendments thereto).

Market Approvals. TLC Hong Kong shall be responsible for obtaining all relevant Market Approvals at its cost in the China Territory for the TLC Products. TLC Hong Kong will, at its expense, maintain the Market Approvals in the China Territory, TLC shall have the right of reference to such Market Approvals for the purpose of seeking, obtaining and maintaining regulatory approvals for the TLC Product in and outside the China Territory or for Commercialization of the TLC Product outside the China Territory.

Market Disruption. Notwithstanding the provisions of [Section 2(f)], if ​ shall have provided interest rate quotes pursuant to Section 2(e) and thereafter prior to the time an Acceptance with respect to such quotes shall have been notified to ​ in accordance with [Section 2(f)]: # in the case of any fixed rate Shelf [[holders of the Notes:Organization]], the domestic market for U.S. Treasury securities or derivatives shall have closed or there shall have occurred a general suspension, material limitation, or significant disruption of trading in securities generally on the New York Stock Exchange or in the domestic market for U.S. Treasury securities or derivatives, or # in the case of any floating rate Shelf [[holders of the Notes:Organization]], reasonable and adequate means do not exist for ascertaining LIBOR for the relevant Interest Period, or ​ reasonably determines (which determination shall be conclusive and binding absent demonstrable error) that LIBOR does not adequately and fairly reflect the cost to ​ for funding the floating rate Shelf [[holders of the Notes:Organization]], then such interest rate quotes shall expire, and no purchase or sale of Shelf [[holders of the Notes:Organization]] hereunder shall be made based on such expired interest rate quotes. If the ​ thereafter notifies ​ of the Acceptance of any such interest rate quotes, such Acceptance shall be ineffective for all purposes of this Agreement, and ​ shall promptly notify the ​ that the provisions of this [Section 2(g)] are applicable with respect to such Acceptance.

Additional Rent. [[Organization B:Organization]] shall pay to [[Organization A:Organization]] as Additional Rent throughout the Term, the following:

Base Rent. During the Term, Subtenant shall pay to Sublandlord as base monthly rent ("Base Rent") the following amounts per month (which amounts are equal to $7.25 per rentable square foot per month for one hundred percent (100%) of the Subleased Premises and twenty five percent (25%) of the Shared Area, with an annual increase of 3.5% commencing on the first anniversary of the Commencement Date):