Common use of Furniture Clause in Contracts

Furniture. Sub-Sublandlord represents and warrants that all furniture and equipment listed and described in Schedule “B” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniture.

Furniture. Sub-During the Additional Subleased Premises Term, Subtenant shall be permitted to use without charge the existing furniture (cased goods, workstations, break room furniture, and fixtures) that is located within the Additional Subleased Premises (collectively, the “Additional Subleased Premises Furniture”), a listing of which is attached hereto as Exhibit C. Sublandlord shall remove from the Additional Subleased Premises all video equipment, monitors, projectors, etc. (collectively “Sublandlord Video Equipment”), personal property, and debris, other than the Additional Subleased Premises Furniture. The Sublandlord Video Equipment and other personal property of Sublandlord shall not constitute Additional Subleased Premises Furniture, and Subtenant shall have no right to use such Sublandlord Video Equipment and other personal property of Sublandlord. Sublandlord represents and warrants that all furniture and equipment listed and described in Schedule “B” attached hereto Sublandlord is within the Sub-owner of the Additional Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Sublandlord has full right, power and authority to sell such Additional Subleased Premises Furniture. The parties acknowledge and agree thatOn the Additional Subleased Premises Commencement Date, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free permitted to maintain acquire the Additional Subleased Premises Furniture from Sublandlord for a purchase price of One Dollar ($1.00); provided, however, that Subtenant grants to Sublandlord a security interest in the Additional Subleased Premises Furniture to secure Subtenant’s payment of Rent and performance of Subtenant’s obligations under the Sublease, and in the event Subtenant shall default under the Sublease beyond any applicable notice and cure period, and the Sublease or Subtenant’s right to possession of the Subleased Premises and/or dispose the Existing Additional Subleased Premises shall be terminated prior to expiration of the Additional Subleased Premises Term, then at the time of such default and termination of the Sublease or termination of Subtenant’s right of possession under the Sublease, Sublandlord shall be permitted to reacquire the Additional Subleased Premises Furniture as Sub-from Subtenant so elects in its sole discretion but then as-is condition for a repurchase price of One Dollar ($1.00). Subtenant agrees to keep the Additional Subleased Premises Furniture in good condition and repair during the Additional Subleased Premises Term, subject to normal wear and tear and damage by casualty. Subtenant agrees that during the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required Additional Subleased Premises Term, Subtenant will not dispose of, convey, pledge, assign, or grant a security interest in order to evidence the aforementioned assignment and conveyance any of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the conditionAdditional Subleased Premises Furniture, fitness or suitability unless Subtenant shall replace such furniture with substitute furniture of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureequivalent quality.

Furniture. Sub-Subtenant shall have the right to use the Furniture during the term, and shall return the Furniture to Sublandlord represents upon expiration or earlier termination of this Sublease in the same condition as when delivered, ordinary wear and warrants tear excepted. Subtenant shall remove all of its personal property which is not Furniture prior to the Delivery Date. At Sublandlord’s option, Subtenant, at its sole cost and expense, shall either be responsible for the replacement of any items that all furniture are lost, damaged or show wear and equipment listed tear other than ordinary wear and described in Schedule “B” tear, or Subtenant shall pay to Sublandlord within 10 days after written demand, (i) 100% of the cost of the item as set forth on Exhibit D attached hereto is within if the Sub-termination of the Lease or a default beyond applicable notice and cure periods occurs in the first twelve months of the Sublease Term, (ii) 66% of the cost of the item as set forth on Exhibit D if the termination of the Lease or a default beyond applicable notice and cure periods occurs in the second twelve months of the Sublease Term, or (iii) 33% of the cost of the item as set forth on Exhibit D if the termination of the Lease or a default beyond applicable notice and cure periods occurs after the 24th month of the Sublease Term. The Furniture shall at all times remain in the Subleased Premises, and Subtenant shall not at any time move the Furniture to any of its other space in the Building. Sublandlord may enter the Subleased Premises (such equipment at any time to inspect and furniture is hereinafter collectively referred to as inventory the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free , and determine whether Subtenant has performed all of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance obligations with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenantthereto. Sub-Sublandlord makes no representation representations or warranty as warranties to Subtenant regarding the condition, condition or fitness or suitability of such Existing the Furniture for Sub-Subtenant’s purposesintended use. Sub-Subtenant mayshall indemnify, as it deems appropriate defend, and hold Sublandlord harmless from any and all injury, cost, loss, liability and expense, including without limitation, reasonable attorneys fees, arising out of or necessary, reconfigure the Existing Furniture to combine in connection with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for use of the maintenance, repair or replacement of any such Existing Furniture.

Furniture. Sub-Sublandlord represents and warrants that all Tenant shall have the right to use the furniture and equipment listed and described in Schedule “B” attached hereto is within the Sub-Subleased Premises on Exhibit F (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”)) during the Term, at no additional cost except as hereinafter provided. The Sub-Sublandlord warrants Tenant agrees that the Existing Furniture is free of any financial lien or hypothec in its “as is” condition and in good order and satisfactory condition, and that there are no service contracts affecting representations or warranties by Landlord regarding the Existing suitability for Tenant's use, the condition or any other matter relating to the Furniture. The parties acknowledge Tenant, at its sole cost and agree thatexpense, shall maintain the Furniture in good condition and repair during the Term (reasonable wear and tear excepted) and in accordance with the conditions and requirements described in any warranties issued by the manufacturer of the Furniture and delivered to Tenant. In the event of any damage to the Furniture, Tenant shall provide written notice to Landlord of such damage and Tenant shall make any and all repairs that are necessary at Tenant's sole cost and expense. If Tenant fails to make any repairs to the Furniture for more than fifteen (15) days after notice from Landlord (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice, together with an administrative charge in an amount equal to eight percent (8%) of the cost of the repairs. At all times during the Term, Tenant shall cause the Furniture to be insured pursuant to the provisions of this Lease. Tenant agrees that notwithstanding anything to the contrary contained in this Lease, the Furniture is owned by Landlord and, upon the execution and delivery expiration or earlier termination of this Sub-Sublease, without the requirement of any additional considerationLease, all rights, title and ownership in and to the Existing Furniture shall be conveyed returned to and vest Landlord in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture same condition as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the conditiondate of this Lease, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture reasonable wear and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnituretear excepted.

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed cabling located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit C attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that Furniture consists of all of the Existing furniture located on the first (1st) floor and the Second Floor; Subtenant will have the right, at Subtenant’s cost, to relocate items of Furniture between the first (1st) floor and the Second Floor, but, in accordance with Section 5.2 above, Subtenant will not have the right to use any Furniture while it is free of any financial lien or hypothec and that there are no service contracts affecting located on the Existing FurnitureSecond Floor. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing Furniture shall be selfcondition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-executing and no additional documentation shall be required through of the Subleased Premises in order to evidence inventory items of damage or disrepair in the aforementioned assignment and conveyance Furniture. Provided Subtenant is not in default hereunder as of the Existing expiration of the Term, Sublandlord shall transfer ownership of the Furniture to Sub-Subtenant for a purchase price equal to $10.00. Sublandlord shall deliver a ▇▇▇▇ of sale to Subtenant. Sub-Sublandlord makes no representation or warranty as to , transferring ownership of all of the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any Subtenant effective as of Sub-Subtenant’s furniture the Expiration Date, and equipment. Sub-Sublandlord Subtenant shall have no obligation be solely responsible for the maintenancetimely removal of the Furniture from the Subleased Premises and, repair or replacement the Second Floor in accordance with the provisions of any such Existing Furniturethe Master Sublease.

Furniture. As of the Delivery Date for each Suite and throughout the duration of the Sub-Sublease Term, Sub-Subtenant shall have the right to use the furniture described in Schedule 4.4 attached hereto currently located in the Sub-Sublease Premises (the “Furniture”). For the avoidance of doubt, the Furniture shall not include items that are not specifically listed on Schedule 4.4, including photos and art work, carpets, plants and planters. Sub-Subtenant acknowledges and agrees that Sub-Sublandlord has made no representations or warranties, express, implied or otherwise, regarding the condition or working order of the Furniture. Sub-Subtenant confirms that it has had the reasonable opportunity to inventory and inspect the Furniture and hereby represents that (i) it accepts the Furniture “AS IS AND WITH ALL FAULTS”, and warrants (ii) it is satisfied that all furniture and equipment items of Furniture listed and described in on Schedule “B” 4.4 attached hereto is are currently located within the Sub-Subleased Sublease Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The are hereby accepted by Sub-Sublandlord warrants that Subtenant, subject to and in accordance with the Existing terms of this Section 4.4. Throughout the Sub-Sublease Term, Sub-Subtenant shall be obligated to maintain, repair and safeguard the Furniture, and shall obtain and maintain physical damage insurance with respect to the Furniture, covering “all risks” of physical loss or damage, for the then fair market value of such previously used items, normal wear and tear excepted. Sub-Subtenant shall pay all personal property taxes assessed against the Furniture is free of any financial lien or hypothec and that there are no service contracts affecting during the Existing FurnitureSub-Sublease Term. The parties acknowledge and agree thatNotwithstanding the foregoing, provided this Sub-Sublease has not terminated prior to the Sub-Sublease Expiration Date, then upon the execution and delivery termination of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant shall purchase the Furniture for One Dollar ($1.00) and it shall become the property of Sub-Subtenant, and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects same in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no “AS IS, WHERE IS” condition, without representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniturewhatsoever.

Furniture. Sub-During the Sublease Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing furniture and kitchen/pantry equipment located in the Subleased Premises and described in more particular detail in Exhibit F attached hereto, as well as all equipment and data cabling associated therewith (the “Furniture”), however, with respect to the Furniture depicted in Exhibit F attached hereto which is located on the seventh (7th) floor of the Building (i.e., the Expansion Space), the parties acknowledge that the depicted Furniture consists of the items located therein as of the Effective Date, and that a third party subtenant will be occupying the Expansion Space prior to Sublandlord’s occupancy of the Expansion Space (assuming Sublandlord exercises the Expansion Option), and that Sublandlord’s obligation to deliver such Furniture to Subtenant, and Subtenant’s obligation to accept such Furniture in its current condition, are both dependent upon Sublandlord’s 7th floor subtenant returning all Furniture located on the seventh (7th) floor in good condition and repair; to the extent that if such subtenant fails to do so, Sublandlord will use reasonable efforts to enforce any rights it may have to require such subtenant to replace any missing or damaged items of Furniture with an appropriate item in acceptable condition. Subtenant shall accept the Furniture in its current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the condition of any cabling currently located in or serving the Subleased Premises). Sublandlord represents and warrants that all furniture it has clean title to the Furniture without any encumbrances or liens by any other party. For purposes of documenting the current condition of the Furniture, Subtenant and equipment listed Sublandlord shall, prior to the Commencement Date and described Expansion Date, as applicable, conduct a joint walk-through of the Subleased Premises and Expansion Space, as applicable, in Schedule order to inventory items of damage or disrepair. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, insurance, care and repair of the Furniture, at Subtenant’s sole cost and expense, using maintenance contractors specified by Sublandlord. Subtenant shall not modify, reconfigure or relocate any of the Furniture except with the advance written permission of Sublandlord (which shall not be unreasonably withheld, conditioned or delayed), and any work of modifying any Furniture (including, without limitation, changing the configuration of, “Bbreaking down” attached hereto or reassembly of cubicles or other modular furniture) shall be performed at Subtenant’s sole cost using Sublandlord’s specified vendors or an alternate vendor approved in writing by Sublandlord (such approval to be granted or withheld on Sublandlord’s good faith discretion, based upon Sublandlord’s assessment of factors which include, without limitation, whether the performance by such vendor will void applicable warranties for such Furniture and whether such vendor is within sufficiently experienced in the Subdesign of such Furniture). No item of Furniture shall be removed from the Subleased Premises without Sublandlord’s prior written consent; which consent may be conditioned upon Subtenant using Sublandlord’s preferred contractor for the purposes of any such removal, and storing any removed Furniture in a storage facility specified by Sublandlord, and returning and re-installing such Furniture in the Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, using a contractor specified by Sublandlord) upon the execution and delivery expiration or termination of this Sub-Sublease, without all at Subtenant’s sole cost and expense, to be paid as additional Rent hereunder; provided, however, that if such preferred contractors and storage facilities offer their services at rates that materially exceed commercially reasonable prices for similar San Francisco vendors of equivalent skill, experience, insurance coverage, union affiliation and, in the requirement case of storage facilities, security features, and, further, provided that in Sublandlord’s good faith determination the use of an alternate contractor/facility will not void any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance warranties with respect to the Existing Furniture in question, Subtenant may use other contractors and storage facilities reasonably approved in writing by Sublandlord. Prior to or promptly following the expiration or earlier termination of this Sublease, Sublandlord shall conduct a walk-through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and tear and damage due to casualty excepted), and Subtenant shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the conditionresponsible, fitness or suitability of such Existing Furniture for Sub-at Subtenant’s purposes. Sub-Subtenant maysole cost and expense, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of curing any such Existing Furnitureitems (including, with respect to loss, replacing any lost item with a substantially similar new item reasonably acceptable to Sublandlord).

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the remaining existing modular and warrants that all office furniture and equipment listed located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit C attached hereto is within (the Sub-“Office Furniture”) as well as all equipment and associated data cabling existing in the Subleased Premises (such the Office Furniture together with any equipment and furniture is hereinafter collectively data cabling, being referred to collectively as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises or with respect to the fitness of such cabling for Subtenant’s intend use thereof). For purposes of documenting the current condition of the Office Furniture, Subtenant and Sublandlord shall, within ten (10) days after Sublandlord’s receipt of the Furniture Notice, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, insurance, care and repair of the Furniture, at Subtenant’s sole cost and expense. Subtenant shall not modify, reconfigure or relocate any of the Furniture except with the advance written notice to Sublandlord, and any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) shall be performed at Subtenant’s sole cost. No item of Furniture shall be self-executing and no additional documentation shall be required in order to evidence removed from the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-SubtenantSubleased Premises without Sublandlord’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureprior written consent.

Furniture. Sub-Sublandlord represents Sublessor shall not be responsible for furnishing the Sublease Premises, however, Sublessor shall grant Sublessee the right to utilize 102 cubicles and warrants that all one hundred (100) chairs on the Fifth (5th) Floor Sublease Premises, with Sublessor using best efforts to provide up to 69 additional cubicles on the Expansion Sublease Premises. Additionally, after obtaining Sublessor’s consent in each instance, Sublessee shall have the option to use other furniture and equipment listed furnishings (including but not limited to benches, tables, and described chairs) currently located in Schedule the Sublease Premises and the Expansion Sublease Premises subject to the same terms (“B” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Sublessor’s Furniture”). The Sub-Sublandlord warrants Sublessor’s Furniture shall consist initially of those cubicles that are presently disassembled within the Existing building, then shall utilize the cubicles presently located on the 4th floor to achieve the total requested cubicles. Sublessee shall be responsible for the cost of relocation within the Building and installation of said Sublessor’s Furniture. No warranty or guarantee of condition of said Sublessor’s Furniture is free being provided by Sublessor to Sublessee. There shall be no charge to Sublessee for the use of any financial lien or hypothec and that there are no service contracts affecting the Existing Sublessor’s Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and Sublessee shall have access to the Existing Sublease Premises and Expansion Sublease Premises upon full execution of the Sublease Agreement for the purpose of installing cubicles and furniture. Sublessee’s furniture vendor will be required to provide proof of reasonably suitable insurance for the effort to both relocate and install Sublessor’s furniture. All Sublessor's Furniture including the loaned cubicles and chairs shall be conveyed identified and listed with their conditions and quantities in Schedule D to be initialed and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose completed together by an employee of each party within 20 business days after Premises Commencement or the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the conditionEarly Access Period, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniturewhichever comes first.

Furniture. SubSublandlord agrees to lease to Subtenant, and Subtenant agrees to lease from Sublandlord, the existing cubicles, furniture, cafeteria, break room and training room furniture (if any), cafeteria kitchen equipment, audio-visual equipment (if any), cable wiring, and phone wiring located in the Sublease Premises on January 4, 2005 (collectively, the “Furniture”) for the duration of the Sublease Term. The Furniture is currently located in the Sublease Premises. Sublandlord represents and warrants that all furniture to Subtenant (i) Subtenant shall promptly notify Sublandlord of the repossession; and (ii)_if the removal of such kitchen equipment listed materially interferes with Subtenant’s ability to operate the Cafeteria (and described in Schedule “B” attached hereto is within Subtenant was operating the Sub-Subleased Premises (Cafeteria immediately prior to the time of such removal), Subtenant’s obligation to operate the Cafeteria shall be abated until such time as Sublandlord replaces such repossessed kitchen equipment with kitchen equipment of similar type and furniture is hereinafter collectively referred age. Sublandlord and Subtenant shall work together to create a list of the Furniture prior to the Sublease Commencement Date, and shall attach such list to this Sublease as Exhibit D. Notwithstanding the “Existing Furniture”)foregoing, Subtenant shall not have the right to utilize Sublandlord’s phone system or phones. The Sub-Subtenant shall install its own phone switch and incoming data lines from the telephone utility company at Subtenant’s sole cost and expense. Subtenant may not remove the Furniture from the Sublease Premises, except as may be necessary for routine maintenance or repair. Subtenant shall not be required to pay Sublandlord warrants that any additional rental for the Existing Furniture is free lease of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed deemed to have been accepted by Subtenant for all purposes under this Sublease upon Subtenant’s occupancy of the Sublease Premises. No right, title or interest in the Furniture shall pass to Subtenant other than the right to maintain possession and vest in Sub-Subtenant and Sub-use of the Furniture for the Sublease Term. Subtenant shall give and record such notices and take such other commercially reasonable action at its own expense as may be free necessary to maintain and/or dispose prevent any third party from acquiring or having the Existing right under any circumstances to acquire any interest in the Furniture as Sub-which arises due to Subtenant’s actions. Subtenant so elects accepts the Furniture in its sole discretion but subject “as is” condition. Subtenant hereby assumes all risk of loss, damage or destruction (beyond normal wear and tear) to the terms hereofFurniture from the date of commencement of Subtenant’s occupancy of the Sublease Premises until the Furniture has been returned to, and accepted by, Sublandlord upon the expiration or earlier termination of the Sublease Term. The foregoing conveyance with respect If during the Sublease Term any item of Furniture shall become lost, stolen, destroyed, damaged beyond repair or rendered permanently unfit for use for any reason (beyond normal wear and tear), or in the event of any condemnation, confiscation, theft or seizure or requisition of title to or use of the Furniture not caused by Sublandlord, Subtenant shall immediately pay to Sublandlord an amount equal to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability value of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure item at the Existing Furniture to combine with any time of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureloss.

Furniture. Sub-Subtenant shall be permitted to use without charge the existing furniture (cased goods, workstations, break room furniture, and fixtures) that is currently located on the 11th Floor and the 17th Floor, and the conference tables currently located within Training Room B (“Subleased Premises Furniture”), a listing of which is attached hereto and incorporated herein as Exhibit F, for the Term of this Sublease. Sublandlord shall remove from the Subleased Premises and from Training Room B prior to the Commencement Date all debris and personal property (including the video equipment, monitors, projectors, etc.), and such video equipment, monitors, projectors, etc. shall not constitute Subleased Premises Furniture, and Subtenant shall have no rights to use such video equipment, monitors, projectors, etc. Sublandlord represents and warrants that all furniture and equipment listed and described in Schedule “B” attached hereto it is within the Sub-fee simple owner of the Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing it has full rights and authority to sell such Subleased Premises Furniture. The parties acknowledge and agree that, upon On the execution and delivery Commencement Date of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free permitted to maintain and/or dispose acquire the Existing Subleased Premises Furniture as Sub-from Sublandlord for a purchase price of One Dollar ($1.00); provided, however, that Subtenant so elects grants to Sublandlord a security interest in the Subleased Premises Furniture to secure Subtenant’s payment of Rent and performance of its obligations under this Sublease, and in the event Subtenant shall default under this Sublease beyond any applicable notice and cure period, and this Sublease or Subtenant’s right to possession of the Subleased Premises shall be terminated prior to expiration of the stated Term of this Sublease, then at the time of such default and termination of this Sublease or termination of Subtenant’s right of possession under this Sublease, Sublandlord shall be permitted to reacquire the Subleased Premises Furniture from Subtenant in its sole discretion but then as-is condition for a repurchase price of One Dollar ($1.00). Subtenant agrees to keep the Subleased Premises Furniture in good condition during the term of the Sublease, subject to normal wear and tear and damage by casualty. Subtenant agrees that during the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance term of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation Sublease, Subtenant will not dispose of, convey, pledge, assign, or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with grant a security interest in any of Sub-Subtenant’s the Subleased Premises Furniture, unless Subtenant shall replace such furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement with substitute furniture of any such Existing Furnitureequivalent quality.

Furniture. Sub-Subtenant shall have, as appurtenant to the Subleased Premises, the use of the furniture located in the Subleased Premises as of the Commencement Date (the “Furniture”) during the Term. Promptly after the Commencement Date, Sublandlord represents and warrants that all Subtenant shall execute a furniture and equipment listed and described inventory which shall list the Furniture, substantially in Schedule “B” the form attached hereto is within the Sub-Subleased Premises as Exhibit F (such equipment and furniture is hereinafter collectively referred to as the “Existing FurnitureFurniture Inventory”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien provided “AS-1S/WHERE IS” and without warranty by Sublandlord as to its condition or hypothec and that there are no service contracts affecting usability. Sublandlord shall maintain property insurance for the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and Subtenant acknowledges that to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as extent it deems appropriate Subtenant has inspected the Furniture and found the same to be in acceptable condition. Subject to Sublandlord’s insurance obligations herein, Subtenant shall repair and maintain the Furniture so that it will remain in the same condition as when delivered to Subtenant, ordinary wear and tear from proper use excepted. At the expiration or necessaryearlier termination of the Term, reconfigure Subtenant shall return the Existing Furniture to combine with any of Sub-Sublandlord in the condition required hereunder. Notwithstanding the foregoing or anything to the contrary contained in this Sublease, during the Term, Subtenant shall have the right, at Subtenant’s furniture sole cost, to disassemble any or all of the partitions located in the Subleased Premises as of the Commencement Date, Sublandlord shall, at Sublandlord’s sole cost, remove the same from the Subleased Premises, and equipment. Sub-such partitions shall no longer be designated as Furniture that Subtenant is required to maintain during the Term or return to Sublandlord shall have no obligation for at the maintenance, repair expiration or replacement earlier termination of any such Existing Furniturethe Term.

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed cabling located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit C attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair in the Furniture. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, care and repair of the Furniture, at Subtenant’s sole cost and expense, and using maintenance contractors specified by Sublandlord. No item of Furniture shall be self-executing removed from the Subleased Premises without Sublandlord’s prior written consent. Subtenant shall not modify, reconfigure or relocate any furniture except with the advanced written permission of Sublandlord, and no additional documentation any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) shall be required performed at Subtenant’s sole cost using Sublandlord’s specified vendors or an alternate vendor approved in order writing by Sublandlord (such approval to evidence be granted or withheld on Sublandlord’s good faith discretion, based upon Sublandlord’s assessment of factors which include, without limitation, whether the aforementioned assignment performance by such vendor will void applicable warranties for such furniture and conveyance whether such vendor is sufficiently experienced in the design of such furniture). On or about the date of expiration of this Sublease, Subtenant will purchase the Furniture from Sublandlord in its then “as-is” condition for the sum of $10.00. Subtenant will be responsible for the timely removal of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to from the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing FurnitureSubleased Premises.

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit C attached hereto is within the Sub-Subleased Premises (such hereto, as well as all equipment and furniture is hereinafter collectively referred to as cabling associated therewith (the “Existing Furniture”). The Sub-Subtenant shall have the right, by written notice delivered to Sublandlord warrants that prior to the Existing Furniture is free Commencement Date, to notify Sublandlord of any financial lien or hypothec items of the Furniture which Subtenant does not want to use in the Subleased Premises and, in such event, Sublandlord shall remove such items from the Subleased Premises at Sublandlord’s sole cost and that there are no service contracts affecting expense and the Existing Furnitureparties shall enter into a letter agreement re-stating the schedule of Furniture set forth in Exhibit C attached hereto to remove from such schedule those items which Subtenant so requests to be removed from the Subleased Premises. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair in the Furniture. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, insurance, care and repair of the Furniture, at Subtenant’s sole cost and expense, using maintenance contractors specified by Sublandlord. The policy limits of Subtenant’s insurance for the Furniture shall be self-executing at least $500,000 on an occurrence form basis under Subtenant’s business personal property policy which Subtenant is obligated to maintain under the Master Lease. Subtenant shall not modify, reconfigure or relocate any furniture except with the advanced written permission of Sublandlord, and no additional documentation any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) shall be required performed at Subtenant’s sole cost using Sublandlord’s specified vendors or an alternate vendor approved in order writing by Sublandlord (such approval to evidence be granted or withheld on Sublandlord’s good faith discretion, based upon Sublandlord’s assessment of factors which include, without limitation, whether the aforementioned assignment performance by such vendor will void applicable warranties for such furniture and conveyance whether such vendor is sufficiently experienced in the design of such furniture). No item of Furniture shall be removed from the Subleased Premises without Sublandlord’s prior written consent. Unless Subtenant is purchasing the Furniture pursuant to the provisions set forth below, on or about the date of expiration of the Existing Term, the parties shall once again conduct a walk-through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and tear excepted), and Subtenant shall be responsible, at Subtenant’s sole cost and expense, for curing any such items (including, with respect to loss, replacing any lost item with a substantially similar new item reasonably acceptable to Sublandlord). Notwithstanding the foregoing provisions of this Section 18 to the contrary, if Subtenant is not in default hereunder as of the date that is thirty (30) days prior to the Expiration Date, Subtenant shall have the right to purchase the Furniture for the sum of $0.00 by written notice delivered to Sublandlord on or before that is twenty (20) days prior to the Expiration Date; in such event, this Section 18 will constitute a ▇▇▇▇ of sale transferring ownership of the Furniture to Sub-Subtenant. Sub-Sublandlord makes Subtenant effective as of the Expiration Date on an “as is” basis with no representation or warranty as to the conditionwarranty, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-and, thereafter, Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation be solely responsible for the maintenance, repair or replacement proper removal of any such Existing Furniturethe Furniture from the Subleased Premises and the Building in accordance with the terms and provisions of the Master Lease.

Furniture. Sub-Sublandlord represents and warrants that (a) Landlord hereby leases to Tenant the items of personal property identified in Exhibit "F" hereto, together with all furniture and equipment listed and described in Schedule “B” Cat 5 Wiring attached hereto is within thereto (the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing "Furniture”"). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery term of this Sublease of the Furniture shall commence on the Commencement Date, and shall be co-Sublease, without terminus with the requirement Lease. Possession of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed delivered to Tenant on the Commencement Date and vest in Sub-Subtenant and Sub-Subtenant shall be free returned to maintain and/or dispose Landlord upon the Existing expiration or earlier termination of this Lease. (b) Tenant accepts the Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing "as is" "where is" condition and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord Tenant acknowledges that Landlord makes no representation or warranty as to the condition, fitness condition of the Furniture or its present or future suitability of such Existing for Tenant's purposes except as follows: Landlord hereby warrants that the Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture is and equipment. Sub-Sublandlord shall have no obligation will be in good working order and condition for the period commencing on the Commencement Date hereunder and expiring on the date thirty (30) days thereafter (the "Warranty Period"). Upon written notice given by Tenant to Landlord prior to the expiration of the Warranty Period, of a material defect in the operation, installation or performance of the Furniture, Landlord shall correct such defect at Landlord's sole cost and expense. (c) This lease of the Furniture is a net lease, and as such, Tenant shall pay maintenance, insurance and taxes on all Furniture leased hereunder. The Furniture shall be held at all times during the term hereof at the sole risk of Tenant from injury, loss or destruction with the obligation of restoration or reimbursement to Landlord. Tenant agrees to procure and maintain throughout the term of this Lease insurance covering the Furniture against all risk of physical loss, theft, damage and destruction, which insurance may be under the same policy required pursuant to Section 26(a)(ii) hereof. Such insurance shall be procured in commercially reasonable amounts naming Landlord as an additional insured. Tenant shall deliver to Landlord a certificate evidencing such insurance at the Commencement Date. Such insurance shall provide for payment for loss to Landlord (the proceeds of any such policy shall be held by Landlord and made available to Tenant for repair or replacement of the Furniture during the Term of this Lease). If Tenant fails to procure such insurance, Landlord shall have the right to procure such insurance at Tenant's cost. Tenant shall not take any steps or allow to be invalidated the insurance required to be maintained hereunder. (d) Upon the termination of this Lease, Tenant shall return the Furniture to Landlord in the same condition as when received, ordinary wear and tear excepted (it being understood that occasionally chairs, drawer mechanisms and other mechanical features may malfunction over time with normal use), conditioned on the obligations set forth in the next sentence having been accomplished. Tenant is responsible for performing all maintenance, repair and cleaning of the Furniture, which may be necessary to maintain the Furniture in the condition in which it was initially provided to Tenant. Tenant shall use the Furniture in a careful and proper manner, and shall comply with all laws and regulations relating to the possession and use of the Furniture. Landlord shall have the right to inspect the Furniture during business hours, subject to the provisions of Section 42. (e) Tenant covenants that: (i) Tenant will not, without the prior written consent of Landlord, assign, pledge, loan, mortgage, or part with possession of any of the Furniture, or in any other manner attempt to dispose of it, or permit its use by others (other than to another occupant of the Premises as permitted under Section 44) or suffer any liens or legal process to be incurred or levied thereon; (ii) Tenant will not make any alterations or permit any alterations to be made on or to the Furniture (other than reconfigurations of the Furniture within the Premises) without the written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed; and (iii) Tenant will keep and maintain the Furniture at ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, Fremont, California and will not permit any of the Furniture to removed from such location without Landlord's prior written consent. (i) In addition to any other obligations of Tenant hereunder, Tenant shall indemnify and hold harmless Landlord from and against any and all claims arising from Tenant's use of the Furniture, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense of any such Existing claim or any action or proceeding brought thereon; and in case any action or proceeding be brought against Landlord by reason of any such claim, Tenant, upon written notice from Landlord, shall defend the same at Tenant's expense by counsel satisfactory to Landlord. Tenant, as a material part of the consideration to Landlord, hereby assumes all risk of damage to property or injury to persons arising from any cause connected with the Furniture and waives all claims in respect thereof against Landlord. This paragraph shall not include anything resulting from Landlord's own negligence or willful misconduct. (ii) In addition to any other obligation of Tenant hereunder, Tenant agrees that Landlord shall not be liable for injury to Tenant's business or any loss of income therefrom or for damage to the goods, wares, merchandise or other property of Tenant, Tenant's employees, invitees, customers, or any other person occasioned by or in connection with Tenant's possession of use of any of the Furniture, nor shall Landlord be liable for injury to the person of Tenant, Tenant's employees, agents, or contractors occasioned by or in connection with Tenant's possession or use of any of the Leased Furniture. (g) The Furniture shall at all times be and remain the exclusive property of Landlord, and Tenant shall have no title therein. Tenant shall, at its sole cost and expense, at all times protect and defend the title of Landlord in the Furniture from and against all liens, claims and legal processes of the creditors of Tenant and keep the Furniture free of such liens, claims and encumbrances. The Furniture or any of Tenant's rights under this Lease shall not be assigned or transferred by Tenant to any person, firm or corporation without the prior written consent of Landlord (except pursuant to Section 44) and any attempted assignment or transfer in violation thereof shall, at the option of Landlord, be void. Nothing contained herein, however, shall be deemed to limit or otherwise restrict Landlord's right to transfer in any manner its interest in any or all of the Furniture or in this Lease, subject to the rights of Tenant under this Lease. (h) Tenant shall, during the term of this Lease, pay and discharge all license fees, assessments and sales, use, property and other tax or taxes now or hereafter imposed by any state, Federal or local government upon the ownership, leasing, renting, sale, possession or use of the Furniture whether the same be assessed to Landlord or Tenant, together with any penalties or interest in connection therewith, excepting Federal, state or local governmental taxes, or payments in lieu thereof, imposed upon or measured by the income of Landlord. If any tax is, by law, to be assessed or billed to Landlord, Tenant at its expense will do any and all things required to be done by Landlord in connection with the levy, assessment, billing or payment of such taxes and is hereby authorized by Landlord to act for and on behalf of Landlord in any and all respects. Tenant will cause all ▇▇▇▇▇▇▇▇ of such taxes to Landlord to be made to it in care of Tenant and will from time to time, on request of Landlord, submit written evidence of the payment of all of the governmental obligations mentioned in this paragraph.

Furniture. Sub-Sublandlord represents In consideration of the payment of Fixed Rent by Sublessee to Sublessor, and warrants that all without any additional consideration, Sublessor hereby grants to Sublessee the right to use or dispose of the furniture currently in the Subleased Premises and equipment listed and more particularly described in Schedule “B” on Exhibit C attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants Sublessor shall remove the items laid out in the LOI prior to the Sublease Commencement Date. Sublessee acknowledges and agrees that the Existing Furniture is free provided in “as-is” condition without any warranty, implied or express, of any financial lien or hypothec kind whatsoever. Sublessor shall deliver a bill of sale for good and that there are no service contracts affecting valuable consideration of less than One Hundred Dollars ($100.00) on the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, Termination Date conveying title and ownership in and to the Existing Furniture to Sublessee. Sublessee shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose responsible for removing from the Existing Subleased Premises so much of the Furniture as Sub-Subtenant may be required to be so elects in its sole discretion but subject removed pursuant to the terms hereofMaster Lease. The foregoing conveyance with respect EXECUTED as of the Effective Date. ​ ​ SUBLESSOR: ​ ​ ​ ​ Duck Creek Technologies, LLC ​ ​ ​ ​ ​ DocuSigned by: ​ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇ ​ Name: ▇▇▇▇▇ ▇▇▇▇▇ ​ Title: Chief Legal Officer ​ ​ Duly Authorized ​ ​ ​ ​ SUBLESSEE: ​ ​ ​ ​ Astria Therapeutics, Inc., ​ ​ ​ ​ ​ DocuSigned by: ​ By: /s/ ▇▇▇▇ ▇▇▇▇▇ ​ Name: ▇▇▇▇ ▇▇▇▇▇ ​ Title: CEO ​ ​ Duly Authorized ​ ​ ​ ​ ​ ​ ​ THIS LEASE (this “Lease”) is made as of August 7th, 2017 (the “Effective Date”), by and between “Landlord”MEPT Seaport 13 ▇▇▇▇▇▇▇▇▇ LLC, a Delaware limited liability company and “Tenant”Duck Creek Technologies LLC, a Delaware limited liability company. SECTION 1: DEFINITIONS 1 Access Laws 1 Additional Rent 1 Affiliate 1 Base Amount Allocable to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as Premises 1 Base Rent 1 Brokers 1 Building 1 Business Day 1 Claims 2 Commencement Date 2 Deck Allowance 2 ERISA 2 Estimated Operating Costs Allocable to the conditionPremises 2 Events of Default 2 Fair Market Rent 2 Governmental Agency 2 Governmental Requirements 2 Green Agency Ratings 2 Hazardous Substance(s) 2 Land 2 Landlord 2 Landlord’s Agents 2 Landlord’s Base Building Work 3 Lease Memorandum 3 Lease Security Deposit 3 Lease Term 3 Lender 3 Manager 3 Manager’s Address 3 Operating Costs 3 Operating Costs Allocable to the Premises 3 Original Tenant 3 Permitted ▇▇▇▇▇▇▇▇▇▇ ▇ Permitted Use 3 Plans and Specifications 3 Prepaid Rent 3 Premises 3 Prime Rate 3 Property Taxes 3 ​ ​ Punch List Work 4 Rent Commencement Date 4 Rooftop Access Allowance 4 Rooftop Deck Area 4 Restrictions 4 Rent Payment Address 4 Space Plan Allowance 4 Substantial Completion 4 Telecommunication Facilities 4 Telecommunication Services 4 Tenant 4 Tenant Alterations 4 Tenant Delay 5 Tenant Improvement Allowance 5 Tenant Improvements 5 Tenant’s Agents 5 Tenant’s Pro Rata Share 5 Year 5 SECTION 2: PREMISES AND TERM 5 2.1 Lease of Premises 5 2.2 Lease Term 10 2.2.1 Initial Lease Term 10 2.3 Plans and Specifications/Selection of Tenant’s General Contractor 11 2.4 Landlord’s Base Building Work/Commencement Date/Early Entry 13 2.5 Tenant Improvements 13 2.6 Lease Memorandum 15 2.7 Use and Conduct of Business 16 2.8 Compliance with Governmental Requirements and Rules and Regulations 16 2.9 Intentionally Omitted 16 2.10 Sustainable Building Operations 16 2.11 Recycling and Waste Management 17 SECTION 3: BASE RENT, fitness ADDITIONAL RENT AND OTHER SUMS PAYABLE UNDER LEASE 17 3.1 Payment of Rental 17 3.2 Base Rent 17 3.3 Lease Security Provisions 17 3.4 Additional Rent 19 3.5 Utilities 23 3.6 Holdover 24 3.7 Late Charge 25 3.8 Default Rate 25 SECTION 4: MANAGEMENT AND LEASING PROVISIONS 25 4.1 Maintenance and Repair by Landlord 25 4.2 Maintenance and Repair by Tenant 25 4.3 Common Areas/Security 25 4.4 Tenant Alterations 26 4.5 Tenant’s Work Performance 27 4.6 Surrender of Possession 27 4.7 Removal of Property 27 4.8 Access 28 4.9 Damage or suitability Destruction 28 4.10 Condemnation 29 4.11 Parking 29 4.12 Indemnification 30 4.13 Tenant Insurance 31 4.14 Landlord’s Insurance 31 4.15 Waiver of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniture.Subrogation 32 ​ ​

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed cabling located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit C attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Such Furniture shall be conveyed to and vest delivered in Subgood “as-Subtenant and Sub-is” condition. Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair in the Furniture. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, care and repair of the Furniture, at Subtenant’s sole cost and expense. No item of Furniture shall be selfremoved from the Subleased Premises without Sublandlord’s prior written consent. On or about the date of expiration of the Term, the parties shall once again conduct a walk-executing through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and no additional documentation tear, casualty and condemnation excepted), and Subtenant shall be required in order responsible, at Subtenant’s sole cost and expense, for curing any such items (including, with respect to evidence loss, replacing any lost item with a substantially similar item reasonably acceptable to Sublandlord). Subtenant shall not modify, reconfigure or relocate any furniture except with the aforementioned assignment advance written permission of Sublandlord, and conveyance any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) and any maintenance of the Existing same shall be performed at Subtenant’s sole cost using Sublandlord’s specified vendors or an alternate vendor approved in writing by Sublandlord (such approval to be granted or withheld in Sublandlord’s good faith discretion, based upon Sublandlord’s assessment of factors which include, without limitation, whether the performance by such vendor will void applicable warranties for such furniture and whether such vendor is sufficiently experienced in the design of such furniture). Notwithstanding the foregoing, Sublandlord will remove any Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as from the Subleased Premises requested by Subtenant prior to the conditionCommencement Date or, fitness or suitability of such Existing Furniture for Sub-at Subtenant’s purposesrequest, prior to a mutually agreed upon date, provided that Subtenant delivers to Sublandlord notice specifying the items to be removed at least ten (10) business days prior to the Commencement Date or mutually agreed upon date; provided that in no event will Sublandlord be required to expend in excess of $10,000.00 to perform such removal work. Sub-Subtenant mayFollowing such removal, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing items so removed will no longer be deemed to be included with the definition of “Furniture” and, at Landlord’s option, the parties will jointly execute a revised Exhibit C reflecting the revised Furniture Inventory.

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed cabling located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit D attached hereto is within (the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing "Furniture”"). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair in the Furniture and shall attach such completed inventory to this Sublease as part of Exhibit D. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, care and repair of the Furniture, at Subtenant's sole cost and expense, and using maintenance contractors specified by Sublandlord. No item of Furniture shall be selfremoved from the Subleased Premises without Sublandlord's prior written consent. On or about the date of expiration of the Term, the parties shall once again conduct a walk-executing through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and no additional documentation tear excepted), and Subtenant shall be required responsible, at Subtenant's sole cost and expense, for curing any such items (including, with respect to loss, replacing any lost item with a substantially similar like-new item reasonably acceptable to Sublandlord). Subtenant shall not modify, reconfigure or relocate the Furniture except with the advanced written permission of Sublandlord, and any work of modifying any Furniture (including, without limitation, changing the configuration of, "breaking down" or reassembly of cubicles or other modular furniture) shall be performed at Subtenant's sole cost using Sublandlord's specified vendors or an alternate vendor approved in order writing by Sublandlord (such approval to evidence be granted or withheld on Sublandlord's good faith discretion, based upon Sublandlord's assessment of factors which include, without limitation, whether the aforementioned assignment performance by such vendor will void applicable warranties for such furniture and conveyance of whether such vendor is sufficiently experienced in the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability design of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniturefurniture).

Furniture. SubSubject to the terms herein, Subtenant shall have the right to use the Furniture (as such term is defined herein) located in the Sublease Premises in its existing AS-Sublandlord represents and warrants IS condition (provided, that all furniture and equipment listed and described Subtenant shall not have the right to use the Furniture located in Schedule “B” attached hereto is within the Sub-Subleased Phase II Sublease Premises (such equipment and furniture is hereinafter collectively referred to as until the “Existing Furniture”Phase II Commencement Date). The Sub-Subtenant agrees to maintain the Furniture in the same order and condition as received, reasonable wear and tear excepted. Upon the expiration or earlier termination of the Sublease Term, Sublandlord warrants that shall sell the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing FurniturePersonal Property to Subtenant for $10.00. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed pursuant to a ▇▇▇▇ of Sale in the form attached hereto as Exhibit C. The term “Furniture” shall mean the furniture listed on Schedule A attached to the ▇▇▇▇ of Sale. On the expiration of the Sublease Term, provided Sublandlord executes and vest in Sub-Subtenant and Sub-delivers the ▇▇▇▇ of Sale as provided herein, Subtenant shall be free responsible, at its cost, for removing the Furniture from the Sublease Premises. Notwithstanding the foregoing, if this Sublease is terminated by Sublandlord due to maintain and/or dispose an Event of Default by Subtenant, Sublandlord may, at its option, retain the Existing Furniture as Sub-and in such event shall have no obligation to convey the Furniture to Subtenant. Sublandlord has made no representations or warranties to Subtenant so elects in its sole discretion but subject with regard to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance condition of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to Furniture, the condition, fitness or suitability of such Existing Furniture thereof for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture particular purpose and equipment. Sub-Sublandlord shall have no obligation for to repair, replace or otherwise maintain the maintenanceFurniture during the Sublease Term. Notwithstanding the foregoing, repair Sublandlord represents that it has title to the Furniture without any liens or replacement of any such Existing Furnitureencumbrances.

Furniture. Sub-Sublandlord represents Effective from and warrants that all furniture after the Commencement Date and equipment listed until the Expiration Date, Subtenant shall have the right to use the furniture, fixtures and described equipment, if any, located in Schedule “B” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as collectively, the “Existing Furniture”), as listed on Exhibit D attached hereto and made a part hereof, as of the Commencement Date. The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are Sublessor makes no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance representations with respect to the Existing Furniture shall be self-executing or the condition thereof. Subtenant acknowledges and agrees that: (i) Sublessor has made no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation representations or warranty warranties whatsoever as to the conditiontitle or condition of the Furniture, fitness except that Sublessor represents that Sublessor is the owner of, there are no encumbrances against, and Sublessor has the right to permit use of , the Furniture; (ii) Subtenant has examined the Furniture and accepts same in its “as-is” condition in all respects; (iii) Subtenant shall neither sell nor transfer all or suitability any portion of such Existing Furniture the Furniture; (iv) the Minimum Rent and Additional Rent payable by Subtenant pursuant to this Sublease does not include any charge whatsoever for Sub-Subtenant’s purposesuse of the Furniture; (v) Subtenant shall repair and maintain the Furniture throughout the term of the Sublease, at its sole cost and expense; and (vi) the Furniture shall remain upon and be surrendered with the Subleased Premises at the expiration of the term of this Sublease, subject to ordinary wear and tear, and Subtenant shall not remove any of the Furniture from the Subleased Premises upon vacating and surrendering the Subleased Premises at the expiration or earlier termination of the term of this Sublease. Sub-Subtenant mayAnything to the contrary hereinabove notwithstanding, Sublessor agrees that it shall remove certain items of furniture, fixtures and equipment, as it deems appropriate or necessaryset forth on Exhibit D-1, reconfigure from the Existing Furniture Subleased Premises prior to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureoccupancy thereof.

Furniture. Sub(a) Sublandlord agrees to lease to Subtenant, and Subtenant agrees to lease from Sublandlord, the existing cubicles, furniture, break room and training room furniture (if any), audio-Sublandlord represents visual equipment (if any), cable wiring, and warrants that all furniture and equipment listed and described phone wiring located in Schedule “B” attached hereto is within the Sub-Subleased Sublease Premises as of April 15, 2005 (such equipment and furniture is hereinafter collectively referred to as collectively, the “Existing Furniture”)) for the duration of the Sublease Term at no additional Rent hereunder. The Sub-Sublandlord warrants that the Existing Furniture is free currently located in the Sublease Premises. Sublandlord and Subtenant shall work together to create a list of any financial lien the Furniture prior to the Sublease Commencement Date, and shall attach such list to this Sublease as Exhibit E hereto. Notwithstanding the foregoing, Subtenant shall not have the right to utilize Sublandlord’s phone system or hypothec phones. Subtenant shall install its own phone switch and that there are no service contracts affecting incoming data lines from the Existing Furnituretelephone utility company at Subtenant’s sole cost and expense. (b) Subtenant may not remove the Furniture from the Sublease Premises, except as may be necessary for routine maintenance or repair. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed deemed to have been accepted by Subtenant for all purposes under this Sublease upon Subtenant’s occupancy of the Sublease Premises. Sublandlord represents to Subtenant that Sublandlord owns the Furniture free of all claims of third parties thereto. No right, title or interest in the Furniture shall pass to Subtenant other than the right to maintain possession and vest in Sub-Subtenant and Sub-use of the Furniture for the Sublease Term. Subtenant shall give and record such notices and take such other commercially reasonable action at its own expense as may be free necessary to maintain and/or dispose prevent any third party from acquiring or having the Existing right under any circumstances to acquire any interest in the Furniture as Sub-which arises due to Subtenant’s actions. Subtenant so elects accepts the Furniture in its sole discretion but subject to the terms hereof. The foregoing conveyance “AS IS” condition, and Sublandlord hereby disclaims any and all warranties with respect to the Existing Furniture, including without limitation the warranty of merchantability and fitness for a specific use. Subtenant hereby assumes all risk of loss, damage or destruction (beyond normal wear and tear) to the Furniture from the date of commencement of Subtenant’s occupancy of the Sublease Premises until the Furniture has been returned to, and accepted by, Sublandlord upon the expiration or earlier termination of the Sublease Term. If during the Sublease Term any item of Furniture shall be self-executing become lost, stolen, destroyed, damaged beyond repair or rendered permanently unfit for use for any reason (beyond normal wear and no additional documentation shall be required tear), or in order the event of any condemnation, confiscation, theft or seizure or requisition of title to evidence the aforementioned assignment and conveyance or use of the Existing Furniture not caused by Sublandlord, Subtenant shall immediately pay to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as an amount equal to the condition, fitness or suitability value of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure item at the Existing Furniture to combine with any time of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureloss.

Furniture. SubSublandlord agrees to lease to Subtenant, and Subtenant agrees to lease from Sublandlord, the existing cubicles, furniture, break room and training room furniture (if any), audio-visual equipment (if any), cable wiring, and phone wiring located in the Sublease Premises on January 4, 2005 (collectively, the “Furniture”) for the duration of the Sublease Term. The Furniture is currently located in the Sublease Premises. Sublandlord represents and warrants to Subtenant that all furniture and equipment listed and described in Schedule “B” attached hereto is within Sublandlord owns legal title to the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred Furniture. Sublandlord’s title to as a significant portion of the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free and clear of liens and encumbrances, and no more than 10% of the Furniture items listed on Exhibit D is subject to any financial lien liens or hypothec encumbrances. Sublandlord agrees not to voluntarily place any additional liens or encumbrances on the Furniture during the term of this Sublease. Sublandlord and that there are no service contracts affecting Subtenant shall work together to create a list of the Existing Furniture prior to the Sublease Commencement Date, and shall attach such list to this Sublease as Exhibit D. Notwithstanding the foregoing, Subtenant shall not have the right to utilize Sublandlord’s phone system or phones. Subtenant shall install its own phone switch and incoming data lines from the telephone utility company at Subtenant’s sole cost and expense. Subtenant may not remove the Furniture from the Sublease Premises, except as may be necessary for routine maintenance or repair. Subtenant shall not be required to pay Sublandlord any additional rental for the lease of the Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed deemed to have been accepted by Subtenant for all purposes under this Sublease upon Subtenant’s occupancy of the Sublease Premises. No right, title or interest in the Furniture shall pass to Subtenant other than the right to maintain possession and vest in Sub-Subtenant and Sub-use of the Furniture for the Sublease Term. Subtenant shall give and record such notices and take such other commercially reasonable action at its own expense as may be free necessary to maintain and/or dispose prevent any third party from acquiring or having the Existing right under any circumstances to acquire any interest in the Furniture as Sub-which arises due to Subtenant’s actions. Subtenant so elects accepts the Furniture in its sole discretion but subject “as is” condition. Subtenant hereby assumes all risk of loss, damage or destruction (beyond normal wear and tear) to the terms hereofFurniture from the date of commencement of Subtenant’s occupancy of the Sublease Premises until the Furniture has been returned to, and accepted by, Sublandlord upon the expiration or earlier termination of the Sublease Term. The foregoing conveyance with respect If during the Sublease Term any item of Furniture shall become lost, stolen, destroyed, damaged beyond repair or rendered permanently unfit for use for any reason (beyond normal wear and tear), or in the event of any condemnation, confiscation, theft or seizure or requisition of title to or use of the Furniture not caused by Sublandlord, Subtenant shall immediately pay to Sublandlord an amount equal to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability value of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure item at the Existing Furniture to combine with any time of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureloss.

Furniture. Sub-Sublandlord represents and warrants that all During the Term, at no charge to Subtenant except as expressly set forth in this Section 14, Subtenant shall be permitted to use the existing office furniture and equipment listed and described supplemental air conditioning unit existing in Schedule “B” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as more particularly set forth on Exhibit A attached hereto, the “Existing Furniture”). The SubSubtenant shall accept the Furniture in its current condition, “AS-IS, WHERE-IS,” with no representations or warranties on behalf of Sublandlord, except as otherwise provided in this Sublease. Sublandlord warrants represents that it holds title to all of the Existing Furniture free and clear of any liens, claims or encumbrances. Subtenant shall use the Furniture only for the purposes for which such Furniture is free intended and shall be responsible for the proper maintenance, care, insurance and repair of the Furniture, at Subtenant’s sole cost and expense and using maintenance contractors specified by Sublandlord. The Furniture shall be insured by Subtenant pursuant to Article 10 of the Original Lease, and Sublandlord shall be named as an additional loss payee with respect thereto. No item of Furniture shall be removed from the Premises without Sublandlord’s prior written consent, which may be withheld in Sublandlord’s sole and absolute discretion, unless the item of Furniture is replaced with an equivalent substitute. Subtenant shall not modify, reconfigure or relocate any Furniture except with the prior written consent of Sublandlord, and any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of any financial lien portion of the Furniture) shall be performed using Sublandlord’s specified vendors. Provided that Subtenant is not in breach or hypothec default of any of the terms and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery provisions of this Sub-Sublease, without Sublease (regardless of the requirement expiration of any additional considerationapplicable grace or cure period) as of the Expiration Date, Subtenant shall have the right, by written notice to Sublandlord given not later than thirty (30) days prior to the Expiration Date, to purchase the Furniture from Sublandlord on the Expiration Date for and in consideration of an amount mutually agreeable to the parties in their reasonable discretion (the “Purchase Price”). If such option is timely and properly exercised and the Purchase Price is agreed upon between the parties and is paid by Subtenant to Sublandlord on or before the Expiration Date, then all rightsright, title and ownership interest of Sublandlord in the Furniture shall pass to Subtenant on the Expiration Date, without representation or warranty, express or implied, and in its then “AS-IS, WHERE-IS” condition, with the same force and effect as if by ▇▇▇▇ of sale. If Subtenant is in breach or default under this Sublease as of the date of exercise of Subtenant’s option or as of the Expiration Date (regardless of the expiration of any applicable grace or cure period), then, in Sublandlord’s sole discretion, Subtenant’s option to purchase the Existing Furniture shall be conveyed null and void and of no force or effect whatsoever. If Sublandlord will retain ownership of the Furniture, then on or about the Expiration Date or any earlier termination of the Term, the parties shall conduct a walk-through of the Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and vest in Sub-Subtenant tear excepted), and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its responsible, at Subtenant’s sole discretion but subject to the terms hereof. The foregoing conveyance cost and expense, for curing any such items (including, with respect to loss, replacing any lost item with a substantially similar item reasonably acceptable to Sublandlord), which obligation shall survive the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance expiration or any earlier termination of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing FurnitureTerm.

Furniture. Sub-Sublandlord represents and warrants that all furniture and equipment listed and described in Schedule As used herein “BFurniture” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as shall mean the “Existing Furniture”)Retained Personal Property” as defined in Purchase Agreement. The Sub-Sublandlord warrants Furniture in the Building as of the Effective Date remains the sole and exclusive property of Tenant. As of the Closing Date under the Purchase Agreement and concurrent Effective Date of this Lease, Tenant acknowledges that the Existing Furniture is free of any financial lien in the Leased Premises has not transferred to Landlord’s ownership or hypothec and that there are no service contracts affecting the Existing Furniturecontrol. The parties acknowledge and agree thatAccordingly, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes Landlord provides no representation or warranty, express or implied, whatsoever as to the condition of the Furniture or its suitability for Tenant’s intended use, and shall have no obligations to provide any additional workstations, furniture, office equipment, casework or cabling to Tenant. Upon expiration or sooner termination of the Lease, Tenant shall remove all such Furniture in accordance with the obligations of Section 2.6 applicable to Tenant’s personal property. Notwithstanding the foregoing, Tenant grants to Landlord a license to use the furniture located in the Café Facilities and the lobby of the Building (collectively, the “Common Area Furniture”) during the Lease Term, on the express condition that Landlord accepts such Common Area Furniture in its “AS IS” condition as of the Lease Commencement Date, without any representation or warranty, express or implied, whatsoever by Tenant as to the condition of such Common Area Furniture, or its suitability for Landlord’s intended use. Upon expiration or sooner termination of this Lease, Landlord shall surrender possession of such Common Area Furniture to Tenant in the same condition as it was in on the Lease Commencement Date, reasonable wear and tear, damage from any peril described in Article 10, and any damage caused by Tenant or Tenant’s Agents excepted. Tenant shall remove such Common Area Furniture in accordance with the obligations of Section 2.6 applicable to Tenant’s personal property; provided, that Tenant shall have the option to convey the Common Area Furniture to Landlord as of the expiration or earlier termination of this Lease for the sum of One Dollar ($1.00) by written notice to Landlord delivered thirty (30) days prior to the expiration or earlier termination of this Lease. If Tenant makes such election, Tenant shall convey the Common Area Furniture to Landlord concurrently with the expiration or earlier termination of this Lease in its then-existing “AS IS” condition without representation or warranty of any kind or nature except warranty as to the condition, fitness or suitability title free and clear of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureliens.

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed cabling located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit C attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Such Furniture shall be conveyed to and vest delivered in Subits current “as-Subtenant and Sub-is” condition. Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair in the Furniture. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, care and repair of the Furniture, at Subtenant’s sole cost and expense. No item of Furniture shall be selfremoved from the Subleased Premises without Sublandlord’s prior written consent. On or about the date of expiration of the Term, the parties shall once again conduct a walk-executing through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and no additional documentation tear, casualty and condemnation excepted), and Subtenant shall be required in order responsible, at Subtenant’s sole cost and expense, for curing any such items (including, with respect to evidence loss, replacing any lost item with a substantially similar item reasonably acceptable to Sublandlord). Subtenant shall not modify, reconfigure or relocate any furniture except with the aforementioned assignment advance written permission of Sublandlord, and conveyance any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) and any maintenance of the Existing Furniture same shall be performed at Subtenant’s sole cost using Sublandlord’s specified vendors or an alternate vendor approved in writing by Sublandlord (such approval to Sub-Subtenantbe granted or withheld in Sublandlord’s good faith discretion, based upon Sublandlord’s assessment of factors which include, without limitation, whether the performance by such vendor will void applicable warranties for such furniture and whether such vendor is sufficiently experienced in the design of such furniture). Sub-Sublandlord makes no representation or warranty as Notwithstanding anything to the conditioncontrary herein, fitness or suitability of Sublandlord will remove any Furniture from the Subleased Premises requested by Subtenant prior to the Commencement Date, provided that Subtenant delivers to Sublandlord notice specifying the items to be removed at least ten (10) business days prior to the Commencement Date. Following such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant mayremoval, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing items so removed will no longer be deemed to be included with the definition of “Furniture”.

Furniture. Sub-Sublandlord represents For the Sublease Term and warrants that all furniture and equipment listed and described in Schedule “B” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereofof ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇▇ shall be entitled to use all existing furniture currently located at the Sublease Premises, which is shown on the furniture layout attached as EXHIBIT E (the "Furniture"). The foregoing conveyance In the event that Sublessee requires additional furniture, fixtures or equipment, Sublessee shall acquire such furniture, fixtures or equipment at its sole cost and expense. Sublessee agrees to take possession of the Furniture "AS IS", without relying on any representation or warranty by Sublessor as to the condition of the Furniture. Sublessee further acknowledges that neither Sublessor nor its agents have made any representations or warranties, express or implied, as to the suitability or fitness of the Furniture for the conduct of Sublessee's business or for any other purpose. Sublessee agrees, at its sole cost and expense, to maintain the Furniture in the same condition and repair, allowing for reasonable wear and tear. In accordance with the terms of Section 12 the Master Lease, Sublessee shall maintain insurance on the Furniture during the Sublease Term in an amount not less than the full replacement cost thereof. In the event that the Furniture is damaged during the Sublease Term, Sublessor shall be given the insurance proceeds for the replacement cost of the Furniture damaged; provided, however, Sublessor shall be under no obligation to replace the damaged Furniture. Any installations, replacements, and substitutions of parts or accessories with respect to any of the Existing Furniture shall be self-executing paid for by Sublessee and shall constitute accessions and shall become part of the Furniture and shall be the property of Sublessor. Sublessor shall not be under any liability or obligation in any manner to provide service, maintenance, replacements or repairs for the Furniture. The Furniture shall remain at all times the property of Sublessor, and shall be used by Sublessee during the Sublease Term free of charge; provided, however, if during the entire Sublease Term Sublessee fully and faithfully performs every provision of this Sublease to be performed by it, then following Sublessee's surrender of the Sublease Premises in the condition required by this Sublease, Sublessor shall transfer all right, title and interest in the Furniture to Sublessee for no additional documentation consideration and shall be required in order execute a ▇▇▇▇ of sale acknowledging such transfer (with all transfer taxes to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureby paid by Sublessee).

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed cabling located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit C attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair in the Furniture. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, care and repair of the Furniture, at Subtenant’s sole cost and expense; and, if an applicable warranty for a particular piece of furniture is in effect, Subtenant shall use maintenance contractors specified by Sublandlord for said item. No item of Furniture shall be selfremoved from the Subleased Premises without Sublandlord’s prior written consent. On or about the date of expiration of the Term, the parties shall once again conduct a walk-executing through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and no additional documentation tear excepted), and Subtenant shall be required responsible, at Subtenant’s sole cost and expense, for curing any such items (including, with respect to loss, replacing any lost item with a substantially similar new item reasonably acceptable to Sublandlord). Any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) shall be performed at Subtenant’s sole cost using Sublandlord’s specified vendors or an alternate vendor approved in order writing by Sublandlord (such approval to evidence be granted or withheld in Sublandlord’s reasonable and good faith discretion, based upon Sublandlord’s assessment of factors which include, without limitation, whether the aforementioned assignment performance by such vendor will void applicable warranties for such furniture and conveyance whether such vendor is sufficiently experienced in the design of such furniture). Notwithstanding the Existing foregoing, Sublandlord will remove, at its own cost, any Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as from the Subleased Premises requested by Subtenant prior to the conditionCommencement Date or prior to a mutually agreed upon date, fitness provided that Subtenant delivers to Sublandlord notice specifying the items to be removed at least ten (10) days prior to the Commencement Date or suitability of mutually agreed upon date. Following such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant mayremoval, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing items so removed will no longer be deemed to be included with the definition of “Furniture” and, at Landlord’s option, the parties will jointly execute a revised Exhibit C reflecting the revised Furniture Inventory.

Furniture. Sub-(a) Subject to the terms and provisions of Paragraph 1.7 of the Sublease, (i) commencing on the Building One Premises Delivery Date, Sublandlord represents shall lease to Subtenant and warrants that all Subtenant shall lease from Sublandlord, at no additional rent the furniture and equipment listed and described located in Schedule “B” the Building One Premises, which Sublandlord has identified on Exhibit C-1 attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Building One Furniture”) and (ii) commencing on the Building One Expansion Space Delivery Date, if applicable, Sublandlord shall lease to Subtenant and Subtenant shall lease from Sublandlord, at no additional rent the furniture and equipment located on the second floor of the Building One Expansion Space, which Sublandlord has identified on Exhibit C-2 attached hereto (the “Building One Expansion Space Furniture”). The Sub-Sublandlord warrants that From and after the Existing Furniture is free of any financial lien or hypothec Building One Premises Delivery Date, the term “Furniture” as used in the Sublease and that there are no service contracts affecting this First Amendment shall be deemed also to include the Existing Building One Furniture. The From and after the Building One Expansion Space Delivery Date, if applicable, the term “Furniture” as used in the Sublease and this First Amendment shall be deemed also to include the Building One Expansion Space Furniture. Prior to the Building One Premises Delivery Date, Subtenant and Sublandlord shall conduct a walkthrough of the Building One Premises and the Building One Expansion Space and based on such walkthrough the parties acknowledge shall revise Exhibits C-1 and C-2, accordingly. (b) Upon written notice thereof delivered to Sublandlord at least ninety (90) days prior to the Sublease Expiration Date, Subtenant may elect to purchase the Furniture for its “fair market value” payable in cash or other immediately available funds on or before the Sublease Expiration Date. If the parties cannot agree that, upon the execution and delivery fair market value of this Sub-Subleasethe Furniture within thirty (30) days after Subtenant makes such election, without either party hereto may submit the requirement issue to arbitration with JAMS, LLC (“JAMS”) in San Jose, California, pursuant to Section 1280, et seq. of any additional considerationthe California Code of Civil Procedure. Within ten (10) business days following the appointment of the arbitrator, all rights, title and ownership each party shall state in and writing its position concerning the issue supported by the reasons therefor with two copies delivered to the Existing Furniture arbitrator. If either party fails timely to submit its position, the position submitted by the other party shall be conveyed deemed correct, and the arbitration shall be deemed concluded. The arbitrator shall arrange for a simultaneous exchange of positions and a hearing. After the hearing, the arbitrator shall select which of the two proposed positions most closely approximates his determination of the correct position and shall have no right to propose a middle ground or any modification of either of the two proposed positions. The position he chooses as most closely approximating his determination shall constitute the decision of the arbitrator and vest be final and binding upon the parties. In the event of a failure, refusal, or inability of the arbitrator to act, his successor shall be appointed by JAMS, or, if JAMS fails to do so within five (5) business days, as provided by the Act. The arbitrator shall attempt to decide the issue within ten (10) business days after the hearing. Both parties shall share the fee and expenses of the arbitrator. The prevailing party shall be entitled to collect its reasonable (as determined by the arbitrator) attorneys’ fees and costs from the unsuccessful party. The arbitrator shall have the right to consult experts and competent authorities with factual information or knowledge concerning the dispute and the fees of such authorities shall be shared equally by the parties. (c) If Subtenant elects to purchase the Furniture, Sublandlord shall transfer the Furniture to Subtenant pursuant to a ▇▇▇▇ of sale in Subits as-Subtenant is condition and Sub-without any representations or warranties. During the Term, Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject responsible for, and if necessary shall reimburse Sublandlord with respect to, all costs and expenses related to the terms hereof. The foregoing conveyance with respect to Furniture, including all insurance, maintenance, repair, replacement, and personal property tax costs. (d) Paragraph 1.7(e) of the Existing Furniture Sublease shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnituredeleted.

Furniture. Sub-Subtenant acknowledges that Sublandlord represents and warrants that all furniture and equipment listed and described in Schedule “B” attached hereto is within shall deliver possession of the Sub-Subleased Premises with the furniture (such some of which is disassembled) identified on the furniture list attached as Exhibit B hereto ("Leased Furniture"), exclusive of Sublandlord's trade fixtures, business equipment, computer systems, and telephone system and employee's furnishings, except as otherwise expressly provided in this Sublease. The Leased Furniture will remain the property of Sublandlord at all times. Upon the Expiration Date, or the earlier termination of this Sublease, it shall be Subtenant's obligation to remove Subtenant's other furniture, fixtures, business equipment and furniture is hereinafter collectively referred employee possessions (i.e. other than the Leased Furniture) from the Subleased Premises and to as deliver the “Existing Furniture”Subleased Premises and Leased Furniture in its present condition and repair, subject to ordinary wear and tear (and damage by fire or other casualty excepted if Subtenant has properly insured same and provided the proceeds of such coverage are paid over to the Sublandlord at the expiration or sooner termination of this Sublease, unless Subtenant has used such proceeds to replace such furniture). The Sub-Sublandlord warrants that the Existing Furniture is , in broom clean condition, and free of other personal property and debris. Sublandlord has not and does not now make any financial lien representations or hypothec warranties, express or implied, with regard to the Leased Furniture and that there are no service contracts affecting the Existing FurnitureSubtenant agrees to accept same in its present "as is" condition, subject to ordinary wear and tear between the date hereof and the Commencement Date. The parties acknowledge Subtenant shall not dismantle and/or remove the furniture provided hereunder except with Sublandlord's consent (and agree thatif consent is so granted the same shall be stored and insured as reasonably required by Sublandlord at Subtenant's cost and expense); provided, upon however, if within sixty (60) days of the full execution and delivery of this Sub-Sublease, without Subtenant shall request that not more than 10% of the requirement of any additional considerationfurniture be removed, all rights, title and ownership in and to the Existing Furniture same shall be conveyed stored or disposed of at Sublandlord's cost and expense (in which event, Subtenant will not have an obligation to return or maintain such furniture during the term; nor will Sublandlord have an obligation to reinstall it). Sublandlord shall not have any obligation to remove and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose store Leased Furniture during the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance prosecution of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the conditionInitial Alterations, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation except for the maintenance, repair or replacement of any such Existing Furniturefurniture which Subtenant may request to be permanently removed as provided in the immediately preceding sentence.

Furniture. Sub-Sublandlord represents and warrants During the Term of this Sublease, Sublessee may use (i) those items of furniture located in the Subleased Premises as of the date of this Sublease that all furniture and equipment listed and are described in Schedule Exhibit D (the “B” attached hereto is within Furniture”), and (ii) the Sub-Subleased Premises existing cabling and telecommunications wiring (such equipment and furniture is hereinafter collectively referred to as the “Existing FurnitureNetwork Cabling”)) that serves the Subleased Premises as of the date of this Sublease for the purposes for which such Existing Network Cabling was installed. The Sub-Sublandlord warrants that Sublessee shall use the Existing Furniture is free of any financial lien Network Cabling in a safe manner and in accordance with applicable permits or hypothec codes, and that there are no service contracts affecting shall not remove or modify the Existing FurnitureNetwork Cabling or exceed reasonable usage limitations that may be imposed by Sublessor from time to time. The parties acknowledge Sublessee accepts the Furniture and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to Network Cabling and vest fixtures “as is, where is” and in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes their current condition, Sublessor having made no representation or warranty as of any kind, express or implied (including, but not limited to, any warranty of fitness for any particular use or purpose) with respect to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipmentthe same. Sub-Sublandlord Sublessor shall have no obligation for the maintenance, repair or replacement of any kind to make repairs resulting from normal wear and tear office usage of the Furniture or make any improvements to the Furniture in connection with Sublessee’s customary office use of the Furniture. If the Lease Expiration Date is October 31, 2018, Sublessee shall own the Furniture and shall remove the Furniture (excluding the Existing Network Cabling) from the Subleased Premises. If this Sublease terminates prior to the Expiration Date of October 31, 2018, the Furniture shall remain in the Subleased Premises. If Sublessee installs additional network cabling and/or equipment (“Additional Network Cabling”), Sublessee shall be responsible for removing such Existing FurnitureAdditional Network Cabling and restoring the Subleased Premises to its condition prior to such installation at Sublessee’s sole cost and expense unless Prime Lessor advises Sublessee that Prime Lessor desires such Additional Network Cabling to remain. Notwithstanding anything in this Sublease to the contrary, Sublessee shall have no right to use the artwork or plants presently located in the Subleased Premises and Sublessee acknowledges that Sublessor shall remove such artwork and plants prior to the Commencement Date.

Furniture. Sub-Sublandlord represents A. During the Term of the Sublease, Subtenant shall have the right to use the furniture currently existing in the Subleased Premises and warrants that all furniture and equipment listed and described in Schedule “B” outlined on Exhibit C-1 attached hereto is within (the Sub-“Furniture”) and the equipment currently existing in the Subleased Premises and outlined on Exhibit C-2 (such equipment and furniture is hereinafter collectively referred to as the “Existing Equipment”) throughout the Term at no additional cost or charge. Such Furniture and Equipment are provided by Sublandlord in their “AS IS” condition, with all faults and defects, and Subtenant shall use such Furniture and Equipment at Subtenant’s sole risk. No representations or warranties whatsoever as to the Furniture”)’s or the Equipment’s condition or fitness for a particular purpose, express or implied, are made by Sublandlord. The Sub-Sublandlord warrants that Subtenant shall maintain and repair the Existing Furniture is free and Equipment, and shall surrender the Furniture at the expiration or earlier termination of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without in the requirement same condition as received by Subtenant, reasonable wear and tear excepted. Subtenant, at its sole cost, may elect to remove from the Subleased Premises and store items of any additional consideration, all rights, title Furniture and ownership in and Equipment subject to Sublandlord’s prior written consent as to the Existing Furniture items being removed, which consent shall not be conveyed to unreasonably withheld, conditioned or delayed. Sublandlord hereby approves of Subtenant’s removal and vest storage of the cubicles in Sub-Subtenant and Sub-the Phase II Subleased Premises. Subtenant shall be free to maintain and/or dispose the Existing return (and reassemble) any removed items of Furniture as Sub-Subtenant so elects in its sole discretion but subject and Equipment to the terms hereofSubleased Premises at the expiration or earlier termination of the Sublease, in the same condition as received by Subtenant, reasonable wear and tear excepted. B. Subtenant at its cost (i) shall maintain “All Risk” property insurance covering the Furniture and Equipment for the full replacement cost thereof and (ii) as Subtenant’s Additional Rent hereunder, shall pay for any and all property taxes thereon. The foregoing conveyance Upon notice from Sublandlord, Subtenant shall assign to Sublandlord (or to any party designated by Sublandlord) all property insurance proceeds payable to Subtenant under Subtenant’s insurance with respect to the Existing Furniture and Equipment; provided if the estimated cost to replace such Furniture and Equipment exceeds the amount of insurance proceeds received by Sublandlord from Subtenant’s insurance carrier, the excess cost of such replacement shall be self-executing paid by Subtenant to Sublandlord. Sublandlord hereby represents and no additional documentation warrants to Subtenant that Sublandlord has good and marketable title to the Furniture and Equipment, free and clear of any liens, charges, encumbrances, security interests and adverse claims. The Furniture and Equipment shall be required remain the personal property of Sublandlord; provided, however, that as security for the performance of all of Sublandlord’s obligations under this Sublease, Sublandlord hereby assigns, pledges and grants to Subtenant a security interest in order and a lien upon the Furniture and Equipment. Subtenant shall have the right to evidence file a financing statement describing the aforementioned assignment Furniture and conveyance Equipment with the Secretary of State of the Existing State of Delaware. Sublandlord shall give such notices and take such other actions, at Sublandlord’s sole cost and expense, as may be necessary to prevent any third party from dispossessing Subtenant of its use of the Furniture to Sub-Subtenantand Equipment during the Term. Sub-Sublandlord makes no representation or warranty For the purposes of such security interest and lien, this Sublease shall constitute a “security agreement” within the meaning of the Uniform Commercial Code as in effect in the State of California. Notwithstanding anything to the conditioncontrary herein, fitness such security interest and lien on the Furniture and Equipment shall terminate from and after the Expiration Date (whether or suitability not Sublandlord is in default hereunder) or earlier termination of the Sublease for any reason other than the default of Sublandlord; provided, however, that if Subtenant enters into the “Direct Lease” (as defined in the Consent to Sublease attached hereto as Exhibit-F) with Master Landlord, such Existing Furniture for Sub-security interest and lien and Subtenant’s purposes. Sub-Subtenant mayrights and obligations under this Paragraph 6 shall continue through the expiration or earlier termination of the Direct Lease (but in no event beyond May 16, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniture2010).

Furniture. On the Sub-Sublease Term Commencement Date, Sub-Sublandlord represents and warrants that all shall deliver the Premises with the furniture and equipment listed and described in Schedule “B” identified on Exhibit B attached hereto is within (the “Sub-Sublandlord’s Furniture”) in its “AS IS,” where is, condition. As of the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sublease Term Commencement Date, Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Sublandlord’s Furniture shall be conveyed sold to and vest in Sub-Subtenant for One Dollar ($1.00) under a ▇▇▇▇ of sale in the form provided in Exhibit C attached hereto (the “▇▇▇▇ of Sale”), and Sub-Subtenant shall be free required to maintain and/or dispose the Existing Furniture as remove Sub-Subtenant so elects in its sole discretion but subject to Sublandlord’s Furniture at the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance end of the Existing Furniture to Sub-SubtenantSublease Term. Sub-Sublandlord makes no representation or warranty as shall deliver title to the conditionSub-Sublandlord’s Furniture free and clear of all liens, fitness judgments, security interests and encumbrances. Sub-Sublandlord shall deliver the ▇▇▇▇ of Sale to Sub-Subtenant within ten (10) business days following the Sub-Sublease Term Commencement Date. Sub-Subtenant acknowledges and agrees that Sub-Sublandlord is not obligated to provide any other furniture, furnishings, or suitability of such Existing Furniture equipment in the Premises other than Sub-Sublandlord’s Furniture, and Sub-Subtenant agrees that it will be solely responsible for providing any other furniture, furnishings, and equipment necessary for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureoccupancy.

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed cabling located in the Subleased Premises and described as shown in Schedule “B” the diagram attached hereto is within the Sub-Subleased Premises as Exhibit C (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair in the Furniture. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, care and repair of the Furniture, at Subtenant’s sole cost and expense; and, if an applicable warranty for a particular piece of furniture is in effect, Subtenant shall use maintenance contractors specified by Sublandlord for said item. No item of Furniture shall be selfremoved from the Subleased Premises without Sublandlord’s prior written consent. On or about the date of expiration of the Term, the parties shall once again conduct a walk-executing through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and no additional documentation tear excepted), and Subtenant shall be required responsible, at Subtenant’s sole cost and expense, for curing any such items (including, with respect to loss, replacing any lost item with a substantially similar new item reasonably acceptable to Sublandlord). Any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) shall be performed at Subtenant’s sole cost using Sublandlord’s specified vendors or an alternate vendor approved in order writing by Sublandlord (such approval to evidence be granted or withheld in Sublandlord’s reasonable and good faith discretion, based upon Sublandlord’s assessment of factors which include, without limitation, whether the aforementioned assignment performance by such vendor will void applicable warranties for such furniture and conveyance whether such vendor is sufficiently experienced in the design of such furniture). Notwithstanding the Existing foregoing, Sublandlord will remove, at its own cost, any Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as from the Subleased Premises requested by Subtenant prior to the conditionCommencement Date or prior to a mutually agreed upon date, fitness provided that Subtenant delivers to Sublandlord notice specifying the items to be removed at least ten (10) days prior to the Commencement Date or suitability of mutually agreed upon date. Following such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant mayremoval, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing items so removed will no longer be deemed to be included with the definition of “Furniture” and, at Landlord’s option, the parties will jointly execute a revised Exhibit C reflecting the revised Furniture Inventory.

Furniture. Sub-Sublandlord represents Subject to the terms and warrants that conditions herein, the sublease of the Premises hereunder shall also include all furniture and other equipment listed and described in Schedule “B” located at the Premises as of the date hereof as set forth on the inventory attached hereto as Exhibit B (the "Furniture"), but specifically excluding therefrom those items indicated as excluded on Exhibit B. A portion of the Rent hereunder in the amount of $3,154.58 per month (or $37,854.96 annually) shall be allocated to the lease of the Furniture hereunder, which amount shall be deemed to be consideration reasonably attributable to reimburse Sublessor for Sublessor's personal property. Upon the expiration of the Sublease Term, and provided Sublessee has made all payments of Rent hereunder and Sublessee is within not otherwise then in default hereunder, title to the SubFurniture shall pass to Sublessee, free and clear of any liens, claims or encumbrances of Sublessor. Sublessee shall accept the Furniture in its current "as-Subleased Premises is" condition. Sublessee shall use the Furniture in a careful and proper manner and shall comply with all laws, ordinances, and regulations relating to the possession, use, or maintenance of the Furniture. Sublessee, at Sublessee's own cost and expense, shall keep the Furniture in good repair, condition, and working order. Sublessee shall ensure that the Furniture is not subjected to careless or needlessly rough usage. Sublessee, without prior written consent of Sublessor, shall not permit the Furniture to be removed from the Premises. If this Sublease is terminated prior to the expiration of the Sublease Term, Sublessee shall return the Furniture to Sublessor in good repair, ordinary wear and tear resulting from proper use alone excepted, in the manner as may be specified by Sublessor. Sublessee assumes all risk of loss of and damage to the Furniture from any cause. No loss or damage to the Furniture will impair any obligation of Sublessee under this Sublease, which will continue in full force and effect. In the event of loss of or damage to the Furniture during the Sublease Term, Sublessee, at the option of Sublessor, shall (such equipment and furniture is hereinafter collectively referred a) place the Furniture in good repair or (b) replace the Furniture with like property in good repair, which Furniture shall become subject to as the “Existing Furniture”)this Sublease. The Sub-Sublandlord warrants Furniture is, and shall at all times remain, personal property, notwithstanding that the Existing Furniture any part of it may now be, or may become, in any manner attached to, or embedded in, or permanently resting on, real property, or attached in any manner to what is free permanent as by means of any financial lien cement, plaster, nails, bolts, screws, or hypothec and that there are no service contracts affecting the Existing Furnitureotherwise. The parties acknowledge Furniture is, and agree thatshall at all times during the Sublease Term remain, upon the execution sole property of Sublessor, and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord Sublessee shall have no obligation for right, title, or interest in the maintenance, repair or replacement of any such Existing FurnitureFurniture except as expressly set forth in this Sublease.

Furniture. Sub(a) As of the Commencement Date and during the Term of this Sublease, Subtenant shall be entitled to use, at no additional charge, the office furniture existing in the 3rd Floor Space as of the date of the ▇▇▇▇▇▇ Skyway IV Letter of Intent between Sublandlord and Subtenant (including decorations, art work, etc. but excluding Vignette branded items, telephones, computer equipment, Vignette employees personal items and ▇▇▇▇▇▇ ▇▇▇▇▇▇ Aeron chairs (provided that such chairs will be replaced by other ▇▇▇▇▇▇ ▇▇▇▇▇▇ desk chairs)) in their “as-Sublandlord represents and warrants that all furniture and equipment listed and described in Schedule “Bis” attached hereto is within the Sub-Subleased Premises condition (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Furniture shall remain in the Subleased Premises during the Term of this Sublease and shall not be removed for any reason whatsoever without the prior written consent of Sublandlord, provided that Sublandlord warrants shall not unreasonably withhold such consent but may condition such consent upon Subtenant taking reasonable measures to protect and preserve the Furniture. Sublandlord may enter the Subleased Premises at any time to inspect and inventory the Furniture, and determine whether Subtenant has performed all of its obligations with respect thereto. Sublandlord and Subtenant agree that neither shall place, or allow to be placed on the Existing Furniture any lien or other encumbrance. (b) Subtenant shall maintain, at its own expense, the Furniture in good and working condition, ordinary wear and tear excepted. Subtenant shall assume all risk of loss while the Furniture is free in the care, custody and control of Subtenant. Subtenant shall obtain insurance covering the Furniture in an amount not less than $100,000. Subtenant will immediately advise Sublandlord of any financial lien material damage to or hypothec and that there are no service contracts affecting loss of the Existing Furniture. The parties acknowledge If the Furniture is lost, injured, damaged or shows wear and agree thattear other than ordinary wear and tear during the Term of this Sublease, upon then, at Sublandlord’s option, Subtenant, at its sole cost and expense, shall either (i) be responsible for the execution replacement of any items that are lost, damaged or show wear and tear other than ordinary wear and tear, or (ii) pay to Sublandlord within 10 days after written demand, the fair market value of the item. If Sublandlord has elected option (i) above, and Subtenant fails to replace the items that are lost, damaged or show wear and tear other than ordinary wear and tear, then Sublandlord may, but is under no obligation to, replace the same at Subtenant’s expense. All expenses payable hereunder will be collectible as Additional Rent paid by Subtenant within 10 days after delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-a statement for such expense. (c) Sublandlord makes no representation warranty or warranty representation, expressed or implied, of any kind regarding the Furniture, including but not limited to, warranties of merchantability and fitness for particular purposes, warranties as to the conditionmaterial, fitness workmanship, installation, completeness, size, design, capacity or suitability condition and compliance with any law, rule, specification or contract. Subtenant assumes any and all risks of such Existing Furniture for Sub-imperfections or defects, latent or patent, and Subtenant is not relying upon any representation of any kind or nature made by Sublandlord or Sublandlord’s agents. Sublandlord shall not be liable to Subtenant or to Subtenant’s purposesemployees, agents, visitors, customers, cosignees or invitees or to any other person or entity, whomsoever, for any injury to person or damage to or loss of property arising from the use of the Furniture. (d) Subject to the requirements set forth herein, Subtenant shall have the right to purchase all, but not less than all, of the Furniture at the end of the Term of this Sublease. Sub-Subtenant maymust exercise its option to purchase the Furniture, as it deems appropriate or necessaryif at all, reconfigure the Existing Furniture to combine with any by giving Sublandlord written notice of Sub-its election (“Subtenant’s furniture Furniture Notice”) no later than October 1, 2011. Subtenant will have no right to purchase the Furniture if Subtenant’s Furniture Notice is not timely delivered, or if Subtenant is in default beyond any applicable notice and equipmentcure period under this Sublease at the time Subtenant’s Furniture Notice is delivered or on the then applicable expiration date of this Sublease. Sub-If Subtenant’s Furniture Notice is timely received, then Sublandlord shall have no obligation for convey to Subtenant, upon payment of the maintenanceamount of $100,000, repair or replacement title to the Furniture through a ▇▇▇▇ of any such Existing FurnitureSale in a form reasonably agreed upon by the parties.

Furniture. Sub-Sublandlord represents During the term of this Lease, Tenant shall have the right to use the modular work stations and warrants that all furniture and equipment listed and described currently located in Schedule “B” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Tenant shall accept such Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self“as-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no is” condition without any representation or warranty by Landlord. Tenant’s insurance as required under this Lease shall include an all risk property insurance policy for the Furniture for its full replacement value, and Tenant shall maintain the Furniture in good condition during the term hereof. At the expiration or earlier termination of this Lease, Tenant shall at Landlord’s option (i) return the Furniture to Landlord in the same condition received, ordinary wear and tear excepted, or (ii) remove the Furniture from the Premises, in which case Landlord shall transfer title thereto to Tenant. Landlord and Tenant have executed and delivered this Lease as of the Lease Date specified in the Basic Lease Information. Landlord: Harbor Investment Partners, a California general partnership By: Embarcadero Road Investors LLC, a Delaware limited liability company, General Partner By: UBS Realty Investors llc, a Massachusetts limited liability company its Manager By: /s/ T▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: T▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Director - Asset Management Tenant: NovaRay, Inc., a Delaware Corporation By: /s/ M▇▇▇ ▇. ▇▇▇▇▇ Name: M▇▇▇ ▇. ▇▇▇▇▇ Title: CEO This exhibit, entitled “Rules and Regulations,” is and shall constitute Exhibit B to the Lease Agreement, dated as of the Lease Date, by and between Landlord and Tenant for the Premises. The terms and conditions of this Exhibit B are hereby incorporated into and are made a part of the Lease. Capitalized terms used, but not otherwise defined, in this Exhibit B have the meanings ascribed to such terms in the Lease. 1. Tenant shall not use any method of heating or air conditioning other than that supplied by Landlord without the consent of Landlord. 2. All window coverings installed by Tenant and visible from the outside of the building require the prior written approval of Landlord. 3. Tenant shall not use, keep or permit to be used or kept any foul or noxious gas or substance or any flammable or combustible materials on or around the Premises, except to the extent that Tenant is permitted to use the same under the terms of Paragraph 32 of the Lease. 4. Tenant shall not alter any lock or install any new locks or bolts on any door at the Premises without the prior consent of Landlord. 5. Tenant shall not make any duplicate keys without the prior consent of Landlord. 6. Tenant shall park motor vehicles in Parking Areas designated by Landlord except for loading and unloading. During those periods of loading and unloading, Tenant shall not unreasonably interfere with traffic flow around the Building or the Project and loading and unloading areas of other tenants. Tenant shall not park motor vehicles in designated Parking Areas after the conclusion of normal daily business activity. 7. Tenant shall not disturb, solicit or canvas any tenant or other occupant of the Building or the Project and shall cooperate to prevent same. 8. No person shall go on the roof without Landlord’s permission. 9. Business machines and mechanical equipment belonging to Tenant which cause noise or vibration that may be transmitted to the structure of the Building, to such a degree as to be objectionable to Landlord or other tenants, shall be placed and maintained by Tenant, at Tenant’s expense, on vibration eliminators or in noise-dampening housing or other devices sufficient to eliminate noise or vibration. 10. All goods, including material used to store goods, delivered to the condition, fitness Premises of Tenant shall be immediately moved into the Premises and shall not be left in parking or suitability receiving areas overnight. 11. Tractor trailers which must be unhooked or parked with dolly wheels beyond the concrete loading areas must use steel plates or wood blocks under the dolly wheels to prevent damage to the asphalt paving surfaces. No parking or storing of such Existing Furniture trailers will be permitted in the Parking Areas or on streets adjacent thereto. 12. Forklifts which operate on asphalt paving areas shall not have solid rubber tires and shall only use tires that do not damage the asphalt. 13. Tenant is responsible for Sub-Subtenant’s purposesthe storage and removal of all trash and refuse. Sub-Subtenant mayAll such trash and refuse shall be contained in suitable receptacles stored behind screened enclosures at locations approved by Landlord. 14. Tenant shall not store or permit the storage or placement of goods or merchandise in or around the common areas surrounding the Premises. No displays or sales of merchandise shall be allowed in the parking lots or other common areas. 15. Tenant shall not permit any animals, as it deems appropriate including, but not limited to, any household pets, to be brought or necessarykept in or about the Premises, reconfigure the Existing Furniture to combine with Building, the Project or any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniturecommon areas.

Furniture. Sub-Sublandlord represents During the Term of this Sublease, Subtenant shall have the use of the furniture located in the Sublease Premises and warrants that all furniture and equipment listed and described in Schedule “B” on Exhibit "C" attached hereto is within and made a part hereof (the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “"Existing Furniture”"). The Sub-Sublandlord warrants that Any furniture in the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership Sublease Premises not included in and to the Existing Furniture shall be conveyed removed by Sublandlord, at its sole cost and expense, prior to and vest in Sub-the Sublease Commencement Date. Subtenant and Sub-acknowledges that Subtenant shall be free to maintain and/or dispose is leasing the Existing Furniture as Sub-Subtenant so elects in its "as-is" condition, and Sublandlord is not making any representation or warranty concerning the condition of the Existing Furniture. Subtenant agrees that Sublandlord shall have no liability whatsoever for any claims arising in connection with Subtenant's use of the Existing Furniture, and Subtenant hereby agrees to indemnify and hold Sublandlord harmless from any such claims. To the extent Subtenant needs to reconfigure the Existing Furniture, any such reconfiguration shall be performed by a contractor designated by Sublandlord at Subtenant's sole discretion but subject cost and expense. Subtenant shall return to Sublandlord all such Existing Furniture on the expiration or earlier termination of this Sublease in the same condition as same were in on the date the Sublease Premises were first made available by Sublandlord to Subtenant, reasonable wear and tear and damage by casualty excepted, unless Subtenant purchases the Existing Furniture at the end of the Term pursuant to the terms hereof. The foregoing conveyance with respect to During the Term of the Sublease, the Existing Furniture shall be self-executing remain the property of Sublandlord. Prior to the end of the term of this Sublease, and no additional documentation regardless of whether Subtenant elects to remain in the Sublease Premises following the Sublease Expiration Date pursuant to a separate agreement with Landlord, Sublandlord and Subtenant shall be required work together, in good faith, to develop a removal plan that is reasonably satisfactory to Sublandlord and Subtenant in order to evidence minimize the aforementioned assignment disruption to Subtenant's business operations in the Sublease Premises and conveyance will allow Sublandlord to have the Existing Furniture removed prior to the end of the Term, unless Sublandlord elects to sell, and Subtenant elects to purchase, the Existing Furniture in accordance with this paragraph as of the Sublease Expiration Date. Sublandlord shall give Subtenant written notice of Sublandlord's timetable for removing the Existing Furniture and its determination as to whether Sublandlord desires to sell the Existing Furniture to Subtenant no earlier than one hundred eighty (180), and no later than at least one hundred twenty (120), days prior to the Sublease Expiration Date ("Removal Notice"). Subtenant shall give written notice to Sublandlord of its election to purchase the Existing Furniture within ten (10) days of receipt of the Removal Notice. If Subtenant elects to purchase the Existing Furniture, Sublandlord and Subtenant shall attempt to agree upon the fair market value of the Existing Furniture using reasonable good faith efforts. If Sublandlord and Subtenant fail to Sub-reach agreement within thirty (30) days following Subtenant's written notice (the "Outside Agreement Date"), then the parties shall submit the dispute to arbitration as provided in (a) through (e). (a) Sublandlord and Subtenant shall each appoint one arbitrator who shall be a qualified expert in the appraisal of used office furniture. Sub-Each such arbitrator shall be appointed within fifteen (15) days after the Outside Agreement Date. Sublandlord makes no representation and Subtenant may consult with their selected arbitrators prior to appointment and may select an arbitrator who is favorable to their respective positions (including an arbitrator who has previously represented Sublandlord and/or Subtenant, as applicable). The arbitrators so selected by Sublandlord and Subtenant shall be deemed "Advocate Arbitrators." (b) Within ten (10) days of the date of the appointment of the last Advocate Arbitrator, the two Advocate Arbitrators shall agree upon and appoint a third arbitrator ("Neutral Arbitrator") who shall be qualified under the same criteria set forth hereinabove for qualification of the two Advocate Arbitrators except that neither the Sublandlord or warranty Subtenant or either parties Advocate Arbitrator may, directly or indirectly, consult with the Neutral Arbitrator prior or subsequent to his or her appearance. (c) The three arbitrators shall within thirty (30) days of the appointment of the Neutral Arbitrator reach a decision as to the condition, fitness or suitability fair market value of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture and simultaneously publish a ruling ("Award") indicating the fair market value of same. (d) The Award issued by the majority of the three arbitrators shall be binding upon Sublandlord and Subtenant. (e) The cost of arbitration shall be paid by Sublandlord and Subtenant equally. If the Existing Furniture is sold to combine Subtenant, Subtenant hereby agrees to reimburse Sublandlord upon demand for any and all taxes payable or imposed upon Sublandlord in connection with any of Sub-the sale thereof to Subtenant’s furniture , including sales and equipment. Sub-Sublandlord shall have no obligation for the maintenanceuse taxes, repair or replacement of any such Existing Furnitureif any.

Furniture. Sub-Sublandlord represents A. During the Term of the Sublease, Subtenant shall have the right to use the furniture currently existing in the Subleased Premises and warrants that all furniture and equipment listed and described in Schedule “B” outlined on Exhibit C-1 attached hereto is within (the Sub-"Furniture") and the equipment currently existing in the Subleased Premises and outlined on Exhibit C-2 (the "Equipment") throughout the Term at no additional cost or charge. Such Furniture and Equipment are provided by Sublandlord in their "AS IS" condition, with all faults and defects, and Subtenant shall use such equipment Furniture and furniture is hereinafter collectively referred Equipment at Subtenant's sole risk. No representations or warranties whatsoever as to as the “Existing Furniture”)'s or the Equipment's condition or fitness for a particular purpose, express or implied, are made by Sublandlord. The Sub-Sublandlord warrants that Subtenant shall maintain and repair the Existing Furniture is free and Equipment, and shall surrender the Furniture at the expiration or earlier termination of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without in the requirement same condition as received by Subtenant, reasonable wear and tear excepted. Subtenant, at its sole cost, may elect to remove from the Subleased Premises and store items of any additional consideration, all rights, title Furniture and ownership in and Equipment subject to Sublandlord's prior written consent as to the Existing Furniture items being removed, which consent shall not be conveyed to unreasonably withheld, conditioned or delayed. Sublandlord hereby approves of Subtenant's removal and vest storage of the cubicles in Sub-Subtenant and Sub-the Phase II Subleased Premises. Subtenant shall be free to maintain and/or dispose the Existing return (and reassemble) any removed items of Furniture as Sub-Subtenant so elects in its sole discretion but subject and Equipment to the terms hereofSubleased Premises at the expiration or earlier termination of the Sublease, in the same condition as received by Subtenant, reasonable wear and tear excepted. B. Subtenant at its cost (i) shall maintain "All Risk" property insurance covering the Furniture and Equipment for the full replacement cost thereof and (ii) as Subtenant's Additional Rent hereunder, shall pay for any and all property taxes thereon. The foregoing conveyance Upon notice from Sublandlord, Subtenant shall assign to Sublandlord (or to any party designated by Sublandlord) all property insurance proceeds payable to Subtenant under Subtenant's insurance with respect to the Existing Furniture and Equipment; provided if the estimated cost to replace such Furniture and Equipment exceeds the amount of insurance proceeds received by Sublandlord from Subtenant's insurance carrier, the excess cost of such replacement shall be self-executing paid by Subtenant to Sublandlord. Sublandlord hereby represents and no additional documentation warrants to Subtenant that Sublandlord has good and marketable title to the Furniture and Equipment, free and clear of any liens, charges, encumbrances, security interests and adverse claims. The Furniture and Equipment shall be required remain the personal property of Sublandlord; provided, however, that as security for the performance of all of Sublandlord's obligations under this Sublease, Sublandlord hereby assigns, pledges and grants to Subtenant a security interest in order and a lien upon the Furniture and Equipment. Subtenant shall have the right to evidence file a financing statement describing the aforementioned assignment Furniture and conveyance Equipment with the Secretary of State of the Existing State of Delaware. Sublandlord shall give such notices and take such other actions, at Sublandlord's sole cost and expense, as may be necessary to prevent any third party from dispossessing Subtenant of its use of the Furniture to Sub-Subtenantand Equipment during the Term. Sub-Sublandlord makes no representation or warranty For the purposes of such security interest and lien, this Sublease shall constitute a "security agreement" within the meaning of the Uniform Commercial Code as in effect in the State of California. Notwithstanding anything to the conditioncontrary herein, fitness such security interest and lien on the Furniture and Equipment shall terminate from and after the Expiration Date (whether or suitability not Sublandlord is in default hereunder) or earlier termination of the Sublease for any reason other than the default of Sublandlord; provided, however, that if Subtenant enters into the "Direct Lease" (as defined in the Consent to Sublease attached hereto as Exhibit-F) with Master Landlord, such Existing Furniture for Sub-security interest and lien and Subtenant’s purposes. Sub-Subtenant may's rights and obligations under this Paragraph 6 shall continue through the expiration or earlier termination of the Direct Lease (but in no event beyond May 16, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniture2010).

Furniture. Sub-Sublandlord represents and warrants that all During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing furniture and equipment listed located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit C attached hereto is within the Sub-Subleased Premises (such hereto, as well as all equipment and furniture is hereinafter collectively referred to as data cabling associated therewith (the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises). For purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, insurance, care and repair of the Furniture, at Subtenant’s sole cost and expense, using maintenance contractors specified by Sublandlord. Subtenant shall not modify, reconfigure or relocate any of the Furniture except with the advance written permission of Sublandlord, and any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) shall be performed at Subtenant’s sole cost using Sublandlord’s specified vendors or an alternate vendor approved in writing by Sublandlord (such approval to be granted or withheld on Sublandlord’s good faith discretion, based upon Sublandlord’s assessment of factors which include, without limitation, whether the performance by such vendor will void applicable warranties for such Furniture and whether such vendor is sufficiently experienced in the design of such Furniture). No item of Furniture shall be selfremoved from the Subleased Premises without Sublandlord’s prior written consent. Prior to or promptly following the expiration or earlier termination of the Sublease, Sublandlord and Subtenant shall conduct a joint walk-executing through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and no additional documentation tear excepted), and Subtenant shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the conditionresponsible, fitness or suitability of such Existing Furniture for Sub-at Subtenant’s purposes. Sub-Subtenant maysole cost and expense, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of curing any such Existing Furnitureitems (including, with respect to loss, replacing any lost item with a substantially similar new item reasonably acceptable to Sublandlord).

Furniture. Sub-In consideration of the mutual covenants and obligations under this Sublease, and provided Subtenant is not in default under this Sublease, Sublandlord represents hereby grants to Subtenant a license (“License”) to use and warrants that all have the benefit of the workstations and other furniture and equipment listed and currently located in the Premises more particularly described in Schedule “B” on Exhibit C attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing FurnitureFurnishings”), for the term of this Sublease and at no additional cost to Subtenant. The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec Furnishings are provided to Subtenant “as is” and that there are no service contracts affecting the Existing Furniture. The parties acknowledge “where is” and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty with respect to such Furnishings, including, without limitation, fitness for a particular purpose. Subtenant shall not remove the Furnishings from the Premises and Subtenant shall maintain the Furnishings in good order and repair. Subtenant shall make the Furnishings available to Sublandlord, not later than the Expiration Date of this Sublease or the earlier termination of this Sublease. Subtenant shall deliver the Furnishings to Sublandlord in the same condition and repair as received by Subtenant, ordinary wear and tear excepted. Subtenant hereby releases Sublandlord from all, and shall indemnify and hold Sublandlord harmless from and against any, losses, liabilities, claims, damages, and injuries caused by, arising out of or relating to, the use of the Furnishings by Subtenant or its employees, agents, contractors, Subtenants, officers or any other person claiming by, through or under Subtenant. If Subtenant defaults under the terms and provisions of this Sublease, Sublandlord may, at its option, terminate the License by notice to Subtenant and upon the effective date of such notice, Sublandlord may enter into the Premises, and Subtenant hereby grants access to the conditionPremises to Sublandlord for such purpose, fitness to repossess and remove the Furnishings from the Premises, all at Subtenant’s sole cost and expense. Notwithstanding the above, if Subtenant is required to vacate the Premises (other than due to a default by Subtenant under this Sublease) prior to the Expiration Date, or suitability prior to the expiration of the Extension Term (as defined in paragraph 24 (a) below) if Subtenant timely and properly elects to extend the term of this Sublease in accordance with paragraph 24 below, then Subtenant shall have an option to purchase the work stations located in the Premises and listed on Exhibit C attached hereto for the purchase price of $1.00, and upon payment of such Existing Furniture for Sub-Subtenant’s purposes. Sub-amount (and any taxes related to such sale) the work stations shall be deemed transferred to Subtenant mayand Sublandlord agrees to confirm such transfer by execution of any ▇▇▇▇ of sale, without representation or recourse, as it deems appropriate or necessarymay be reasonably requested by Subtenant. Such option shall be exercised, reconfigure if at all, within ten (10) days of the Existing Furniture date Subtenant is required to combine with any vacate the Premises, time being of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnitureessence.

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed cabling located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit F attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-At Subtenant’s election, to be set forth in a written notice delivered to Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and at least thirty (30) days prior to the Existing Commencement Date, Sublandlord will remove from the Subleased Premises any Furniture to the extent that Subtenant does not desire such Furniture to remain in the Subleased Premises and provided that in no event will Sublandlord be required to expend in excess of $10,000.00 to perform such removal work; from and after any such removal, the items removed will no longer be deemed a part of the Furniture and the parties shall be conveyed to and vest in Sub-Subtenant and Sub-prepare a revised Exhibit F reflecting the revised Furniture inventory. Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair in the Furniture. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, care and repair of the Furniture, at Subtenant’s sole cost and expense, and using maintenance contractors specified by Sublandlord. No item of Furniture shall be selfremoved from the Subleased Premises without Sublandlord’s prior written consent, which will not be unreasonably withheld. On or about the date of expiration of the Term, the parties shall once again conduct a walk-executing through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and no additional documentation tear excepted), and Subtenant shall be required responsible, at Subtenant’s sole cost and expense, for curing any such items (including, with respect to loss, replacing any lost item with a substantially similar item reasonably acceptable to Sublandlord). Subtenant shall not modify, reconfigure or relocate any furniture except with the advance written permission of Sublandlord, and any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) shall be performed at Subtenant’s sole cost using Sublandlord’s specified vendors or an alternate vendor approved in order writing by Sublandlord (such approval to evidence be granted or withheld in Sublandlord’s good faith discretion, based upon Sublandlord’s assessment of factors which include, without limitation, whether the aforementioned assignment performance by such vendor will void applicable warranties for such furniture and conveyance of whether such vendor is sufficiently experienced in the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability design of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniturefurniture).

Furniture. Sub-Sublandlord represents and warrants that all Notwithstanding anything to the contrary set forth herein, Sublessor shall deliver the Subleased Premises to Sublessee with the furniture fixtures and equipment listed and described in Schedule “B” attached hereto is within Exhibit E located therein (collectively, the Sub"Furnishings"). Sublessee accepts the Furnishings in their then "as-is", "where-is" condition and WITHOUT ANY REPRESENTATIONS OR WARRANTIES. Sublessee has inspected the Furnishings and agrees that same are in a condition satisfactory to Sublessee. Sublessee agrees to pay to Sublessor, as additional rent, a monthly charge for the use of the Furnishings equal to $1,687.50 per month for the period 4/1/02-9/30/02 and $2,531.25 per month for the period 10/1/02-3/30/04. Sublessee further agrees to pay any sales, use, personal property or similar tax (together with any related interest and penalties) imposed upon the Furnishings or the transfer and/or use thereof by Sublessee (and the foregoing obligation shall expressly survive the termination of this Sublease). Upon the expiration of the term, Sublessee shall remove the Furnishings from the Subleased Premises (and same shall be deemed the property of Sublessee. If this Sublease shall expire by reason of default by Sublessee, the Furnishings shall not be removed from the Subleased Premises and shall be returned to Sublessor in the Subleased Premises at the termination of the Sublease; PROVIDED THAT if such equipment and furniture is hereinafter collectively referred to as expiration by default shall occur on or after the “Existing Furniture”). The Sub-Sublandlord warrants that 1st anniversary of the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement Sublessee may elect, within ten (10) days following the date of any additional consideration, all rights, title such expiration and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in at its sole discretion but subject discretion, to pay to Sublessor the terms hereof. The foregoing conveyance present value of the above-described payments with respect to furnishings for the Existing Furniture then remaining period of the Lease, whereupon the Furnishings shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance property of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing FurnitureSublessee.

Furniture. Sub-Sublandlord represents and warrants that all furniture and equipment listed and described in Schedule “B” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture a) Building Three shall be conveyed delivered to Subtenant with the Furniture included for Subtenant's use during the Sublease term, in accordance with and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereofand conditions of this Paragraph and all other applicable provisions of this Sublease. The foregoing conveyance with respect "Furniture" is defined as the furniture, fixtures, equipment and other personal property described on Exhibit D attached hereto and incorporated herein by this reference. Sublandlord shall deliver the Furniture to the Existing Furniture shall be self-executing Subtenant AS IS and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance Subtenant agrees that it takes possession of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no without relying on any representation or warranty by Sublandlord as to the conditioncondition of the Furniture or its operability. SUBLANDLORD DISCLAIMS, fitness TO THE FULLEST EXTENT PERMITTED BY LAW, ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED OR STATUTORY, AS TO ANY MATTER WHATSOEVER, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Sublandlord assumes no responsibility for providing additional maintenance for the Furniture. Subtenant acknowledges that any change in the current installation or suitability configuration and any maintenance of the Furniture may require an investment of time and resources to complete, and such Existing Furniture for Sub-Subtenant’s purposes. Sub-efforts shall not serve to excuse Subtenant may, as it deems appropriate or necessary, reconfigure from the Existing Furniture to combine with performance of any of Sub-Subtenant’s furniture its obligations under this Sublease. Subtenant conclusively agrees that for purposes of this Sublease, the total number of cubicle systems provided to Subtenant is as described in Exhibit D. Within thirty (30) days of the Sublease Commencement Date, Subtenant shall be given an opportunity to verify inventory as compared to Exhibit D. In the event that a discrepancy is identified in the Furniture inventory, Subtenant shall notify Sublandlord, and equipmentthe parties shall cooperate reasonably with each other to make any appropriate corrections. Sub-In no event shall Sublandlord have any liability, nor shall Subtenant have no obligation any remedy against Sublandlord, for any liability, claim, loss, damage or expense caused directly or indirectly by the maintenance, Furniture or any deficiency or defect thereof or the maintenance or repair or replacement of any such Existing Furniturethereof.

Furniture. Sub-Sublandlord represents So long as Subtenant is not in default under this Sublease beyond applicable notice and warrants that all furniture cure periods, Subtenant shall use the furniture, fixtures and equipment listed and described in Schedule “B” attached hereto is located within the Sub-Subleased Premises and scheduled on the schedule attached to this Sublease as Exhibit "D" (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that "FFE") at no cost during the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery term of this Sub-Sublease including any extensions or renewals thereof. Immediately prior to the expiration of the initial term of this Sublease (i.e., January 31, 2007), so long as Subtenant is not in default under this Sublease, without the requirement Sublandlord shall convey all of any additional consideration, all rightsits right, title and ownership interest in and to the Existing Furniture FFE to Subtenant by virtue of a ▇▇▇▇ of sale in the form attached to this Sublease as Exhibit "E" to convey all of Sublandlord's interest in and to such FFE to Subtenant. Sublandlord and Subtenant acknowledge and agree that such conveyance by Sublandlord shall be conveyed without representation or warranty of any kind to and vest in Sub-Subtenant and Sub-Subtenant, including, without limitation, any warranties of merchantability, fitness for a particular purpose or any other thing or nature whatsoever. During the term of this Sublease, including any extensions or renewals thereof. Subtenant shall be free responsible to maintain and/or dispose the Existing Furniture as Sub-such FFE in good condition and repair, reasonable wear and tear excepted, at Subtenant's sole cost and expense. Subtenant so elects further acknowledges and agrees that Sublandlord is providing such FFE to Subtenant in its sole discretion but subject to the terms hereof. The foregoing conveyance "as-is" condition and is not making any representation or warranty with respect to its condition to Subtenant hereunder. Following the Existing Furniture expiration of the term of this Sublease, or the earlier termination of this Sublease during the Extension Term (as hereinafter defined), Subtenant shall be self-executing responsible to remove all of such FFE from the Premises and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as repair any damage to the condition, fitness Premises or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing FurnitureBuilding resulting therefrom.

Furniture. Sub-Sublandlord represents and warrants that all shall leave in place the existing furniture and equipment listed and described in Schedule “B” attached hereto is currently within the Sub-Subleased Sublease Premises as identified on Exhibit D attached hereto and made a part hereof for Sub-Subtenant’s use during the Sub-Sublease Term (such equipment and furniture is hereinafter collectively referred to as the “Existing Sub-Sublease Premises Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to regarding the condition, fitness or suitability condition of such Existing Furniture for the Sub-Subtenant’s purposesSublease Premises Furniture. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture agrees to combine with any of accept such Sub-Subtenant’s furniture Sublease Premises Furniture in its “as-is” condition and equipmentagrees to be responsible for any repairs to keep in its condition as of the execution of this Sub-Sublease, reasonable wear and tear excepted. Sub-Subtenant hereby waives any claims against Sub-Sublandlord or liability to Sub-Sublandlord in connection with its use of the Sub-Sublease Premises Furniture. Prior to the end of the Sub-Sublease Term, Sub-Sublandlord shall have convey ownership of the Sub-Sublease Premises Furniture to Sub-Subtenant by b▇▇▇ of sale in its “as-is” condition exclusive of all warranties except that Sub-Sublandlord is the owner of the Sub-Sublease Premises Furniture and that no obligation for liens attach thereto, provided that in the maintenanceevent Sub-Subtenant is then in material Default of this Sub-Sublease (beyond all applicable notice and cure periods) on or prior to the end of the Sub-Sublease Term, repair or replacement then Sub-Sublandlord may elect not to convey ownership of any such Existing Furniturethe Sub-Sublease Premises Furniture to Sub-Subtenant.

Furniture. Sub-Subtenant also leases from Sublandlord, and Sublandlord leases to Subtenant, during the Term the office furnishings and telephone system within the Sublease Premises which are identified on Exhibit D attached hereto (the "Furniture"). EXCEPT AS OTHERWISE STATED HEREIN, SUBLANDLORD MAKES NO WARRANTY OR REPRESENTATION WHATSOEVER REGARDING THE FURNITURE AND EXPRESSLY EXCLUDES ANY SUCH WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE MANUFACTURE, FITNESS, MERCHANTABILITY, QUALITY, CONDITION, CAPACITY, SUITABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE FURNITURE. THE FURNITURE IS LEASED TO SUBTENANT AS IS, WHERE IS, AND WITH ALL FAULTS AND DEFECTS. Notwithstanding the foregoing, Sublandlord represents and warrants to Subtenant that all furniture Sublandlord owns fee title to the Furniture, none of the Furniture is subject to any lien other than the lien held by Master Landlord under the Master Lease, and equipment listed during the Term Sublandlord shall not subject the Furniture to any additional liens. The rent for such Furniture required to be paid by Subtenant is included in the Sublease Base Rent due under this Sublease. During the Term, Subtenant shall maintain the Furniture in good condition and described repair, reasonable wear and tear excepted, and shall be liable to Sublandlord for any damage to the same occurring during the Term as reasonably determined by Sublandlord and Subtenant. Subtenant agrees to maintain insurance on the Furniture pursuant to an all-risk property insurance policy in Schedule “B” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to amount of the full replacement value of the Furniture, which policy names Sublandlord as the “Existing Furniture”)loss payee, may not be changed or canceled without thirty (30) days notice to Sublandlord, and is otherwise reasonably acceptable to Sublandlord. The Sub-Sublandlord warrants that During the Existing Term, Subtenant shall not remove any of the Furniture is free of any financial lien or hypothec and that there are no service contracts affecting from the Existing FurnitureSublease Premises. The parties acknowledge and agree thatNotwithstanding the foregoing, upon the execution expiration of the Term or earlier termination of the Sublease for any reason other than a default by Subtenant (including an early termination due to a default by Sublandlord) and delivery if Subtenant is not then in default of any term or provision of this Sub-Sublease, without the requirement then, effective as of any additional considerationsuch expiration or early termination of this Sublease, Sublandlord shall transfer all rightsof its right, title and ownership interest in the Furniture to Subtenant, and to the Existing Subtenant shall accept said Furniture shall be conveyed in its "AS-IS" condition, pursuant to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accordance with the Existing Furniture form of bill of sale attached hereto as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniture.Exhibit E.

Furniture. Sub-Sublandlord represents Upon the Additional Premises Commencement Date and warrants that all furniture through the Additional Premises Expiration Date, Subtenant shall have the right to use to use certain personal property, equipment, and equipment listed business and trade fixtures described in Schedule “B” Exhibit C attached hereto is or then located within the Sub-Subleased Additional Premises (the "19th Floor Furniture"), for its intended purposes, at no additional cost or expense to Subtenant, provided that Subtenant shall insure, maintain (normal wear and tear excepted), and replace 19th Floor Furniture if damaged. Subtenant shall return 19th Floor Furniture to Sublandlord upon the Additional Premises Expiration Date in the same condition as exists on the Additional Premises Commencement Date (normal wear and tear excepted), it being agreed that Subtenant shall not be required to remove (or to pay the cost of removing the 19th Floor Furniture from the Additional Premises. Notwithstanding the foregoing, at any time through the Additional Premises Expiration Date, Subtenant shall have the option to purchase such equipment 19th Floor Furniture, and furniture is hereinafter collectively referred if Subtenant exercises such option to as purchase, Sublandlord shall sell to Subtenant, such 19th Floor Furniture in consideration of the “Existing Furniture”sum of Ten Dollars ($10.00). The Sub-Sublandlord warrants that If Subtenant purchases the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting 19th Floor Furniture, the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing 19th Floor Furniture shall be conveyed sold to Subtenant in its "as is, where is, with all faults, if any" condition without any warranties, express or implied regarding their physical condition, capacity, quality, value, workmanship, operating capability or performance, compliance with applicable laws, or their fitness or suitability for Subtenant's purposes (but with a warranty by Sublandlord that as of the date of such sale, Sublandlord has good title to and vest in Sub-Subtenant the right and Sub-authority to so sell the 19th Floor Furniture). If Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance request, Sublandord shall execute and deliver a ▇▇▇▇ of sale with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence 19th Floor Furniture. If there is an Event of Default after Subtenant purchases the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord ▇▇▇▇▇▇▇▇▇▇▇ shall have no obligation the right to purchase any 19th Floor Furniture then in the Additional Premises from Subtenant for the maintenance, repair or replacement sum of any such Existing FurnitureTen Dollars ($10.00).

Furniture. Sub-Sublandlord represents During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the existing modular and warrants that all office furniture and equipment listed data and telephone cabling located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit C attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose accept the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the Existing condition of any cabling currently located in or serving the Subleased Premises); for purposes of documenting the current condition of the Furniture, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair in the Furniture. Subtenant shall use the Furniture only for the purposes for which such Furniture is intended and shall be responsible for the proper maintenance, care and repair of the Furniture, at Subtenant’s sole cost and expense, and using maintenance contractors specified by Sublandlord. No item of Furniture shall be selfremoved from the Subleased Premises without Sublandlord’s prior written consent. On or about the date of expiration of the Term, the parties shall once again conduct a walk-executing through of the Subleased Premises to catalog any items of damage, disrepair, misuse or loss among the Furniture (reasonable wear and no additional documentation tear excepted), and Subtenant shall be responsible, at Subtenant’s sole cost and expense, for curing any such items (including, with respect to loss, replacing any lost item with a substantially similar new item reasonably acceptable to Sublandlord). Subtenant shall not modify, reconfigure or relocate any furniture except with the advanced written permission of Sublandlord, and any work of modifying any Furniture (including, without limitation, changing the configuration of, “breaking down” or reassembly of cubicles or other modular furniture) shall be performed at Subtenant's sole cost using Sublandlord’s specified vendors or an alternate vendor approved in writing by Sublandlord (such approval to be granted or withheld on Sublandlord's good faith discretion, based upon Sublandlord's assessment of factors which include, without limitation, whether the performance by such vendor will void applicable warranties for such furniture and whether such vendor is sufficiently experienced in the design of such furniture). Notwithstanding the foregoing, Sublandlord hereby approves the conceptual furniture changes in the Subleased Premises based on the drawings attached hereto as Exhibit E that is in accordance with the Subtenant Improvements required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing FurnitureBlock Plan 6 (Exhibit D).

Furniture. Sub-Sublandlord represents Subtenant shall have, as appurtenant to the Subleased Premises, the use of the furniture located in the Subleased Premises as of the Term Commencement Date and warrants that all furniture and equipment listed and described in Schedule “B” more fully shown on the inventory attached hereto is within the Sub-Subleased Premises as Exhibit __ (such equipment and furniture is hereinafter collectively referred to as the labeled “Existing Furniture”)) during the Term. The Sub-Sublandlord warrants Subtenant agrees to take all actions necessary or appropriate to ensure that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest remain personal property, and nothing in Sub-Subtenant and Sub-Subtenant this Sublease shall be free constituted as conveying to maintain and/or dispose Subtenant any interest in the Existing Furniture other than its interest as Sub-Subtenant so elects in its sole discretion but subject to the terms hereofa Subtenant. The foregoing conveyance Furniture shall be used by Subtenant only at the Subleased Premises and in the ordinary conduct of its business. Subtenant shall, at its expense, repair, maintain and replace the Furniture so that it will remain in the same condition as when delivered to Subtenant, ordinary wear and tear from proper use excepted. In addition, Subtenant hereby assumes all other risks and liabilities, including without limitation personal injury or death and property damage, arising with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required (unless through Sublandlord’s negligence or willful misconduct), howsoever arising, in order connection with any event occurring prior to evidence such Furniture’s return in accordance herewith. In addition, as Sublandlord is not the aforementioned assignment and conveyance manufacturer or vendor of the Existing Furniture, it makes no other representation or warranty, express or implied, as to any matter whatsoever, including without limitation the design or condition of the Furniture, its merchantability, durability, suitability or fitness for any particular purpose, the quality of the material or workmanship of the Furniture, or the conformity of the Furniture to Sub-Subtenantthe provisions or specifications of any purchase order relating thereto, and Sublandlord hereby disclaims any and all such representations and warranties. Sub-Sublandlord makes no representation At the expiration or warranty as to earlier termination of the conditionTerm, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure shall return the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for in the maintenance, repair or replacement of any such Existing Furniturecondition required hereunder.]

Furniture. Sub-Sublandlord represents For the Sublease Term and warrants that all furniture and equipment listed and described in Schedule “B” attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereofof Article 14, Sublessee shall be entitled to use the furniture currently located at the Sublease Premises, which is shown on the Final Furniture Plan attached as EXHIBIT D (the "FURNITURE"). The foregoing conveyance In the event that Sublessee requires additional furniture, fixtures or equipment, Sublessee shall acquire such furniture, fixtures or equipment at its sole cost and expense. Sublessee agrees to take possession of the Furniture "AS IS", without relying on any representation or warranty by Sublessor as to the condition of the Furniture. Sublessee further acknowledges that neither Sublessor nor its agents have made any representations or warranties, express or implied, as to the suitability or fitness of the Furniture for the conduct of Sublessee's business or for any other purpose. Sublessee agrees, at its sole cost and expense, to 1) insure the Furniture (or provide Sublessor with evidence of adequate self-insurance); and, 2) maintain the Furniture in the same condition and repair, allowing for reasonable wear and tear. In the event that the Furniture is damaged during the Sublease Term, Sublessor shall be under no obligation to service, maintain, repair or replace the damaged Furniture. Any installations, replacements, and substitutions of parts or accessories with respect to any of the Existing Furniture shall be self-executing paid for by Sublessee and no additional documentation shall constitute accessions and shall become part of the Furniture and shall be required the property of Sublessor. The Furniture shall remain at all times the property of Sublessor, and shall be used by Sublessee during the Sublease Term free of charge. Upon the expiration or earlier termination of this Sublease, Sublessee shall return the Furniture in order the same configuration, condition and repair as the Furniture was delivered to evidence Sublessee, excepting only ordinary wear and tear; provided, however, that the aforementioned assignment and conveyance configuration may be changed if Sublessor agrees to such change in writing, in Sublessor's sole discretion. The Furniture will be delivered to Sublessee in the configuration shown on the Final Furniture Plan, except that if Sublessee notifies Sublessor of the Existing Furniture changes needed to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as such configuration prior to the conditioncommencement of Sublessee's reconfiguration by Sublessor's contractor, fitness or suitability and such needed changes do not increase the estimated cost of such Existing reconfiguration, Sublessor shall endeavor to incorporate the requested changes into the Final Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure Plan which shall then be modified/confirmed with the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing FurnitureCommencement Date Memorandum.

Furniture. Sub-Sublandlord represents As of the Sublease Commencement Date and warrants that all continuing throughout the Sublease Term, Subtenant shall be entitled to the use, free of charge, of such furniture and equipment listed and described as is in Schedule “B” attached hereto is within the Sub-Subleased Sublease Premises as of the Sublease Commencement Date (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing FurnitureSUBTENANT HEREBY AGREES THAT IT WILL ACCEPT THE FURNITURE IN ITS “AS IS, WHERE IS” CONDITION, WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND FROM SUBLANDLORD, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY AS TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance responsible for maintaining personal property insurance and for paying personal property taxes with respect to the Existing Furniture (if any), and for keeping such Furniture in good existing order, condition and state of repair (ordinary wear and tear excepted), all at Subtenant’s sole cost and expense. Subtenant has no right to grant or place a lien on or permit another party to have a security interest in the Furniture, and Subtenant shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance not dispose of or remove any of the Existing Furniture without first obtaining Sublandlord’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed. Provided Subtenant is not in Breach at the expiration or earlier termination of this Sublease, Sublandlord and Subtenant have agreed that upon surrender of the Sublease Premises, Sublandlord shall transfer the Furniture to SubSubtenant and Subtenant shall accept such Furniture by execution of a Quit-SubtenantClaim ▇▇▇▇ of Sale in the form set forth on Exhibit C, attached hereto and by this reference made a part hereof. Sub-Sublandlord makes no representation The terms and provisions of this Section 1.4 shall survive the expiration or warranty as to the condition, fitness or suitability earlier termination of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniturethis Sublease.

Furniture. Sub-In consideration of the obligations of Subtenant under this Sublease, Sublandlord represents and warrants that all grants a license to Subtenant to use the furniture and equipment listed and described in Schedule “B” attached hereto is furnishings located within the Sub-Subleased Premises Sublease Space as of the Commencement Date (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that Subtenant agrees to accept the Existing Furniture is free on the Commencement Date “as is, where is, with all faults”, and without representation or warranty of any financial lien kind, nature or hypothec description relative to the same, including representations concerning merchantability, fitness or fitness for a particular purpose, all of which are hereby expressly disclaimed by Sublandlord and waived by Subtenant. Sublandlord acknowledges that there are no service contracts affecting Subtenant has the Existing Furnitureright to remove Furniture from the Sublease Space during the initial month of the Sublease Term. The parties acknowledge During the Sublease Term, Subtenant shall (x) insure the remaining Furniture against loss or damage by fire or other casualty (and agree that, upon all of the execution and delivery provisions of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and Sublease applicable to the Existing Furniture shall insurance required to be conveyed to and vest in Sub-Subtenant and Sub-carried by Subtenant shall be free applicable thereto) and (y) maintain the Furniture in at least as good a condition and working order as when delivered to maintain and/or dispose Subtenant, subject to reasonable wear and tear and damage by fire or other casualty. Upon request by Sublandlord, Subtenant shall deliver to Sublandlord within 5 days of such request, evidence that Subtenant is maintaining the Existing insurance coverage with regard to the Furniture as Sub-required under this Section 22. Notwithstanding anything herein to the contrary, the Furniture is and shall remain the sole and exclusive property of Sublandlord during the initial year of the Sublease Term. As of June 1, 2017, Sublandlord shall be deemed to have transferred, conveyed, and delivered to Subtenant so elects all of the Furniture in its sole discretion but subject to the terms hereof. The foregoing conveyance “as is, where is condition, with respect to the Existing Furniture shall be self-executing all faults”, and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no without any representation or warranty as of any kind, nature or description relative to the conditionsame, including representations concerning merchantability, fitness or suitability fitness for a particular purpose. Notwithstanding the foregoing, if before such transfer date Subtenant desires to remove certain Furniture (“Removal Furniture”), then after reasonable prior notice to Sublandlord regarding such Removal Furniture and as long as Subtenant is not in default of this Sublease, Sublandlord will transfer ownership of such Existing Removal Furniture for Subto Subtenant, provided that until June 1, 2017, Sublandlord will not transfer ownership to Subtenant of more than twenty-Subtenant’s purposesfive percent (25%) of the Furniture. Sub-Upon such transfer, Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-at Subtenant’s furniture sole cost and equipmentexpense, discard, sell or otherwise dispose of such Removal Furniture. Sub-In any event, Subtenant shall remove the Furniture at the end of the Sublease Term. Upon request by Subtenant, Sublandlord agrees to deliver a ▇▇▇▇ of sale to Subtenant upon the transfer date. Sublandlord and Subtenant hereby agree that little or no value will be attributable to the Furniture at the time of the Furniture transfer and that no part of the Base Rent payable by Subtenant hereunder will be attributable to the transfer of the Furniture by Sublandlord to Subtenant. Notwithstanding anything in this Sublease to the contrary, Sublandlord shall have no obligation liability to Subtenant on account of any malfunction, stoppage, breakage or failure of any of the Furniture to perform for their intended use or for the maintenanceinability of Subtenant to use any of said Furniture, repair and Subtenant hereby releases Sublandlord from any liability to Subtenant for any loss or replacement damage incurred by Subtenant arising out of any such Existing Furnituremalfunction, stoppage, breakage, failure or the inability of use.

Furniture. Sub-Sublandlord represents and warrants that all Tenant shall continue to have the right to use the furniture and equipment listed and described in Schedule on Exhibit “BC” attached hereto is within of the Sub-Subleased Premises Lease (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”)) during the Extended Term, at no additional cost except as hereinafter provided. The Sub-Sublandlord warrants Tenant agrees that the Existing Furniture is free of any financial lien or hypothec in its “as is” condition and in good order and satisfactory condition, and that there are no service contracts affecting representations or warranties by Landlord regarding the Existing suitability for Tenant’s use, the condition or any other matter relating to the Furniture. The parties acknowledge Tenant, at its sole cost and agree thatexpense, shall maintain the Furniture in good condition and repair during the Extended Term and in accordance with the conditions and requirements described in any warranties issued by the manufacturer of the Furniture and delivered to Tenant. In the event of any damage to the Furniture, Tenant shall provide written notice to Landlord of such damage and Tenant shall make any and all repairs that are necessary at Tenant’s sole cost and expense. If Tenant fails to make any repairs to the Furniture for more than fifteen (15) days after notice from Landlord (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice, together with an administrative charge in an amount equal to ten percent (10%) of the cost of the repairs. At all times during the Term, Tenant shall cause the Furniture to be insured pursuant to the provisions of Paragraph 15 of the Lease. Tenant agrees that notwithstanding anything to the contrary contained in the Lease or this Section, the Furniture is owned by Landlord and, upon the execution and delivery expiration or earlier termination of this Sub-Sublease, without the requirement of any additional considerationLease, all rights, title and ownership in and to the Existing Furniture shall be conveyed returned to and vest Landlord in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture same condition as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to date of the conditionLease, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture reasonable wear and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnituretear excepted.

Furniture. Sub-Sublandlord represents and warrants that all During the Term, at no charge to Subtenant, Subtenant shall be permitted to use the furniture and equipment listed located in the Subleased Premises and described in Schedule “B” more particular detail in Exhibit E attached hereto is within hereto, including without limitation the Sub-Subleased Premises AllSteel systems furniture, other than the furniture noted in EXHIBIT E as either being "rented" furniture or "furniture that Google will take" (such equipment and furniture is hereinafter collectively referred to as the “Existing "Furniture”"). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall will be free to maintain and/or remove or dispose of (i) any Furniture designated in Exhibit E as having "Google" ownership, except for the Existing Excepted Items, defined below and (ii) any Furniture designated as Sub-having "Primedia" ownership, provided that Master Sublandlord's consent to such disposal is procured (Sublandlord will use reasonable efforts to assist Subtenant so elects in its sole discretion but subject procuring Master Sublandlord's approval to any such disposal). As used herein, the terms hereofExcepted Items shall mean the conference room tables located in the following conference rooms within the Subleased Premises: (i) Eighteenth Floor: Radio City and City Center; (ii) Nineteenth Floor: Metropolitan, Natural History and TV & Radio; (iii) Twentieth Floor: Nobu and Gotham. The foregoing conveyance with With respect to the Existing Furniture Excepted Items, Subtenant shall be self-executing and no additional documentation either retain the Excepted Items in their respective conference rooms or may store the Excepted Items at a facility reasonably acceptable to Sublandlord, but shall be required in order to evidence the aforementioned assignment and conveyance not dispose of the Existing same. At the expiration or sooner termination of this Sublease, Subtenant shall return the Excepted Items to Sublandlord in the same condition and location in the Subleased Premises as when received, reasonable wear and tear excepted. Subtenant shall accept the Furniture in its current condition without any warranty of fitness from Sublandlord. Subtenant will cause any Furniture which Subtenant uses (including all Excepted Items) to Sub-be insured under Subtenant. Sub-'s policy of property insurance and will provide Sublandlord makes no representation or warranty as with evidence reasonably satisfactory to Sublandlord of Subtenant's compliance with the condition, fitness or suitability provisions of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniturethis sentence.

Furniture. Sub-Sublandlord represents Sublessee shall leave and warrants that all not remove any of the furniture and equipment listed and described in Schedule “B” attached identified on Exhibit B hereto is within on the Sub-Subleased 25th Floor Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing 25th Floor Furniture”). The Sub-Sublandlord warrants ) and represents that the Existing 25th Floor Furniture is free in good condition, subject to ordinary wear and tear from use during Sublessee’s occupancy of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture25th Floor Premises during the term of the 25th Floor Sulbease. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, Sublessee hereby waives all rights, title and ownership in and rights it has to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing 25th Floor Furniture as Sub-Subtenant so elects of the 23rd Floor Sublease Commencement Date and represents that no Title Transfer (as defined in its sole discretion but subject to the terms hereof. The foregoing conveyance 25th Floor Sublease) occurred with respect to the Existing Furniture 25th Floor Furniture. Sublessor shall be self-executing leave the furniture currently existing on the 23rd Floor Premises and no additional documentation shown on Exhibit D hereto (collectively the “23rd Floor Furniture”) in the 23rd Floor Premises for Sublessee’s use during the 23rd Floor Sublease Term. Except for the 23rd Floor Furniture, Sublessor shall be required remove all other items of furniture in order the 23rd Floor Premises prior to evidence the aforementioned assignment and conveyance 23rd Floor Sublease Commencement Date. Sublessee acknowledges that it is aware of the Existing physical condition of the 23rd Floor Furniture and agrees to Sub-Subtenant. Sub-Sublandlord makes no accept same in their “as is” and “where is” condition on the date hereof, ordinary wear and tear and damage by casualty or any other matter excepted without representation or warranty by Sublessor as to the its condition, fitness state of repair or suitability of such Existing Furniture for Sub-SubtenantSublessee’s purposes. Sub-Subtenant may, as it deems appropriate use or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture other matter related thereto and equipment. Sub-Sublandlord Sublessor shall have no obligation for the maintenance, repair liability or replacement obligations of any nature whatsoever to Sublessee with respect to the 23rd Floor Furniture. Provided that this Sublease is not terminated prior to September 29, 2016 due to any default or breach by Sublessee, then title to the 23rd Floor Furniture shall automatically be transferred to Sublessee without further consideration one (1) day prior to the Sublease Expiration Date (the “Title Transfer”), and such Existing Furnituretitle to the 23rd Floor Furniture shall automatically be deemed to have been accepted by Sublessee. Provided the Title Transfer occurs, Sublessee, at Sublessee’s cost and expense shall remove the 23rd Floor Furniture from the 23rd Floor Premises (together with all other property of Sublessee) no later than the Sublease Expiration Date and Sublessee shall repair all damage occasioned by the removal of the 23rd Floor Furniture from the 23rd Floor Premises. Sublessee shall indemnify and hold harmless Sublessor against and from any and all transfer or sales taxes incurred or arising from the transfer of the 23rd Floor Furniture to the Sublessee. Such indemnification shall include reasonable attorneys’ fees or disbursements paid or incurred in connection with the enforcement of the foregoing indemnification. The obligations of Sublessee under this Section 20 shall survive the expiration or termination of the 23rd Floor Sublease Term.

Furniture. Sub-Sublandlord represents As of the Delivery Date for each Suite and warrants that all throughout the duration of the Sublease Term, Subtenant shall have the right to use the furniture and equipment listed and described in Schedule “B” 4.4 attached hereto is within currently located in the Sub-Subleased Sublease Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants For the avoidance of doubt, the Furniture shall not include items that are not specifically listed on Schedule 4.4, including photos and art work, carpets, plants and planters, and all furniture located in Office Nos. 418 and 420 located on the Existing 4th floor of the Building. In addition, with respect to any Furniture is free of any financial lien or hypothec and that there are no service contracts affecting located in the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and Suites leased to the Existing Subtenants and located on the first (1st) and second (2nd) floors, Sublandlord’s obligation to deliver such Furniture shall be conveyed only to the extent such Furniture remains in the premises leased to such Existing Subtenant at the time such Existing Subtenant vacates such Suite, and for any such Furniture that does not remain, such Furniture shall no longer be considered Furniture for purposes of this Sublease. Subtenant acknowledges and agrees that Sublandlord has made no representations or warranties, express, implied or otherwise, regarding the condition or working order of the Furniture. Subtenant confirms that it has had the reasonable opportunity to inventory and inspect the Furniture and hereby represents that (i) it accepts the Furniture “AS IS AND WITH ALL FAULTS”, and (ii) it is satisfied that all items of Furniture listed on Schedule 4.4 attached hereto are currently located within the Sublease Premises and are hereby accepted by Subtenant, subject to and vest in Sub-Subtenant and Sub-accordance with the terms of this Section 4.4. Throughout the Sublease Term, Subtenant shall be free obligated to maintain, repair and safeguard the Furniture, and shall obtain and maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance physical damage insurance with respect to the Existing Furniture shall be self-executing Furniture, covering "all risks" of physical loss or damage, for the then fair market value of such previously used items, normal wear and no additional documentation shall be required in order to evidence tear excepted. On the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as date prior to the condition, fitness Sublease Expiration Date or suitability upon the earlier termination of such Existing Furniture this Sublease for Sub-reasons other than Subtenant’s purposes. Sub-Subtenant maydefault, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with and any of Sub-Subtenant’s furniture and equipment. Sub-interest Sublandlord shall have no obligation in it shall ipso facto be deemed conveyed to Subtenant for the maintenancesum of $1.00, repair or replacement of any such Existing Furniturewhich amount shall be deducted from the Security Deposit (as defined in Section 4.6 below). Subtenant shall pay all personal property taxes assessed against the Furniture during the Sublease Term.

Furniture. Sub-Sublandlord The parties acknowledge that (i) under Section 4.8 of the --------- Lease, Tenant is prohibited from removing the Furniture from the Premises without Landlord's prior written consent and (ii) Tenant has moved on a temporary basis some of the Furniture out of the Premises without Landlord's consent, however Landlord hereby waives any right to claim a breach or default as a result of Tenant having temporarily moved some of the Furniture prior to the Effective Date. Attached hereto as Exhibit C is a list of all of the --------- Furniture that was in the Premises on the Commencement Date that has since been moved out of the Premises, which Tenant hereby represents and warrants that all furniture is true, complete and equipment listed correct. Tenant shall have the right to continue to move on a temporary basis reasonable amounts of Furniture from the Premises so long as Tenant obtains Landlord's prior written consent thereto and described in Schedule “B” attached hereto is within first delivers to Landlord a list of the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred Furniture to as the “Existing Furniture”). The Sub-Sublandlord warrants be removed, together with a certification by Tenant that the Existing list is true, complete and correct. Prior to the expiration of the Lease Term or sooner termination of the Lease, Landlord shall return to the Premises all of the Furniture is free that was in the Premises on the Commencement Date in the condition required under Section 4.8 of the Lease. In the event that Tenant fails to return any financial lien or hypothec of the Furniture to the Premises and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, surrender such Furniture upon the execution expiration of the Lease or earlier termination of the Lease Term as required under Section 4.8 of the Lease, the fair market value of such Furniture as of the expiration or earlier termination of the Lease (without regard to Landlord's purchase price therefor under Section 4.8 of the Lease), as reasonably determined by Landlord and delivery of this Sub-SubleaseTenant, without shall constitute Additional Rent under the requirement of any additional considerationLease, all rights, title and ownership in and to the Existing Furniture Landlord shall be conveyed permitted to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose deduct the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to amount thereof from the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing FurnitureSecurity Deposit.

Furniture. Sub-Sublandlord represents (a) The Third Floor Premises and warrants that all furniture and equipment listed and described in Schedule “B” attached hereto is within the Sub-Subleased Fourth Floor Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed delivered to Subtenant with the Furniture included for Subtenant’s use during the Sublease term, in accordance with and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereofand conditions of this Paragraph and all other applicable provisions of this Sublease. The foregoing conveyance with respect “Furniture” is defined as the furniture, fixtures, equipment and other personal property described on Exhibit D attached hereto and incorporated herein by this reference. Sublandlord agrees to complete Exhibit D within ten (10) business days after Sublandlord executes this Agreement. Sublandlord shall deliver the Existing Furniture shall be self-executing to Subtenant AS IS and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance Subtenant agrees that it takes possession of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no without relying on any representation or warranty by Sublandlord as to the conditioncondition of the Furniture or its operability. SUBLANDLORD DISCLAIMS, fitness TO THE FULLEST EXTENT PERMITTED BY LAW, ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED OR STATUTORY, AS TO ANY MATTER WHATSOEVER, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Sublandlord assumes no responsibility for providing installation or suitability maintenance for the Furniture. Subtenant acknowledges that any installation or configuration and any maintenance of the Furniture may require an investment of time and resources to complete, and such Existing Furniture for Sub-Subtenant’s purposes. Sub-efforts shall not serve to excuse Subtenant may, as it deems appropriate or necessary, reconfigure from the Existing Furniture to combine with performance of any of Sub-Subtenant’s furniture its obligations under this Sublease. Subtenant conclusively agrees that for purposes of this Sublease, the total number of cubicle systems provided to Subtenant is as described in Exhibit D. Within thirty (30) days of the Sublease Commencement Date, Subtenant shall be given an opportunity to verify inventory as compared to Exhibit D. In the event that a discrepancy is identified in the Furniture inventory, Subtenant shall notify Sublandlord, and equipmentthe parties shall cooperate reasonably with each other to make any appropriate corrections. Sub-In no event shall Sublandlord have any liability, nor shall Subtenant have no obligation any remedy against Sublandlord, for any liability, claim, loss, damage or expense caused directly or indirectly by the maintenance, Furniture or any deficiency or defect thereof or the maintenance or repair or replacement of any such Existing Furniturethereof.

Furniture. Sub-Sublandlord (i) Not later than two business days after Landlord has executed this Sublease to evidence its consent thereto, Sublessor shall sell to Sublessee and Sublessee shall purchase from Sublessor all of the furniture listed on Exhibit D to this Sublease (the "Personal Property"), for a total purchase price of $100,000. Sublessor represents and warrants to Sublessee as of the execution of this Sublease and as of the date of transfer, that Sublessor has good and marketable title to the Personal Property free and clear of all furniture liens, claims, leases and equipment listed rights of others, that Sublessor has the power and described authority to transfer the Personal Property in Schedule “B” attached hereto is within the Sub-Subleased Premises (such equipment accordance with this Section, and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free transfer of the Personal Property to Sublessee will not violate any agreement or order by which Sublessor or its assets are bound. Sublessor shall transfer title to the Personal Property by a Bill of Sale which shall include the warranties set forth above. Sub▇▇▇▇or shall remove the two television sets in the Conference Room and the television set in the lobby, and restore any damage resulting from such removal, within ten business days after the Commencement Date, and if Sublessor fails to do so, Sublessee shall have the right to do so and offset the costs thereof against any and all amounts due to Sublessor hereunder. (ii) Sublessee grants to Sublessor, effective upon completion of the purchase and sale of the Personal Property, a license to use those items of the Personal Property which are located in the Remaining Space on the date of the execution of this Sublease by Sublessor and Sublessee, without additional charge, in Sublessor's business operations in the Remaining Space during the balance of First Sublease Period. Sublessor shall keep such items in good order and repair, reasonable wear and tear and casualty excepted, and shall surrender the same to Sublessee at the conclusion of the First Sublease Period. Such license shall be irrevocable during the First Sublease Period unless there has occurred a default (after expiration of any financial lien applicable period for cure) by Sublessor under this Sublease or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing FurnitureMaster Lease.

Furniture. Sub-Sublandlord represents As a material consideration for entering into this Sublease by Sublessee, Sublessee shall have full and exclusive use of the office furniture and fixtures listed in Exhibit A, excluding furniture and fixtures shown in the conference rooms and offices, for the duration of the Initial and any Renewal Term. Sublessee shall use such furniture only for its intended purpose and shall maintain such furniture in the same condition as at the Sublease Commencement Date, reasonable wear and tear excepted. At the expiration of the Initial Term or the Renewal Term, Sublessor shall take possession of such furniture at its expense. Sublessor warrants that all it is the lawful and rightful owner of such furniture and equipment listed and described in Schedule “B” attached hereto is within the Sub-Subleased Premises (that such equipment and furniture is hereinafter collectively referred to as the “Existing Furniture”). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed to and vest in Sub-Subtenant and Sub-Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but not subject to the terms hereofsecurity interest of another party, is not collateral to secure any debt or obligation of Sublessor or any other party, and that Sublessor shall not use such furniture as collateral during the Initial or any Renewal Term. The foregoing conveyance with respect Sublessor shall defend, indemnify and hold harmless Sublessee for any breach of this warranty. Upon approval by Master Lessor of sublease of the Subleased Premises by Sublessor to Sublessee, Sublessee shall pay to Sublessor the amount of Twenty Five Thousand dollars ($25,000) to be used as a Security Deposit on the furniture to be used by Sublessee during the term of this Sublease. Said Security Deposit shall be returned to Sublessee upon the termination of this Sublease and the surrender of the furniture by Sublessee. Deductions from the Security Deposit shall only occur in the event any furniture is missing, or in the event Sublessee has caused damage to the Existing Furniture shall furniture beyond normal wear and tear, and in such an event the deduction will be self-executing and no additional documentation shall be required in order limited to evidence the aforementioned assignment and conveyance then current value of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the condition, fitness or suitability of furniture in question absent such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furnituredamage.

Furniture. Sub-(a) Subject to the terms and provisions of Section 1.7 of the Sublease instrument dated October 18, 2002, commencing on the Building One Expansion Premises Term Commencement Dates, Sublandlord represents shall lease to Subtenant and warrants that all Subtenant shall lease from Sublandlord, at no additional rent, the furniture and equipment listed located in the Building One Expansion Premises described more fully in Exhibit B-1 and described in Schedule “B” B-2 attached hereto is within the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing Building One Expansion Premises Furniture”). The Sub-During the first thirty (30) days following the Building One Expansion Premises Delivery Date the Subtenant shall have the right to give Sublandlord warrants that the Existing Furniture is free notice of any financial lien Building One Expansion Premises Furniture that is damaged and beyond ordinary reasonable use without repair. Sublandlord shall within ten (10) business days of receipt of such notice either elect to remove such damaged Building One Expansion Premises Furniture and dispose of or hypothec store the same at Sublandlord’s sole cost and that there are no service contracts affecting expense or Sublandlord shall have the Existing Furnitureright to carry out such necessary repairs at Sublandlord’s sole cost and expense and such repaired Building One Expansion Premises Furniture shall remain in the Building One Expansion Premises during the Building One Expansion Premises Term. (b) Upon written notice thereof delivered to Sublandlord at least ninety (90) days prior to the Sublease Expiration Date, Subtenant may elect in its sole and absolute discretion to purchase the Furniture for its “fair market value” payable in cash or other immediately available funds on or before the Sublease Expiration Date. If the parties cannot agree upon the fair market value of the Furniture within thirty (30) days after Subtenant makes such election, either party hereto may submit the issue to arbitration with JAMS, LLC (“JAMS”) in San Jose, California, pursuant to Section 1280, et seq. of the California Code of Civil Procedure. Within ten (10) business days following the appointment of the arbitrator, each party shall state in writing its position concerning the issue supported by the reasons therefore with two copies delivered to the arbitrator. If either party fails timely to submit its position, the position submitted by the other party shall be deemed correct, and the arbitration shall be deemed concluded. The parties acknowledge arbitrator shall arrange for a simultaneous exchange of positions and agree thata hearing. After the hearing, the arbitrator shall select which of the two proposed positions most closely approximates his determination of the correct position and shall have no right to propose a middle ground or any modification of either of the two proposed positions. The position he chooses as most closely approximating his determination shall constitute the decision of the arbitrator and be final and binding upon the execution and delivery parties. In the event of this Sub-Subleasea failure, without refusal, or inability of the requirement of any additional considerationarbitrator to act, all rights, title and ownership in and to the Existing Furniture his successor shall be conveyed appointed by JAMS, or, if JAMS fails to do so within five (5) business days, as provided by the Act. The arbitrator shall attempt to decide the issue within ten (10) business days after the hearing. Both parties shall share the fee and vest expenses of the arbitrator. The prevailing party shall be entitled to collect its reasonable (as determined by the arbitrator) attorneys’ fees and costs from the unsuccessful party. The arbitrator shall have the right to consult experts and competent authorities with factual information or knowledge concerning the dispute and the fees of such authorities shall be shared equally by the parties. (c) If Subtenant elects to purchase the Furniture, Sublandlord shall transfer the Furniture to Subtenant pursuant to a ▇▇▇▇ of sale in Subits as-Subtenant is condition and Sub-without any representations or warranties. During the Term, Subtenant shall be free to maintain and/or dispose the Existing Furniture as Sub-Subtenant so elects in its sole discretion but subject responsible for, and if necessary shall reimburse Sublandlord with respect to, all costs and expenses related to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to the conditionFurniture, fitness or suitability of such Existing Furniture for Sub-Subtenant’s purposes. Sub-Subtenant mayincluding all insurance, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation for the maintenance, repair or replacement of any such Existing Furniturerepair, replacement, and personal property tax costs.

Furniture. Sub-Sublandlord represents and warrants that all furniture and equipment listed and described (a) Sublessor hereby leases to Sublessee the items of personal property identified in Schedule “B” attached EXHIBIT D hereto is within (the Sub-Subleased Premises (such equipment and furniture is hereinafter collectively referred to as the “Existing "Furniture”"). The Sub-Sublandlord warrants that the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing Furniture. The parties acknowledge and agree that, upon the execution and delivery term of this Sublease of the Furniture shall commence on the Commencement Date, and shall be co-terminus with this Sublease, without . Possession of the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed delivered to Sublessee on the Commencement Date and vest in Sub-Subtenant and Sub-Subtenant shall be free returned to maintain and/or dispose Sublessor upon the Existing expiration or earlier termination of this Sublease. (b) Sublessee accepts the Furniture as Sub-Subtenant so elects in its sole discretion but subject to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing "as is" "where is" condition and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord Sublessee acknowledges that Sublessor makes no representation or warranty as to the conditioncondition of the Furniture or its present or future suitability for Sublessee's purposes. (c) The Furniture shall be held at all times during the term hereof at the sole risk of Sublessee from injury, fitness loss or suitability destruction with the obligation of restoration or reimbursement to Sublessor. Sublessee agrees to procure and maintain throughout the term of this Sublease insurance covering the Furniture against all risk of physical loss, theft, damage and destruction. Such insurance shall be procured in commercially reasonable amounts. Sublessee shall deliver to Sublessor copies of policies of such Existing Furniture insurance at the Commencement Date. Such insurance shall provide for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure payment for loss to Sublessor (the Existing Furniture proceeds of which shall be made available to combine with any of Sub-Subtenant’s furniture and equipment. Sub-Sublandlord shall have no obligation Sublessee for the maintenance, repair or replacement of the Furniture during the Term of this Sublease). If Sublessee fails to procure such insurance, Sublessor shall have the right to procure such insurance at Sublessee's cost. Sublessee shall not take any such Existing steps or allow to be invalidated the insurance required to be maintained hereunder. (d) Upon the termination of this Lease, Sublessee shall return the Furniture to Sublessor in the same condition as when received, ordinary wear and tear excepted, conditioned on the obligations set forth in the next sentence having been accomplished. Sublessee is responsible for performing all maintenance, repair and cleaning of the Furniture, which may be necessary to maintain the Furniture in the condition in which it was initially provided to Sublessee. (e) The Furniture shall at all times be and remain the exclusive property of Sublessor, and Sublessee shall have no title therein. The Furniture or any of Sublessee's rights under this Sublease shall not be assigned or transferred by Sublessee to any person, firm or corporation without the prior written consent of Sublessor and any attempted assignment or transfer in violation hereof shall, at the option of Sublessor, be void. Sublessee covenants that: (i) Sublessee will not assign, pledge, loan, mortgage, or part with possession of any of the Furniture, or in any other manner attempt to dispose of it, or permit its use by others or suffer any liens or legal process to be incurred or levied thereon; (ii) Sublessee will not make any alterations or permit any alterations to be made on or to the Furniture without the written consent of Sublessor (or as otherwise contemplated in Exhibit B hereto); and (iii) Sublessee will keep and maintain the Furniture at the Premises. (f) Sublessee shall, during the term of this Sublease, pay and discharge all license fees, assessments and sales, use, property and other tax or taxes now or hereafter imposed by any state, Federal or local government upon the ownership, leasing, renting, sale, possession or use of the Furniture whether the same be assessed to Sublessor or Sublessee, together with any penalties or interest in connection therewith.

Furniture. SubSubject to the terms herein, Subtenant shall have the right to use the Furniture (as such term is defined herein) located in the Sublease Premises in its existing AS-Sublandlord represents and warrants IS condition (provided, that all furniture and equipment listed and described Subtenant shall not have the right to use the Furniture located in Schedule “B” attached hereto is within the Sub-Subleased Phase II Sublease Premises (such equipment and furniture is hereinafter collectively referred to as until the “Existing Furniture”Phase II Commencement Date). The Sub-Subtenant agrees to maintain the Furniture in the same order and condition as received, reasonable wear and tear excepted. Upon the expiration or earlier termination of the Sublease Term, Sublandlord warrants that shall sell the Existing Furniture is free of any financial lien or hypothec and that there are no service contracts affecting the Existing FurniturePersonal Property to Subtenant for $[10.00]. The parties acknowledge and agree that, upon the execution and delivery of this Sub-Sublease, without the requirement of any additional consideration, all rights, title and ownership in and to the Existing Furniture shall be conveyed pursuant to a B▇▇▇ of Sale in the form attached hereto as Exhibit C. The term “Furniture” shall mean the furniture listed on Schedule A attached to the B▇▇▇ of Sale. On the expiration of the Sublease Term, provided Sublandlord executes and vest in Sub-Subtenant and Sub-delivers the B▇▇▇ of Sale as provided herein, Subtenant shall be free responsible, at its cost, for removing the Furniture from the Sublease Premises. Notwithstanding the foregoing, if this Sublease is terminated by Sublandlord due to maintain and/or dispose an Event of Default by Subtenant, Sublandlord may, at its option, retain the Existing Furniture as Sub-and in such event shall have no obligation to convey the Furniture to Subtenant. Sublandlord has made no representations or warranties to Subtenant so elects in its sole discretion but subject with regard to the terms hereof. The foregoing conveyance with respect to the Existing Furniture shall be self-executing and no additional documentation shall be required in order to evidence the aforementioned assignment and conveyance condition of the Existing Furniture to Sub-Subtenant. Sub-Sublandlord makes no representation or warranty as to Furniture, the condition, fitness or suitability of such Existing Furniture thereof for Sub-Subtenant’s purposes. Sub-Subtenant may, as it deems appropriate or necessary, reconfigure the Existing Furniture to combine with any of Sub-Subtenant’s furniture particular purpose and equipment. Sub-Sublandlord shall have no obligation for to repair, replace or otherwise maintain the maintenanceFurniture during the Sublease Term. Notwithstanding the foregoing, repair Sublandlord represents that it has title to the Furniture without any liens or replacement of any such Existing Furnitureencumbrances.