Common use of Failure to Select Broker or Failure of Broker to Serve Clause in Contracts

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant Subtenant shall have requested a Broker Determination and Landlord Sublandlord shall not have designated a broker within the time period provided therefor above, then TenantSubtenant’s Broker shall broker alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of LandlordSublandlord’s right to designate a broker hereunder. If Tenant Subtenant’s and Landlord Sublandlord’s brokers have both been designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the TenantSubtenant, the Landlord Sublandlord or either broker previously designated may request the Greater Boston Bar Association (or such organization as may succeed to the Boston Bar Association) Real Estate Board, Inc. to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointedact. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the TenantSubtenant, the LandlordSublandlord, the brokers first appointed or the said Greater Boston Bar Association Real Estate Board, Inc., as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord Sublandlord or Tenant Subtenant, such vacancy may be filled by the said Greater Boston Bar Association and any Real Estate Board, Inc.. Any broker so appointed by the Greater Boston Real Estate Board, Inc., pursuant to fill such vacancy shall the provisions hereof shall, for all purposes, have the same standing and powers as though he had been originally appointedappointed by the party originally designated to make such appointment by the terms hereof.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s 's Broker shall alone make request the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right Greater Boston Real Estate Board to designate a broker hereunderLandlord's Broker. If Tenant Tenant's and Landlord Landlord's Brokers have both been designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association (or such organization as may succeed to the Boston Bar Association) Real Estate Board, Inc. to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointedact. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the said Greater Boston Bar Association Real Estate Board, Inc., as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant Tenant, such vacancy may be filled by the said Greater Boston Bar Association and any Real Estate Board, Inc. Any broker so appointed by the Greater Boston Real Estate Board, Inc., pursuant to fill such vacancy shall the provisions hereof shall, for all purposes, have the same standing and powers as though he had been originally appointedappointed by the party originally designated to make such appointment by the terms hereof. EXHIBIT H BENEFICIARY: ISSUANCE DATE: 200 IRREVOCABLE STANDBY LETTER OF CREDIT NO. ACCOUNTEE/APPLICANT MAXIMUM/AGGREGATE CREDIT AMOUNT: US$ USD: LADIES AND GENTLEMEN: We hereby establish our irrevocable letter of credit in your favor for account of the applicant up to an aggregate amount not to exceed and /100 US Dollars (US $ available by your draft(s) drawn on ourselves at sight accompanied by: Your statement, signed by a purportedly authorized officer/official certifying that the Beneficiary is entitled to draw upon this Letter of Credit (in the amount of the draft submitted herewith) pursuant to the Lease (the "Lease") dated by and between , as Landlord, and , as Tenant, together with the original copy of this Letter of Credit and any amendments thereto which have been accepted by you. Draft(s) must indicate name and issuing bank and credit number and must be presented at this office. You shall have the right to make partial draws against this Letter of Credit, from time to time. This Letter of Credit is transferable at any time and from time to time without cost to Beneficiary. Except as otherwise expressly stated herein, this Letter of Credit is subject to the "Uniform Customs and practice for Documentary Credits, International Chamber of Commerce, Publication No. 500 (1993 Revision)." This Letter of Credit shall expire at our office on , 200_ (the "Stated Expiration Date"). It is a condition of this Letter of Credit that the Stated Expiration Date shall be deemed automatically extended without amendment for successive one (1) year period s from such Stated Expiration Date, unless at least forty-five (45) days prior to such Stated Expiration Date) (or any anniversary thereof) we shall notify you at the address specified in this Letter of Credit (or at such other address of which you may have notified us in writing) and the Accountee/Applicant in writing by registered mail (return receipt) that we elect not to consider this Letter of Credit extended for any such additional one (1) year period. Re: Lease dated _(the "Lease") between ("Landlord") and_______("Tenant") respecting certain premises located at (the "Property") asmore particularly described in the Lease. To whom it may concern: You have been engaged by Tenant to review the books and records of Landlord respecting operating expenses for the Property for calendar years and/or_______ real estate taxes for fiscal years ------ Landlord is willing to allow you to review such books and records subject to and in consideration of the terms and conditions set forth below: 1. All information made available to you pursuant to this letter, whether oral or written, shall be hereinafter referred to as the "Evaluation Material." All Evaluation Material provided to you shall remain the property of the Landlord. The Evaluation Material shall be handled by you in a confidential manner. You shall establish procedures that assure that such Evaluation Material shall remain confidential while in your possession. 2. The review of such books and records shall take place at Landlord's offices in Boston, Massachusetts during normal business hours. In no event shall any such audit be conducted on a contingency fee basis paid to you but shall be contracted and paid for on a fixed-fee basis. 3. The Evaluation Material shall be used only for the purpose of reviewing the operating expense charges and/or real estate taxes paid by Tenant pursuant to the Lease. To this end, you may disclose same to your partners, officers, directors and employees, provided, however, that you inform each partner, officer, director and employee who has access to the Evaluation Material of your obligations under this letter. The Evaluation Material may not be disclosed to any third party including, without limitation, any other tenant at the Property. 4. It is understood and agreed that money damages would not be sufficient remedy for any breach of this agreement and that Landlord shall be entitled to specific performance and injunctive or other equitable relief as a remedy for any such breach and you further agree to waive any requirement for the security or posting of any bond in connection with such remedy. Such remedy shall not be deemed to be the exclusive remedy for breach of this agreement but shall be in addition to all other remedies available at law or equity to the Landlord. 5. In the event of litigation relating to this agreement, if a court of competent jurisdiction determines in a final, non-appealable order that a party has breached this agreement, then such party shall be liable and pay to the non-breaching party the reasonable legal fees such non-breaching party has incurred in connection with such litigation, including any appeal therefrom. 6. You agree to indemnify, defend and hold the Landlord, its affiliates and agents (including Boston Properties, Inc. and its principals and affiliates), and their respective officers, directors, employees and representatives harmless, from and against any and all claims, causes of action, expenses, fees (including attorney's fees) arising out of your actual breach of the provisions of this letter as determined in appropriate legal proceedings. The Landlord's and Boston Properties, Inc. 's affiliates who have not executed this letter are acknowledged to be third party beneficiaries of the provisions hereof.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably reasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association Association, as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Boston Bar Association Association, and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then TenantXxxxxx’s Broker broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant Xxxxxx and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably reasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association Association, as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Boston Bar Association Association, and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker 's broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s 's right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association (or such organization as may succeed to the Boston Bar Association) Real Estate Board, Inc. to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the said Greater Boston Bar Association Real Estate Board, Inc., as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Greater Boston Bar Association Real Estate Board, Inc., and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. EXHIBIT H FURNITURE LIST FIRST AMENDMENT TO LEASE FIRST AMENDMENT TO LEASE dated as of this 23rd day of December, 2003 by and between XXXXXXXX X. XXXXXXXXX and XXXXXX X. XXXXX, TRUSTEES OF TRACER LANE TRUST II, under Declaration of Trust dated May 30, 2000, recorded with the Middlesex South District Registry of Deeds in Book 31451 Page 498 but not individually ("Landlord") and Unica Corporation, a Massachusetts corporation ("Tenant").

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. THIS FIRST AMENDMENT TO LEASE dated as of this 21st day of March, 2012 (the “Effective Date”) by and between STONY BROOK ASSOCIATES LLC, a Delaware limited liability company (“Landlord”) and XXXX.XXX, INC., a Delaware corporation (“Tenant”).

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then TenantXxxxxx’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant Xxxxxx and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, and such failure shall continue for ten (10) days after written notice thereof, then Tenant’s Broker broker shall alone make request the determination of Prevailing Market Rent in writing Greater Boston Real Estate Board to Landlord and Tenant within thirty (30) days after the expiration of designate Landlord’s right to designate a broker hereunderbroker. If Tenant Tenant’s and Landlord Landlord’s brokers have both been designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association (or such organization as may succeed to the Boston Bar Association) Real Estate Board, Inc. to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointedact. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the said Greater Boston Bar Association Real Estate Board, Inc., as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant Tenant, such vacancy may be filled by the said Greater Boston Bar Association and any Real Estate Board, Inc. Any broker so appointed by the Greater Boston Real Estate Board, Inc., pursuant to fill such vacancy shall the provisions hereof shall, for all purposes, have the same standing and powers as though he had been originally appointedappointed by the party originally designated to make such appointment by the terms hereof. c/o Boston Properties LP 000 Xxxxxxxx Xxxxxx, Xxxxx 0000 Xxxxxx, Xxxxxxxxxxxxx 00000-0000 Attn: Lease Administration, Legal Dept. Ladies and Gentlemen: We hereby establish our Irrevocable Letter of Credit and authorize you to draw on us at sight for the account of [Tenant] (“Applicant”), the aggregate amount of [spell out dollar amount] and [ ]/100 Dollars [($ )]. You shall have the right to make partial draws against this Letter of Credit from time to time. Funds under this Letter of Credit are available to the beneficiary hereof as follows: Any or all of the sums hereunder may be drawn down at any time and from time to time from and after the date hereof by [Landlord] (“Beneficiary”) when accompanied by this Letter of Credit and a written statement signed by an individual purporting to be an authorized agent of Beneficiary, certifying that such moneys are due and owing to Beneficiary, and a sight draft executed and endorsed by such individual. This Letter of Credit is transferable in its entirety to any successor in interest to Beneficiary as owner of [Property, Address, City/Town, State]. Should a transfer be desired, such transfer will be subject to the return to us of this advice, together with written instructions. Any fees related to such transfer shall be for the account of the Applicant. The amount of each draft must be endorsed on the reverse hereof by the negotiating bank. We hereby agree that this Letter of Credit shall be duly honored upon presentation and delivery of the certification specified above. This Letter of Credit shall expire on [Final Expiration Date]. Notwithstanding the above expiration date of this Letter of Credit, the term of this Letter of Credit shall be automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, the undersigned shall give written notice to Beneficiary, by certified mail, return receipt requested and at the address set forth above or at such other address as may be given to the undersigned by Beneficiary, that this Letter of Credit will not be renewed. If any instructions accompanying a drawing under this Letter of Credit request that payment is to be made by transfer to your account with another bank, we will only effect such payment by fed wire to a U.S. regulated bank, and we and/or such other bank may rely on an account number specified in such instructions even if the number identifies a person or entity different from the intended payee. This Letter of Credit is governed by the Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication 500. Very truly yours, Name: Title: FIRST AMENDMENT TO LEASE (the “First Amendment”) dated as of this 4th day of December, 2015 (the “Effective Date”), by and between BP BAY COLONY LLC, a Delaware limited liability company (“Landlord”) and BIT9, INC., a Delaware corporation (“Tenant”).

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.. Construction Drawings prepared by Wxxxxx Architectural Services named and dated as follows: Cover (2-13-08) D1 — Demolition Floor Plan (2-13-08) D2 — Demolition Ceiling Plan (2-13-08) A1 — Floor Plan (2-13-08) A2 — Electrical / Furniture Plan (2-13-08) A3 — Ceiling Plan (2-13-08) A4 — Finish Plan (2-13-08) A5 — Details (2-13-08) Misc. Metals Supplemental steel (if required) at Tenant UPS X Finish Carpentry Plastic Laminate Base and Upper Cabinets at Lounge #1 and Lounge #2. X Coat closet rod & shelf X Blocking for Tenant-provided Plasma Screens X Doors & Frames Tenant Entry Doors to remain as-is X New aluminum/glass double door at Reception (door #3) X Remove and dispose of existing doors and hardware throughout Premises. X Existing door frames to remain or be removed and salvaged for re-use at new locations indicated on plans. X Furnish and install clear-finished maple doors at all existing-to-remain and relocated door locations. X Hardware Entry door hardware to remain as-is X New brushed stainless steel door hardware at all existing-to- remain and relocated doors throughout Premises. Locksets at Storage Closets X X Lock Sets at Private Offices X Glass & Glazing Applied film at new/relocated sidelights X Drywall New partitions to the underside of ceiling. X Full height partitions at conference room X Drywall Ceilings (new) X Drywall Soffits (new) X Acoustic Ceilings Patch/replace existing grid as required for new wall construction and wall demolition X New ceiling tile installed in existing/new grid throughout premises. X Flooring Carpet — selected from bldg. standards X Carpet border outside of enclosed offices and in Boardroom X VCT flooring at Lounges, Game Room and Storage Rooms X Repair access flooring at Data Center X Vinyl Base at new and existing walls X Specialty flooring (wood or other) at Reception X Wall Finishes Paint Walls (latex) X Paint Doors/Frames X Paint Soffits/Ceilings X Wall Coverings X Equipment/ Specialties Relocated existing projection screen X Wall-talker boards at Offices/Conference Rooms X Appliances X Fire Extinguishers X Building Standard Tenant signs at Elevator Lobby and at Tenant Entry door (relocated). X Tenant Signage (within Premises and exterior building- mounted) X Fire Protection Relocate existing fire protection heads as required per X code due to new/removed walls. Finished Sprinkler design X Pre-Action System and other special systems (FM 200) X Plumbing Sinks with HW heaters at Lounges (2) X Garbage Disposal X HVAC Rework existing HVAC equipment, ductwork and diffusers for new wall locations. X Supplemental cooling at Data Center X New/relocated thermostats as required due to new wall layout. X Dedicated HVAC zone and exhaust fan for Conference Rooms. X New Heat Pumps (design-build) as required for new office layout. X Electrical Relocate existing light fixtures and supplement as required with matching fixtures in order to accommodate new office layout. X Additional/specialty lighting X Occupancy sensor switches as required by Code. X Occupancy sensor switches per Tenant request X Replace existing switch and outlet covers with stainless steel covers X Exit Signs/Fire Alarm Devices as required per Code X Dimmer Switches X Electrical outlets as indicated on plans X GFI outlets at Kitchen as required per code. X Tenant-specific power requirements at Data Center X UPS for Data Center X Floor Outlets for power & tel/data @ Boardroom X Electrical feeds to Tenant-supplied workstation furniture located above ceiling or at wall. X Power poles/whips and final electrical connections to workstation furniture. X Telecom/Security Design of Tel/data X “Ring and string” in offices and conference room for tel/data as indicated on plans X Tel/data cabling and final connections X Tel/data equipment X Base Building Security System X Tenant Space Security System X Design Services Design for Turnkey scope X Other Workstation Furniture (furnish and install) X Roof work associated with Data Center supplemental cooling equipment. X Install Tenant-furnished hand dryers (2) at Restrooms X

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, and such failure shall continue for ten (10) days after written notice thereof, then Tenant’s Broker broker shall alone make request the determination of Prevailing Market Rent in writing Greater Boston Real Estate Board to Landlord and Tenant within thirty (30) days after the expiration of designate Landlord’s right to designate a broker hereunderbroker. If Tenant Tenant’s and Landlord Landlord’s brokers have both been designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association (or such organization as may succeed to the Boston Bar Association) Real Estate Board, Inc. to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointedact. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the said Greater Boston Bar Association Real Estate Board, Inc., as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant Tenant, such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.by

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a First Offer Space Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker 's broker shall alone make the determination of Prevailing the Annual Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s 's right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the president of the Commercial Brokers Association division of the Greater Boston Bar Association Real Estate Board (the "CBA") (or such organization as may ma) succeed to the Boston Bar Association) CBA). to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, . have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, . or in case any broker for any reason ceases to be such, . a broker to fill till such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association CBA as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill till such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled tilled by the Boston Bar Association CBA and any broker so appointed to fill till such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association Real Estate Board, Inc. (or such organization as may succeed to the Greater Boston Bar AssociationReal Estate Board, Inc.) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Greater Boston Bar Association Real Estate Board, Inc. as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Greater Boston Bar Association Real Estate Board, Inc. and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen ten (1510) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably timely appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker Landlord’s Broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of LandlordXxxxxxxx’s right to designate a broker Xxxxxxxx’s Broker hereunder. If Tenant Xxxxxx and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker the Third Broker so appointed shall, for all purposes, have the same standing and powers as though he or she had been seasonably reasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the TenantXxxxxx, the Landlord, the brokers first appointed or the Boston Bar Association Association, as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Boston Bar Association Association, and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.. Landlord will provide Tenant with reasonable advance notice of any amendment to the Rules and Regulations in accordance with Section 16.9 of the Lease. The Rules and Regulations for the Building are currently as attached. The Rules and Regulations for the Building and the 145 Building will be the same, but for items that are specific to one building but not the other (such as, for example, requirements of the permits and approvals for one building which do not apply to the other building). [Note: The Rules and Regulations are also found at xxx.xxxxxxxxxxxxx.xxx under Customer Handbook]

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably reasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association Association, as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Boston Bar Association Association, and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant shall have failed timely to give a Tenant’s Request, and Landlord gives a Landlord Response, then Tenant shall have ten (10) days after it receives such Landlord Response to designate its broker. If Tenant fails to do so, then Landlord’s broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after Landlord gives such Landlord Response. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he he/she had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association Association, as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Boston Bar Association Association, and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. c/o Boston Properties LP 000 Xxxxxxxx Xxxxxx, Xxxxx 0000 Xxxxxx, Xxxxxxxxxxxxx 00000-0000 Attn: Lease Administration, Legal Dept. Ladies and Gentlemen: We hereby establish our Irrevocable Letter of Credit and authorize you to draw on us at sight for the account of [Tenant] (“Applicant”), the aggregate amount of [spell out dollar amount] and [__]/100 Dollars [($ )]. You shall have the right to make partial draws against this Letter of Credit from time to time. Funds under this Letter of Credit are available to the beneficiary hereof as follows: Any or all of the sums hereunder may be drawn down at any time and from time to time from and after the date hereof by [Landlord] (“Beneficiary”) when accompanied by this Letter of Credit and a written statement signed by an individual purporting to be an authorized agent of Beneficiary, certifying that such moneys are due and owing to Beneficiary, and a sight draft executed and endorsed by such individual. This Letter of Credit is transferable in its entirety to any successor in interest to Beneficiary as owner of [Property, Address, City/Town, State]. Should a transfer be desired, such transfer will be subject to the return to us of this advice, together with written instructions. Any fees related to such transfer shall be for the account of the Applicant. The amount of each draft must be endorsed on the reverse hereof by the negotiating bank. We hereby agree that this Letter of Credit shall be duly honored upon presentation and delivery of the certification specified above. This Letter of Credit shall expire on [Final Expiration Date]. Notwithstanding the above expiration date of this Letter of Credit, the term of this Letter of Credit shall be automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, the undersigned shall give written notice to Beneficiary, by certified mail, return receipt requested and at the address set forth above or at such other address as may be given to the undersigned by Beneficiary, that this Letter of Credit will not be renewed. If any instructions accompanying a drawing under this Letter of Credit request that payment is to be made by transfer to your account with another bank, we will only effect such payment by fed wire to a U.S. regulated bank, and we and/or such other bank may rely on an account number specified in such instructions even if the number identifies a person or entity different from the intended payee. This Letter of Credit is governed by the Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication 500. Very truly yours, By: Name: Title: This memo outlines the procedure for allocating charges for electric power for lights, plugs, heating, air conditioning and ventilation to the individual tenant premises within the Building. 1. Main electric service will be provided by the local utility company to a central utility metering center. All charges by the utility will be read from these meters and billed to and paid by Landlord at rates established by the utility company. 2. In order to assure that charges for electric service are allocated among tenants in relation to the relative amounts of electricity used by each tenant, meters (known as “check meters”) may be used to monitor tenant electric usage. On each floor there may be one or more check meter(s) serving all of the floor, and on multi-tenant floors Landlord may require that the tenants (at their sole cost and expense) install check meters relating to their premises (to the extent there are no check meters already serving such premises).

Failure to Select Broker or Failure of Broker to Serve. If Tenant the Requesting ------------------------------------------------------ Party shall have requested a Broker Determination and Landlord the Responding Party shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker the Requesting Party's broker shall alone make the determination of the Prevailing Fair Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s the Responding Party's right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association (or such organization as may succeed to the Boston Bar Association) Real Estate Board, Inc. to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the said Greater Boston Bar Association Real Estate Board, Inc., as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.who

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker 's broker shall alone make the determination of Prevailing Market Rent the fair market rent of value in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s 's right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the president of the Commercial Brokers Association division of the Greater Boston Bar Association Real Estate Board (the "CBA") (or such organization as may succeed to the Boston Bar AssociationCBA) to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, . have the same standing and powers pokers as though he had been seasonably appointed by b> the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill till such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association CBA as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association CBA and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.. The following procedures and requirements shall apply:

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Neutral Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association Real Estate Board (or such organization as may succeed to the Greater Boston Bar AssociationReal Estate Board) to designate the Third Neutral Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably reasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, or the brokers first appointed or the Boston Bar Association (or such organization as may succeed to the Boston Bar Association), as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association (or such organization as may succeed to the Boston Bar Association), and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall broker alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant Tenant’s and Landlord Landlord’s brokers have both been designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association (or such organization as may succeed to the Boston Bar Association) Real Estate Board, Inc. to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointedact. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the said Greater Boston Bar Association Real Estate Board, Inc., as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant Tenant, such vacancy may be filled by the said Greater Boston Bar Association and any Real Estate Board, Inc.. Any broker so appointed by the Greater Boston Real Estate Board, Inc., pursuant to fill such vacancy shall the provisions hereof shall, for all purposes, have the same standing and powers as though he had been originally appointedappointed by the party originally designated to make such appointment by the terms hereof. THIS AGREEMENT made this day of 200 , by and between the TRUSTEES OF TRUST (hereinafter “Landlord”) and (hereinafter “Tenant”).

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s 's Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s 's right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant the Initiating Party shall have requested sent a Broker Determination BD Notice and Landlord the Responding Party shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenantthe Initiating Party’s Broker broker shall alone make the determination of Prevailing Market Rent the fair market rent of value in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlordthe Responding Party’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) ). to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he or she had been seasonably reasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker Landlord’s Broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker Landlord’s Broker hereunder. If Tenant and Texxxx xnd Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker the Third Broker so appointed shall, for all purposes, have the same standing and powers as though he or she had been seasonably reasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the TenantTexxxx, the Landlord, the brokers first appointed or the Boston Bar Association Association, as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Boston Bar Association Association, and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. Unless otherwise agreed to in writing by the parties, in no event shall any portion of the Retail Space be used for any of the following: (i) any use causing loud noises (including any business using exterior loud speakers), perceptible vibration, or offensive odors; provided, however, that (a) the following sources of sound propagation shall be permitted (1) live entertainment events as may be required by, and in a manner consistent with, the Permits and Approvals, and (2) so long as the same is not audible in the Premises, restaurant exterior music amplification, and (b) normal restaurant odors not perceptible in the Premises shall be permitted; (ii) dry cleaner, except that facilities for self-service drop-off and pick-up of delivery items (including, without limitation, dry cleaning or retail goods) shall be permitted; (iii) automobile repair shop, any facility storing or selling gasoline or diesel or other fuels, any operations which perform oil changes, lubrications, tune-ups, air conditioning service, tire sales, vehicular service center, brake and/or muffler service, repair and/or sales; (iv) used clothing or thrift store or liquidation outlet (including, without limitation, consignment or resale operations) or off-price, discount retail chain store; provided, that the same shall not be deemed a prohibition of antique stores; (v) nail salon, hair salon, massage parlor or massage therapy or chiropractic, except that beauty services and health therapies such as, for example, massage therapy, facials, manicures, pedicures, waxing, and similar treatments at a health spa, or “day spa” to the extent such a facility is permitted under clause (xiii) below, or a first-class hotel, or a high quality limited service or extended stay hotel such as, for example, W by Starwood, Residence Inn by Marriott, Indigo by Intercontinental and Courtyard by Marriott shall be permitted; (vi) adult book shop or adult movie house or other establishment, selling, renting, displaying or exhibiting pornographic or obscene materials (including without limitation: magazines, books, movies, videos, photographs or so-called sexual toys) or providing adult-type entertainment or activities (including, without limitation, any displays or activities of a variety involving, exhibiting or depicting sexual themes, nudity or lewd acts), provided that nothing in this clause (vi) shall restrict the operation of a Borders, Xxxxxx & Xxxxx or similar national or regional bookstore operator; (vii) so-called “head shop” or marijuana dispensary; (viii) newsstand or magazine stand, except as part of a first-class mixed use development or the operation of a magazine/newspaper store in the nature and quality of a “Xxxxxx News”; (ix) mortuary or funeral parlor; (x) laundry or washateria; (xi) sale of packaged alcoholic beverages, except the same shall not prohibit the operation of a first-class wine, beer and cheese shop or other specialty foods use coupled with the sale of fine wine and/or beer; (xii) cinema or theater; place of recreation (such as bowling alley, skating rink, carnival, game arcade, billiard parlor, bingo parlor), except as may be required by, and in a manner consistent with, the Permits and Approvals; (xiii) health spa utilizing workout facilities or a “day spa” concept, except a first-class health spa or facility such as, for example, an L.A. Sports Club, a Fitcorp, an Exhale Spa, a Boston Sports Club, or an Equinox (each, as currently operated), or as part of a first-class hotel or a high quality limited service or extended stay hotel such as, for example, W by Starwood, Residence Inn by Marriott, Indigo by Intercontinental and Courtyard by Marriott shall be permitted; (xiv) gaming or gambling operation; (xv) anything which shall constitute a public nuisance; (xvi) cafeteria; (xvii) fast food chain restaurant such as the type currently being operated under the name McDonalds or Burger King, but the foregoing shall not prohibit so called “fast casual” concepts such as, without limitation, SweetGreen or Clover; (xviii) flea market, pawn shop, swap meet, government surplus store, liquidators, fire sales, or auction; provided, however, a first class auction house such as but not limited to a Xxxxxxx’x shall not be prohibited; (xix) any check cashing or “payday” loan operation; provided, however, that the same shall not be deemed a prohibition on national, regional or local banks or credit unions; (xx) any medical clinic, or medical or dental office; (xxi) supermarket, except the operation of a high quality urban or boutique grocer such as, for example, a Trader Joe’s, Whole Foods Market, or an operation of similar quality to a Trader Jox’s or Whole Foods Market (as they now exist) shall not be prohibited; (xxii) pharmacy other than a CVS; (xxiii) large national chain convenience store such as 7-Eleven, Cumberland Farms, or Wawa; (xxiv) single family, multi-family, hotel, motel and all other residential uses; or (xxv) Any use that is not consistent with the operation of a high quality mixed use development consisting of first-class office, retail, first-class professional office, first-class residential (which shall be prohibited in the Retail Space) and first-class hotel (which shall be prohibited in the Retail Space) as may be found at similar high quality mixed use developments in New York City, Los Angeles, Chicago or Boston. Notwithstanding anything herein or in the Lease to the contrary, Texxxx xcknowledges and agrees that co-working is an acceptable active ground floor use of the Building. 1. Verizon 2. Amazon 3. Google 4. Alphabet 5. Comcast 6. Microsoft

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the said Boston Bar Association Association, as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Boston Bar Association Association, and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then TenantTexxxx’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Texxxx xnd Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. BENEFICIARY: ISSUANCE DATE: IRREVOCABLE STANDBY LETTER OF CREDIT NO. APPLICANT: MAXIMUM/AGGREGATE CREDIT AMOUNT: US$ USD: LADIES AND GENTLEMEN: We hereby establish our irrevocable letter of credit in your favor for account of the applicant up to an aggregate amount not to exceed and /100 US Dollars (US $ ) available by your draft(s) drawn on ourselves at sight accompanied by: Your statement, signed by a purportedly authorized officer/official certifying that the Beneficiary is entitled to draw upon this Letter of Credit (in the amount of the draft submitted herewith) pursuant to the Lease (the “Lease”) dated by and between , as Landlord, and , as Tenant, together with the original copy of this Letter of Credit and any amendments thereto which have been accepted by you. Draft(s) must indicate name and issuing bank and credit number and must be presented at this office. You shall have the right to make partial draws against this Letter of Credit, from time to time. This Letter of Credit shall expire at our office on , 200 (the “Stated Expiration Date”). It is a condition of this Letter of Credit that the Stated Expiration Date shall be deemed automatically extended without amendment for successive one (1) year period s from such Stated Expiration Date, unless at least forty-five (45) days prior to such Stated Expiration Date ) (or any anniversary thereof) we shall send you written notice at the address specified in this Letter of Credit (or at such other address of which you may have notified us in writing) and the Applicant in writing by registered mail (return receipt) or overnight courier that we elect not to consider this Letter of Credit extended for any such additional one (1) year period. This Letter of Credit is transferable at any time and from time to time without cost to Beneficiary. XX Xxxxxx Xxxxx Bank only is authorized to act as the Transferring Bank. We shall not recognize any transfer of this Letter of Credit until this original Letter of Credit together with any amendments and a signed and completed transfer form, attached hereto, is received by us. The correctness of the signature and title of the person signing the transfer forms must be verified by Beneficiary’s bank. In case of any transfer of this Letter of Credit, the draft and any required statement must be executed by the Transferee. This Letter of Credit may not be transferred to any person with which U.S. persons are prohibited from doing business under U.S. Foreign assets control regulations or other applicable U.S. Laws and Regulations. Our customary and reasonable charges to transfer this Letter of Credit shall be for the Applicant’s account. Except as otherwise expressly stated herein, this Letter of Credit is subject to the “International Standby Practice, International Chamber of Commerce, Publication No. 590.” This Letter of Credit shall be governed by, and construed in accordance with the laws of the state of New York, without regard to principles of conflict of laws.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s 's Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s 's right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. Demolition Work – Demolish existing ceiling, walls and floors Turn up sprinkler heads Adjust fire alarm/devices accordingly Infill Work – within existing skylights on 2nd floor between south and central lobby of Building Infill addition to be delivered in shell condition The floors of the Infill Addition shall be a smooth and level concrete floor sub-floor ready for carpeting or other floor covering Landlord shall provide code compliant sprinklers throughout the Infill Addition Premises Entry Work Tenant entry along second floor center lobby to be substantially similar to glass entry in third floor of the Existing Premises. Demising wall along entry in second floor south lobby to be substantially similar to demising wall in third floor south lobby of the Existing Premises. STATE OF Date: COUNTY Application for Payment No.: CONTRACTOR: LENDER / MORTGAGEE: None 1. Original Contract Amount: $ 2. Approved Change Orders: $ 3. Adjusted Contract Amount: $ (line 1 plus line 2) 4. Completed to Date: $ 5. Less Retainage: $ 6. Total Payable to Date: $ (line 4 less line 5) 7. Less Previous Payments: $

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s 's Broker shall alone make the determination of Prevailing Market Rent and (to the extent applicable) other business terms and conditions in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s 's right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the said Boston Bar Association Association, as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Boston Bar Association Association, and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. EXHIBIT G NOTICE OF LEASE Notice is hereby given pursuant to Chapter 183, Section 4, of the Massachusetts General Laws of the following Lease: Landlord: Stony Brook Associates LLC, a Delaware limited liability company Tenant: Netegrity, Inc, a Delaware corporation Date of Execution of Lease: August , 2002 Description of Lease Premises: The entire fifth (5th) floor comprising approximately 54,383 square feet (the "Premises"), of the building located at 201 Jones Road, Waltham, Massachusetts (the "Building"), situated on xxx xxxx xxxx particularly described in Exhibit A attached hereto and incorporated herein.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. BENEFICIARY: ISSUANCE DATE: 200 IRREVOCABLE STANDBY LETTER OF CREDIT NO. APPLICANT: MAXIMUM/AGGREGATE CREDIT AMOUNT: US$ USD: LADIES AND GENTLEMEN: We hereby establish our irrevocable letter of credit in your favor for account of the applicant up to an aggregate amount not to exceed and /100 US Dollars (US $ ) available by your draft(s) drawn on ourselves at sight accompanied by: Your statement, signed by a purportedly authorized officer/official certifying that the Beneficiary is entitled to draw upon this Letter of Credit (in the amount of the draft submitted herewith) pursuant to the Lease (the “Lease”) dated by and between , as Landlord, and , as Tenant, together with the original copy of this Letter of Credit and any amendments thereto which have been accepted by you. Draft(s) must indicate name and issuing bank and credit number and must be presented at this office. You shall have the right to make partial draws against this Letter of Credit, from time to time. This Letter of Credit shall expire at our office on , 200 (the “Stated Expiration Date”). It is a condition of this Letter of Credit that the Stated Expiration Date shall be deemed automatically extended without amendment for successive one (1) year period s from such Stated Expiration Date, unless at least forty-five (45) days prior to such Stated Expiration Date ) (or any anniversary thereof) we shall send you written notice at the address specified in this Letter of Credit (or at such other address of which you may have notified us in writing) and the Applicant in writing by registered mail (return receipt) or overnight courier that we elect not to consider this Letter of Credit extended for any such additional one (1) year period. This Letter of Credit is transferable at any time and from time to time without cost to Beneficiary. XX Xxxxxx Xxxxx Bank only is authorized to act as the Transferring Bank. We shall not recognize any transfer of this Letter of Credit until this original Letter of Credit together with any amendments and a signed and completed transfer form, attached hereto, is received by us. The correctness of the signature and title of the person signing the transfer forms must be verified by Beneficiary’s bank. In case of any transfer of this Letter of Credit, the draft and any required statement must be executed by the Transferee. This Letter of Credit may not be transferred to any person with which U.S. persons are prohibited from doing business under U.S. Foreign assets control regulations or other applicable U.S. Laws and Regulations. Our customary and reasonable charges to transfer this Letter of Credit shall be for the Applicant’s account. Except as otherwise expressly stated herein, this Letter of Credit is subject to the “International Standby Practice, International Chamber of Commerce, Publication No. 590.” This Letter of Credit shall be governed by, and construed in accordance with the laws of the state of New York, without regard to principles of conflict of laws.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s 's Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s 's right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association (or such organization as may succeed to the Boston Bar Association) Real Estate Board, Inc. to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the said Greater Boston Bar Association Real Estate Board, Inc., as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Greater Boston Bar Association and any Real Estate Board, Inc. Any broker so appointed by the Greater Boston Real Estate Board, Inc., pursuant to fill such vacancy shall the provisions hereof shall, for all purposes, have the same standing and powers as though originally appointedappointed by the party originally designated to make such appointment by the terms hereof. EXHIBIT F The title matters are those matters (and the terms and conditions thereof) to which the Site is subject to and have the benefit of asset forth or referred to in the Owner's Certificate of Title, a copy of which is attached hereto.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker Qualified Broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers Qualified Brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Neutral Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Greater Boston Bar Association Real Estate Board (or such organization as may succeed to the Greater Boston Bar AssociationReal Estate Board) to designate the Third Neutral Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably reasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, or the brokers first appointed or the Boston Bar Association (or such organization as may succeed to the Boston Bar Association), as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association (or such organization as may succeed to the Boston Bar Association), and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. This memo outlines the procedure for adjusting charges for electric power to office tenants in the Building. 1. Main electric service will be provided by the local utility company to a central utility metering center. All charges by the utility will be read from these meters and billed to and paid by Landlord at rates established by the utility company. 2. In order to assure that charges for electric service are allocated among tenants in relation to the relative amounts of electricity used by each tenant, meters (known as “check meters”) will be installed by Landlord and used to monitor tenant electric usage. On each office floor there shall be one or more check meter(s) serving all of the floor, and on multi-tenant floors Landlord may require that the tenants install check meters relating to their premises. Notwithstanding the foregoing, Landlord shall install, in conjunction with the Landlord’s Work, but at Landlord’s sole cost and expense, check meters for the Premises prior to the Commencement Date in order to monitor usage as aforesaid. Also, in the event that there is located in the Premises a data center containing high density computing equipment, as defined in the U.S. EPA’s Energy Star® rating system (“Energy Star”), Landlord may, at any time during the Term, require the installation in accordance with Energy Star of separate metering or check metering equipment (Tenant being responsible for the costs of any such meter or check meter and the installation and connectivity thereof). In such event, Tenant shall directly pay to the utility all electric consumption on any meter and shall pay to Landlord, as Additional Rent, all electric consumption on any check meter within thirty (30) days after being billed thereof by Landlord, in addition to other electric charges payable by Tenant under the Lease. 3. The Landlord will cause the check meters to be read periodically by its employees and will perform an analysis of such information for the purpose of determining whether any adjustments are required to achieve an allocation of the costs of electric service among the tenants in relation to the respective amounts of usage of electricity for those tenants. For this purpose, the Landlord shall, as far as possible in each case, read the check meters to determine usage for periods that include one or more entire periods used by the utility company for the reading of the meters located within the central utility metering center (so that the Landlord may, in its discretion, choose periods that are longer than those used by the utility company – for example, quarterly, semi-annual or annual periods). Tenant shall have reasonable access to such check meters to read the same. 4. Tenant’s share of electricity shall be determined by Landlord on the following basis: a. The cost of the total amount of electricity supplied for usage by tenants during the period being measured shall be determined by dividing the total cost of electricity through the central utility metering center as invoiced by the utility company for the same period by the total amount of kilowatt hour usage as measured by the meters located within the central utility metering center (herein called “Cost Per Kilowatt Hour”). b. Tenant’s allocable share of electricity costs for the period (“Tenant Electricity”) shall be determined by multiplying the Cost Per Kilowatt Hour by the number of kilowatt hours utilized by Tenant for such period as indicated by the check meter(s) for Tenant’s Premises. c. Where a floor is occupied by more than one tenant, and where all of the tenant spaces on such floor are not separately check-metered, the cost of Tenant Electricity for tenant spaces that are not separately check-metered shall first be determined by the same procedure as set forth in paragraph (b) above (after subtracting out the usage shown on any check meter that runs off such floor meter), and then the allocable share of each tenant on that floor whose space is not separately check-metered shall be determined by multiplying the total costs of Tenant Electricity for that floor by a fraction, the numerator of which is the rentable area leased to such tenant and the denominator of which is the total rentable area under lease from time to time to tenants on said floor (other than those who are separately check metered); provided, however, that if the Landlord shall reasonably determine that the cost of electricity furnished to the Tenant at the Premises exceeds the amount being paid under this Subsection (d), then Landlord shall deliver to Tenant written documentation establishing Landlord’s basis for such determination and Landlord shall charge Tenant for such excess and Tenant shall promptly pay the same upon billing therefor as Additional Rent under the Lease. Tenant’s payment of electricity charges shall be subject to Tenant’s rights under Section 7.6 of the Lease. d. Where part or all of the rentable area on a floor has been occupied for less than all of the period for which adjustments are being made, appropriate and equitable modifications shall be made to the allocation formula so that each tenant’s allocable share of costs equitably reflects its period of occupancy, provided that in no event shall the total of all costs as allocated to tenants (or to unoccupied space) be less than the total cost of Tenant Electricity for said period. e. Tenant shall make estimated payments on account of Tenant Electricity, as reasonably estimated by Landlord, on a monthly basis at the same time and in the same manner as Tenant’s monthly installments of Annual Fixed Rent. 5. Tenant shall pay to Landlord an amount from time to time reasonably estimated by Landlord to be sufficient to cover, in the aggregate, a sum equal to the Tenant’s allocable share of Tenant Electricity costs for each calendar year during the Lease Term. No later than one hundred twenty (120) days after the end of the first calendar year or fraction thereof ending December 31 and of each succeeding calendar year during the Lease Term or fraction thereof at the end of the Lease Term, Landlord shall render Tenant a statement in reasonable detail certified by an officer of Landlord, showing for the preceding calendar year or fraction thereof, as the case may be, the Tenant’s allocable share of Tenant Electricity costs. Said statement to be rendered to Tenant also shall show for the preceding year or fraction thereof, as the case may be, the amounts already paid by Tenant on account of Tenant’s allocable share of Tenant Electricity costs and the amount of Tenant’s allocable share of Tenant Electricity costs remaining due from, or overpaid by, Tenant for the year or other period covered by the statement. If such statement shows a balance remaining due to Landlord, Tenant shall pay same to Landlord on or before the thirtieth (30th) day following receipt by Tenant of said statement. Any balance shown as due to Tenant shall be credited against Annual Fixed Rent next due, or refunded to Tenant if the Lease Term has then expired and Tenant has no further obligation to Landlord. Payments by Tenant on account of Tenant’s allocable share of Tenant Electricity costs shall be deemed Additional Rent and shall be made monthly at the time and in the fashion herein provided for the payment of Annual Fixed Rent. All costs of electricity billed to Landlord through the central utility metering center other than the costs of Tenant Electricity allocated pursuant to the procedures established herein, shall be treated as part of the Landlord’s Operating Expenses for the Building or the Complex for purposes of determining the allocation of those costs. Taxes imposed upon the electricity furnished to the Building shall be included in the calculation of electricity charges payable under this Lease, however, there shall not be included in such electricity charges any tax imposed upon Landlord on account of Landlord’s sale, use or resale of electrical energy to Tenant or other tenants in the Building (i.e., no double taxation due to the fact that Landlord is not a licensed reseller of electricity). Tenant shall be required to maintain any meter located within its Premises. Further, Tenant agrees that it will not make any material alteration or material addition to the electrical equipment and/or appliances in the Premises without the prior written consent of Landlord in each instance first obtained, which consent will not be unreasonably withheld, and will promptly advise Landlord of any other alteration or addition to such electrical equipment and/or appliances. Pursuant to Section 4 of Chapter 183 of the General Laws of Massachusetts, as amended, notice is hereby given of the following described lease (the “Lease”). Capitalized terms used, but not defined, in this Notice of Lease shall have the respective meanings given to them in the Lease. LANDLORD: 100 XXXXXX XXXXXX TRUST under Declaration of Trust dated May 6, 1985, as the same may have been amended, but not individually TENANT: Mimecast North America, Inc., a Delaware corporation LEASE EXECUTION DATE: , 2016

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor above, then Tenant’s Broker shall alone make the determination of Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the Boston Bar Association and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed.. c/o Boston Properties LP 000 Xxxxxxxx Xxxxxx, Xxxxx 0000 Xxxxxx, Xxxxxxxxxxxxx 00000-0000 Attn: Lease Administration, Legal Dept. Ladies and Gentlemen: We hereby establish our Irrevocable Letter of Credit and authorize you to draw on us at sight for the account of [Tenant] (“Applicant”), the aggregate amount of [spell out dollar amount] and [__]/100 Dollars [($ )]. You shall have the right to make partial draws against this Letter of Credit from time to time. Funds under this Letter of Credit are available to the beneficiary hereof as follows: Any or all of the sums hereunder may be drawn down at any time and from time to time from and after the date hereof by [Landlord] (“Beneficiary”) when accompanied by this Letter of Credit and a written statement signed by an individual purporting to be an authorized agent of Beneficiary, certifying that such moneys are due and owing to Beneficiary pursuant to that certain lease agreement between Beneficiary, as landlord, and Applicant, as tenant, with respect to premises located at 00 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx, and a sight draft executed and endorsed by such individual. This Letter of Credit is transferable in its entirety to any successor in interest to Beneficiary as owner of 00 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx. Should a transfer be desired, such transfer will be subject to the return to us of this advice, together with written instructions. Any fees related to such transfer shall be for the account of the Applicant. The amount of each draft must be endorsed on the reverse hereof by the negotiating bank. We hereby agree that this Letter of Credit shall be duly honored upon presentation and delivery of the certification specified above. This Letter of Credit shall expire on [Final Expiration Date]. Notwithstanding the above expiration date of this Letter of Credit, the term of this Letter of Credit shall be automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, the undersigned shall give written notice to Beneficiary, by certified mail, return receipt requested and at the address set forth above or at such other address as may be given to the undersigned by Beneficiary, that this Letter of Credit will not be renewed. If any instructions accompanying a drawing under this Letter of Credit request that payment is to be made by transfer to your account with another bank, we will only effect such payment by fed wire to a U.S. regulated bank, and we and/or such other bank may rely on an account number specified in such instructions even if the number identifies a person or entity different from the intended payee. This Letter of Credit is governed by the Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication 500. Very truly yours, By: __________________________ Name: _________________________ Title: __________________________ (2-Hydroxypropyl)-beta-cyclodextrin N/A 100 g (2'R)-2'-Deoxy-2'-fluoro-2'-methyluridine Irritant 1 g (Diacetoxyiodo) benzene N/A 425 g

Failure to Select Broker or Failure of Broker to Serve. If Tenant shall have requested a Broker Determination and Landlord shall not have designated a broker within the time period provided therefor aboveabove and such failure shall continue for more than ten (10) days after notice thereof, then Tenant’s Broker broker shall alone make the determination of the Prevailing Market Rent in writing to Landlord and Tenant within thirty (30) days after the expiration of Landlord’s right to designate a broker hereunder. If Tenant and Landlord have both designated brokers but the two brokers so designated do not, within a period of fifteen (15) days after the appointment of the second broker, agree upon and designate the Third Broker third broker willing so to act, the Tenant, the Landlord or either broker previously designated may request the Boston Bar Association (or such organization as may succeed to the Boston Bar Association) to designate the Third Broker third broker willing so to act and a broker so appointed shall, for all purposes, have the same standing and powers as though he had been seasonably reasonably appointed by the brokers first appointed. In case of the inability or refusal to serve of any person designated as a broker, or in case any broker for any reason ceases to be such, a broker to fill such vacancy shall be appointed by the Tenant, the Landlord, the brokers first appointed or the Boston Bar Association Association, as the case may be, whichever made the original appointment, or if the person who made the original appointment fails to fill such vacancy, upon application of any broker who continues to act or by the Landlord or Tenant such vacancy may be filled by the said Boston Bar Association Association, and any broker so appointed to fill such vacancy shall have the same standing and powers as though originally appointed. Notice is hereby given, pursuant to the provisions of Massachusetts General Laws Chapter 183, Section 4, of the following Lease: LANDLORD: 1265 MAIN OFFICE SUBSIDIARY LLC TENANT: CLARKS AMERICAS, INC. DATE OF EXECUTION: , 2015 ORIGINAL TERMCOMMENCEMENTDATE: DESCRIPTION OF LEASED PREMISES: The foregoing is a summary of certain terms of the Lease for purposes of giving notice thereof, and shall not be deemed to modify or amend the terms of the Lease. For Landlord’s title to the Property, see deed recorded with the Middlesex South District Registry of Deeds in Book , Page . Executed as a sealed instrument on this ______ day of ________________, 2015. WITNESS: LANDLORD: 1265 MAIN OFFICE SUBSIDIARY LLC, a Delaware limited liability company By: Name: Title: TENANT: WITNESS: CLARKS AMERICAS, INC., a ______________ corporation By: Name: Title: WITNESS: By: Name: Title: COMMONWEALTH OF MASSACHUSETTS ) ) COUNTY OF ____________________ ) On this ______ day of ___________, 2015, before me, the undersigned notary public, personally appeared ____________________, proved to me through satisfactory evidence of identification, which were ____________________, to be the person whose name is signed on the preceding or attached document and acknowledged to me that (he)(she) signed it voluntarily for its stated purpose, as ____________________ for [TBD], the sole general partner of [TBD], the sole member of [TBD]. (Official Signature and Seal of Notary) My Commission Expires: __________________________ COMMONWEALTH OF MASSACHUSETTS ) ) COUNTY OF____________________ ) On this ______ day of __________, 2015, before me, the undersigned notary public, personally appeared ____________________, proved to me through satisfactory evidence of identification, which were ____________________, to be the person whose name is signed on the preceding or attached document and acknowledged to me that (he)(she) signed it voluntarily for its stated purpose, as ____________________ for Clarks Americas, Inc. (Official Signature and Seal of Notary) My Commission Expires: ________________________ THIS GUARANTY is made as of the _____ day of __________ 2015 (“Effective Date”) by C & J XXXXX LIMITED, a company incorporated and registered in England and Wales with company number 3314066 (“Guarantor”), whose registered office is at 00 Xxxx Xxxxxx, Xxxxxxxx, BA 16 OEQ England, Attention: Company Secretary and Head of Legal, to 1265 Main Office Subsidiary LLC (“Landlord”), having an address at c/o Boston Properties, Inc., 000 Xxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000.