STATE OF CALIFORNIA DEPARTMENT OF REHABILITATION

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Schad ule°J-V Determinine FMRR. Far purposes o f determining the FMRR, the following procedure shall apply: I If Tenant duly exercises any Extension Option and duly rejects Landlord's determination (in its Market Rent Notice orthe FMRR for the Extension, then Landlord and Tenant shall endeavor to agree upon the FMRR for the Extension Tenn on or before the Outside Agreement Date (defined below). If Landlord and Tenant ore unable to agree upon the FMRR far the Extension Term on or before the Outside Agreement Date, then tie FMRR for the Extension Term shall be determined by arbitration pursuant to Section 2 of this Schedule')-T' The "Outside Agreement Date" means the date that is ten (10) business days alter the dale that Tenant notifies Landlord, in its Market Rent Response Notice that Tenant has rejected Landlord's initial determination ofthe FMRR for die Extension Tenn. 2 If Landlord and Tenant shall fail to agree upon the FMRR for the Extension Term on or before the applicable Outside Agreement Date, then within ten (10) business days thereafter, each of Landlord and Tenant shall submit to the other its final determination of the FMRR for the Extension Tenn and such final determinations shall be submitted to arbitration (as Tenant's and Landlord's "Submitted FMRR," respectively) in accordance with the following: 2,1 Landlord and Tenant shall each appoint one arbitrator who shall by profession be a real estate broker who shall have been active in the leasing of the Project and the Comparable Buildings over the five (5) year period ending on the date of such appointment. The determination of the arbitrators shall be limited solely to the issue as to whether Landlord's or Tenant's Submitted FMRR is the closest to the actual FMRR. for the Extension Term, as determined by the arbitrators, taking into account the requirements of this Schedule "J-3". Each such arbitrator shall be appointed within fifteen (15) business days after the Outside Agreement Date. 2.2 The two arbitrators so appointed shall, within ten (10) business days of the date of the appointment of the second appointed arbitrator, agree upon and appoint a third arbitrator who shall be qualified under die some standard as described in Section 2 orthis Schedule. "J-3" (with respect to appointment of the initial two arbitrators). 2.3 The three arbitrators shall, within thirty (30) days of the appointment ofthe third arbitrator, reach a decision as to whether the parties shall use Landlord's or Tenant's Submitted FMRR and shall notify Landlord and Tenant thereof; provided that: (a) if either Landlord or Tenant fails to appoint an arbitrator within fifteen (15) business day period described in Section 2.1 of this Schedule "J-3", then the arbitrator appointed by the other party shall solely reach a decision as to die FMRR for the Extension Term end notify Landlord and Tenant thereof within thirty (30) days following expiration of such fifteen (15) business day period, and such arbitrator's decision shall be binding upon Landlord and Tenant, and (b) if the two arbitrators fail to agree upon and appoint a third arbitrator, or both patties fail to appoint an arbitrator, then the appointment of die third arbitrator or any arbitrator shall be dismissed and the matter to be decided shall be promptly submitted to arbitration under the provisions of die American Arbitration Association (the "AAA'% butsubject to the instructions set forth in this Schedule J-3". 2.4 The decision of the majority of die three arbitrators (or in the case of a decision made under clause (a) or (b) of Section 2.3 of this Schedule "J-T, the decision cribs single arbitrator o• die arbitrator(s) appointed by the AAA) shall be binding upon Landlord and Tenant, $hull be in writing and shall be non -appealable, and counterpart copies thereof shall be delivered to Landlord kind Tenant. A judgment or order based upon such award may be entered In any court of competent jurisdiction. In rendering their decision and award, the arbitrators shall have no power to vary, modify or amend any provision of this Lease. 2.5 Landlord anal Tenant shall each bear 50%, of the cost ofthe arbVrntion described in this aection 2 ofthis Schedule'?-3". i401 liTh-le Center Dr —City nj.Snurn An e, Leave -5- [Nhibil J