Submission of Lease. Submission of this instrument for examination or signature by ​ does not constitute a reservation of, option for or option to lease, and it is not effective as a lease or otherwise until execution and delivery by both ​ and ​.

Anything to the contrary herein notwithstanding, Landlord shall have the right (hereinafter called “Landlord’s Acceleration Right”) to accelerate the exercise of the Offer Space Option in advance of the Anticipated Offer Space Commencement Date by written notice thereof to Tenant (“Landlord’s Acceleration Notice”), and to cause the Anticipated Offer Space Commencement Date to occur earlier than the Anticipated Offer Space Commencement Date in the event that the same will become available for delivery to Tenant earlier than the Anticipated Offer Space Commencement Date (the “Acceleration Date”); provided, however, that in no event shall the Acceleration Date be more than three (3) months prior to the applicable Anticipated Offer Space Commencement Date. Notwithstanding the foregoing, for purposes of this Article 10, the Offer Space shall not be deemed to become Available for Tenant earlier than the Anticipated Offer Space Commencement Date except in the event that # the existing lease(s) for such space shall be terminated by reason of an Offer Space Termination Event (as such term is hereinafter defined) or # Landlord receives a bona fide offer from a third party (or their brokers or agents) to lease the Offer Space in question. As used herein, the term “Offer Space Termination Event” shall mean one or more of the following: # a default by the existing tenant(s) or occupant(s) of such space (hereinafter called the “Existing Tenant”) under the Existing Tenant’s lease (hereinafter called the “Existing Lease”) after the expiration of any applicable notice and cure periods provided for in the Existing Lease; # a voluntary surrender or early termination of the Existing Lease (or a portion thereof); or # a rejection of the Existing Lease in bankruptcy or the filing of a bankruptcy or insolvency proceeding by or against the Existing Tenant. In the event that Landlord shall exercise Landlord’s Acceleration Right, Tenant shall notify Landlord that it is electing to exercise the Offer Space Option by providing an Acceptance Notice no later than ten (10) days following the giving of such Landlord’s Acceleration Notice (time shall be of the essence with respect to such date), and if Tenant exercises the Offer Space Option the Anticipated Offer Space Commencement Date shall be deemed to be the Acceleration Date. If Tenant does not give the Acceptance Notice to Landlord on or prior to the expiration of such 10-day period, then, Landlord shall thereafter have the right to lease the Offer Space (or any part thereof) in question to any other party on terms acceptable to Landlord in Landlord’s sole discretion and Tenant shall no longer have any rights under this Article 10 with respect to such Offer Space.

Limitation of Exercise of First Offer Right. The right to lease First Offer Space as provided in this [Section 1.3] may not be exercised if, as of the date of the attempted exercise of the expansion option by Tenant, Tenant is in default under this Lease, beyond any applicable notice and cure period. The terms of this [Section 1.3] shall be personal to the originally named Tenant hereunder (the "Original Tenant") or a Permitted Transferee, and may not be exercised by any assignee, subtenant, or other Transferee of Original Tenant's interest in this Lease other than a Permitted Transferee. The terms of this [Section 1.3] shall terminate and be of no further force or effect as of the last day of the fifth (5th) Lease Year. Tenant’s rejection of any particular offer shall not relieve Landlord of its obligation to again offer the First Offer Space to Tenant any time the First Offer Space subsequently becomes available (subject to rights in any renewal rights in any Intervening Lease).

New Lease; Lease Amendment. If Tenant leases the Station 5 Premises pursuant to this Paragraph 42, Landlord shall prepare, and Landlord and Tenant shall execute within thirty (30) days after Tenant’s delivery of the Expansion Exercise Notice, # a new lease demising the Station 5 Premises on the same terms and conditions of this Lease as modified pursuant to Paragraph 42.3 (for purposes of this Paragraph 42, the “Station 5 Lease”).

Not Binding Until Executed. The submission by Landlord to Tenant of this Lease shall have no binding force or effect, shall not constitute an option for the leasing of the Premises, nor confer any right or impose any obligations upon either party until execution of this Lease by both parties.

#[[Organization B:Organization]]'s right to lease the Offer Space from [[Organization A:Organization]] shall be exercisable by written notice from [[Organization B:Organization]] to [[Organization A:Organization]] of [[Organization B:Organization]]'s election to exercise said right given not later than ten business (10) days after [[Organization A:Organization]]’s notice is given, time being of the essence. [[Organization B:Organization]] may not elect to lease less than the entire area of Offer Space described in [[Organization A:Organization]]'s notice and [[Organization B:Organization]] may not exercise said right if there is less than three (3) years left on the Term of this Lease (unless concurrently with [[Organization B:Organization]]’s exercise of its option, [[Organization B:Organization]] elects to extend the Term of this Lease pursuant to an outstanding renewal option). If [[Organization B:Organization]] does not timely exercise its option to lease the entire Offer Space, [[Organization B:Organization]]'s right to lease the Offer Space shall thereupon expire and [[Organization A:Organization]] shall have the right for a period of one-hundred (180) days to lease the Offer Space to a third party on the terms specified in the Offer Notice, subject to non-material changes in the essential terms and conditions of the Offer Notice, provided there is no reduction to the net effective rental rate offered to the third party. If [[Organization A:Organization]] desires to lease the Offer Space on terms more favorable to the [[Organization B:Organization]] than those described in the Offer Notice or if [[Organization A:Organization]] does not lease the Offer Space within such 180 day period, then such space shall again be deemed “available for leasing” and shall be offered to [[Organization B:Organization]] pursuant to the terms of this [Article 36]. If [[Organization A:Organization]] does enter into a lease for the Offer Space with a third party and such space later becomes “available for leasing” as described above, such space shall again be offered to [[Organization B:Organization]] pursuant to the terms of this [Article 36]. Except for an assignment to a Permitted Transferee, the Refusal Right is personal to [[Organization B:Organization]] and may not be assigned by [[Organization B:Organization]] in connection with an assignment of this Lease or otherwise. The Refusal Right may not be exercised by anyone other than [[Organization B:Organization]] or a Permitted Transferee. Any attempted assignment of the Refusal Right to other an a Permitted Transferee shall be of no effect and the Refusal Right shall become forever null and void as of the date of the purported assignment.

No Prior Rights of Offer. Nothing in the Plan shall be deemed to give any officer or employee of the Corporation or his or its legal representatives or assigns or any other person or entity claiming under or through any Participant any contractual or other right to participate in the benefits of the Plan.

“Available” means that the Offer Space is vacant and free of any possessory right in favor of the existing tenant or occupant thereof; provided that, except as expressly set forth below, any Offer Space that is vacant on the date of this Lease shall not be deemed Available unless and until such space is first leased to another tenant and then again becomes Available. Anything to the contrary contained herein notwithstanding, Tenant’s right of first offer pursuant to this Article 10 is subordinate to # any party having a renewal right contained in such party’s lease with respect to such Offer Space, # any party whose lease is renewed voluntarily by Landlord (irrespective if such renewal right is contained in such party’s lease), or # any party to which Landlord has, as of the date hereof, granted an expansion right, first offer right or other similar right with respect to such Offer Space. Attached hereto as Exhibit H is a schedule of all such parties having any superior rights with respect to the Offer Space as of the date hereof. Accordingly, # Landlord shall have no obligation to give an Offer Notice to Tenant with respect to such Offer Space (or such portion thereof), and # Landlord shall have the right to lease such Offer Space (or such portion thereof) to any such party without first offering such Offer Space (or the applicable portion thereof) to Tenant as contemplated by this Article 10, in either case, until such time as such party with such superior rights has either declined its option or the time period for such party to exercise such option has lapsed.

Execution. This Agreement may be executed in two or more counterparts (including by facsimile or other electronic transmission), each of which shall be deemed an original, but all of which together shall constitute one instrument.

Execution. This Agreement may be executed in two or more counterparts, all of which when taken together shall be considered one and the same agreement and shall become effective when counterparts have been signed by each party and delivered to each other party, it being understood that the parties need not sign the same counterpart. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf” format data file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or “.pdf” signature page were an original thereof.