Should Landlord receive from a prospective third party tenant an offer to lease the First Refusal Space or any premises within the Building containing all or a portion of the First Refusal Space that Landlord is willing to accept or should Landlord give a prospective tenant an offer to lease the First Refusal Space or any premises within the Building containing all or a portion of the First Refusal Space, which offer Landlord anticipates the prospective tenant will accept (the “Third Party Offer”), Landlord agrees promptly to so notify Tenant in writing of the relevant economic terms of the Third Party Offer. If the Third Party Offer contains space in addition to the First Refusal Space, if Tenant accepts the Third Party Offer, it shall be required to lease all of the space that is the subject of the Third Party Offer. Tenant shall have a period of five (5) business days after the date of the notice to Tenant within which to exercise the First Refusal Right (the “Acceptance Period”) by delivery to Landlord of written notice of its exercise on or before the last day of the Acceptance Period. If Tenant fails to duly and timely exercise the First Refusal Right, or elects not to exercise the First Refusal Right, the same shall lapse, and be of no further force or effect, and Landlord shall be free to lease the First Refusal Space.

Within ten (10) days after the effective date of Tenant’s exercise of the First Refusal Right, Landlord receive from a prospective third party tenantand Tenant shall enter into an offeramendment to leasethis Lease adding the First Refusal Space or any premises withinto the Building containing all or a portion of the First Refusal Space that Landlord is willing to accept or should Landlord give a prospective tenant an offer to leasePremises, which amendment shall subject the First Refusal Space or any premises within the Building containing all or a portion of the First Refusal Space, which offer Landlord anticipatesis contained in the prospective tenant will accept (the “ThirdThird Party Offer”), Landlord agrees promptlyOffer, to so notify Tenant in writingthe terms and provisions of this Lease except that all of the relevant economicmaterial terms of the Third Party Offer. IfOffer, including the Third Party Offer contains space in additionBase Rent, lease term, Base Year, rent abatement, and any improvement allowance relating to the First Refusal Space, if Tenant accepts the Third Party Offer, itSpace shall be required to lease all of the space that is the subject ofas set forth in the Third Party Offer. Tenant shall have a period of five (5) business days after the date of the notice to Tenant within which to exerciseaccept the First Refusal Right (the “Acceptance Period”) by deliverySpace in either its existing “as is” condition or as provided in the Third-Party Offer (including any improvement allowance provided for therein). Tenant’s improvements to Landlord of written notice of its exercise on or before the last day of the Acceptance Period. If Tenant fails to duly and timely exercise the First Refusal Right,Space or elects not to exerciseany premises within the Building containing all or a portion of the First Refusal Right,Space which may be contained in the same shall lapse, and be of no further force or effect, and LandlordThird Party Offer shall be free to leasedesigned and installed in accordance with the parties’ agreement at the time this First Refusal Space.Right is exercised.

If Tenant fails to duly and timely exercise the First Refusal Right, or elects not to exercise the First Refusal Right,Right and the same shall lapse, and be of no further force or effect, and Landlord shall be free tothird party submitting the Third Party Offer does not lease the First Refusal Space.Space, the First Refusal Space shall again become subject to the First Refusal Right herein contained as to any subsequent Third Party Offer submitted to Landlord.

Tenant’s rights under this Paragraph 7 are and shall be subject and subordinate to lease the First Refusal Space or any premises withinrights and options of tenants under other leases of portions of the Building containingand their successors or assigns, as such rights and options exist on the date hereof. Accordingly, Landlord shall not be obligated to give Tenant notice respecting a Third Party Offer prior to or in conjunction with the exercise of any such rights or options. Furthermore, Landlord shall have the right to enter into a lease of all or a portion of the First Refusal Space with a tenant or subtenant other than Tenant occupying such space on the date such space would otherwise become available for lease without this First Refusal Right being triggered and therefore without Landlord first being required to submit a notice respecting a Third Party Offer to Tenant, and such lease with any such occupant shall be superior to, but shall not have the effect of terminating, Tenant’s rights under this Paragraph 7. Tenant acknowledges that Landlord is willing to accept or should Landlord give a prospective tenant an offermay make simultaneous offers to lease the First Refusal Space or any premises within the Building containing all or a portion of the First Refusal Space, whichSpace to Tenant and to any tenant holding such superior rights, and thus if the tenant holding such superior rights elects to accept such offer from Landlord, Landlord anticipates the prospective tenant will accept (the “Third Party Offer”)not be bound by its offer to Tenant. Further, Landlord may enter into short term or temporary (i.e., Landlord agrees promptlynot to so notify Tenant in writingexceed 1 year) leases or license agreements with new, prospective, or existing tenants for all or any portion of the relevant economic terms of the Third Party Offer. If the Third Party Offer contains space in addition to the First Refusal Space, if Tenant accepts the Third Party Offer, it shall be required toSpace while such prospective or new tenant’s lease all of theis being negotiated or permanent space that is the subject of the Third Party Offer. Tenant shall have a period of five (5) business days after the date of the notice to Tenant within which to exercise thebeing constructed, or while such existing tenant’s space is being remodeled or reconstructed, without triggering this First Refusal Right (the “Acceptance Period”) by deliveryand without being obligated to Landlord of writtengive Tenant a notice of its exercise on or before the last day of the Acceptance Period. If Tenant fails to duly and timely exercise the First Refusal Right, or elects not to exercise the First Refusal Right, the same shall lapse, and be of no further force or effect, and Landlord shall be free to lease the First Refusal Space.in connection therewith.

Right of First Refusal. Subject to the existing rights of tenants in the Building as of the date hereof and so long as Tenant is then in occupancy of the entirety of the Premises, Landlord receive from a prospective third party tenant an offergrants to Tenant the right (the “First Refusal Right”) to lease the First Refusal Space orSpace, as hereinafter defined, at any premises withintime during the Building containing all or a portion of the First Refusal Space that Landlord is willing to accept or should Landlord give a prospective tenant an offer to lease the First Refusal Space or any premises within the Building containing all or a portion of the First Refusal Space, which offer Landlord anticipates the prospective tenant will accept (the “Third Party Offer”), Landlord agrees promptly to so notify Tenant in writing of the relevant economic terms of the Third Party Offer. If the Third Party Offer contains space in additionTerm, on and subject to the First Refusal Space, if Tenant accepts the Third Party Offer, it shall be required to lease all of the space that is the subject of the Third Party Offer. Tenant shall have a period of five (5) business days after the date of the notice to Tenant within which to exercise thefollowing terms and conditions. The First Refusal Right (the “Acceptance Period”)is not effective or exercisable by delivery to LandlordTenant during the existence of writtena default by Tenant under this Lease beyond any applicable notice of its exercise on or before the last day of the Acceptance Period. If Tenant fails to duly and timely exercise the First Refusal Right, or elects not to exercise the First Refusal Right, the same shall lapse, and be of no further force or effect, and Landlord shall be free to lease the First Refusal Space.cure period.