Common use of Premises Clause in Contracts

Premises. Landlord shall endeavor to tender possession of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.

Premises. Landlord shall endeavor leases to tender possession Tenant and Tenant leases from Landlord upon the terms and conditions hereinafter set forth the Premises. All corridors and restroom facilities located on each floor of the Premises (with shall be considered part of the Tenant Improvements and Premises. The Premises shall be part of the Core and Shell Work Substantially Complete) Building to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required be constructed by Landlord pursuant to the terms of this Lease and part of the Work Letter are not Substantially Complete on Project, as and to the extent constructed by Landlord. On or before the Estimated date that is ninety (90) days after the Delivery Date for any reason whatsoeverDate, then this Lease Landlord shall measure the rentable square feet of the Premises in accordance with the Office Buildings: Methods of Measurement and Calculating Rentable Area (ANSI/BOMA Z65.1 – 2010, Method B), as interpreted by Landlord’s architect. As provided in Paragraph 40.7, the Roof Top Area shall not be void included in the calculation of the rentable square feet of the Premises for purposes of the payment of Base Rent or voidablethe calculation of percentages or figures based on rentable square footage but shall be included in the term “Premises” for all other purposes. Tenant acknowledges that it has had an opportunity to verify the calculation of the rentable square footage of the area as depicted on the Building Plans (as defined in the Tenant Improvement Agreement ) for the Building. Within one hundred twenty (120) days after the Delivery Date, Tenant may, at its election, cause the Premises to be measured by Tenant’s Architect (as defined in the Tenant Improvement Agreement) or another licensed architect reasonably acceptable to Landlord, at Tenant’s cost, in accordance with the method of measurement described in this Paragraph. If Tenant determines that the rentable square footage of the Premises as constructed varies from the rentable square footage of the Premises as depicted on the Building Plans, Tenant may deliver written results of its measurement to Landlord. At such time as the rentable square footage is agreed upon or otherwise resolved, Landlord and Tenant shall not be liable execute an amendment to Tenant for any loss or damage resulting therefrom this Lease memorializing the rentable square footage of the Premises and amending, as necessary, the Term Commencement Date shall not occur until Substantial Completion amount of Core and Shell Work and Base Rent payable by Tenant, the amount of the Tenant Improvements occurs; providedImprovement Allowance, however, if and such other amounts and other terms hereof that are affected by the satisfaction rentable square footage of the requirements for Substantial Completion Premises. Until the rentable square footage of Core and Shell Work the Premises is agreed upon or the Tenant Improvements have been delayed by any Tenant Delayotherwise resolved hereunder, Substantial Completion Tenant’s monthly payments of Core and Shell Work and the Tenant Improvements Base Rent shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion calculated on the basis of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurredapproximate rentable square footage set forth in the Basic Lease Information. Within thirty (30) days after Substantial Completion following such agreement or resolution, Tenant shall pay to Landlord, or Landlord shall pay to Tenant, the amount of Core any deficiency or excess, as the case may be, in the Base Rent previously paid. Landlord may from time to time remeasure the Premises and/or the Building in accordance with generally accepted remeasurement standards selected by Landlord and Shell Work and adjust Tenant’s Proportionate Share based on such remeasurement; provided, however, that any such remeasurement based on a change in measurement standard only shall not affect the Tenant Improvements, Landlord’s architect shall calculate and certify in writing amount of Base Rent payable for the Premises or any allowance applicable to the initial Term based on the rentable square footage of the Premises. Landlord and Tenant the Rentable Area of acknowledge that physical changes may occur from time to time in the Premises in accordance with Article 9or Building, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay may result in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items an adjustment in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations Proportionate Share, as set forth provided in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurParagraph 7.1.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant and Tenant hereby leases from Landlord, subject to all of the terms and conditions set forth herein, those certain premises described as the Premises in the Basic Lease Information. Notwithstanding the foregoing to the contrary, this Lease is expressly conditioned upon the termination by Landlord of that certain Net Lease Agreement, dated April 4, 2012, by and between Landlord and Nuance Communications, Inc., a Delaware corporation, pursuant to which Landlord leased the Premises to Nuance Communications, Inc. (with “Nuance,” and such lease, the “Nuance Lease”). Landlord agrees to diligently attempt to achieve such termination of the Nuance Lease, and will keep Tenant Improvements and apprised of the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Datestatus of Landlord’s efforts. If Core and Shell Work or Landlord succeeds in terminating the Nuance Lease, Landlord will promptly notify Tenant Improvements as required pursuant of such fact. If at any time Landlord reasonably believes that it is unable to terminate the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoeverNuance Lease, then Landlord may, by written notice to Tenant, terminate this Lease, in which event, this Lease shall not be void automatically terminate and neither Landlord nor Tenant shall have any further rights or voidableobligations under this Lease. Notwithstanding the foregoing, if, as of the date that is sixty (60) days following the date of mutual execution and delivery of this Lease, Landlord shall has not be liable to notified Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate successful negotiation and certify in writing to Landlord and Tenant full execution of an agreement terminating the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items Nuance Lease in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth terms described in this Lease or Article 1, Tenant will have the Work Letter (including right, by written notice delivered to Landlord at any failure time prior to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by date upon which Landlord so notifies Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope termination of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision Nuance Lease, to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurterminate this Lease.

Premises. Subject to and in accordance with the provisions hereof, Landlord shall endeavor leases to tender possession Tenant and Tenant leases from Landlord the Premises as designated on Exhibit A. Tenant agrees that no representations or warranties relating to the condition of the Project or the Premises and no promises to alter, repair or improve the Premises have been made by Landlord, except that the Building Systems (with inclusive of all lighting and electrical outlets in the Tenant Improvements and Premises) will be in good working order as of the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Commencement Date. If Core Tenant’s failure to advise Landlord, in writing and Shell within sixty (60) days of the Commencement Date, of a breach of the warranty set forth in the preceding sentence will be indisputable evidence that Landlord has met its warranty obligation. Notwithstanding anything to the contrary set forth hereinabove, Landlord warrants and represents that as of the date of this Lease, Landlord has not received written notice of violation from a governmental authority that the Common Areas of the Building and/or the Premises are in violation of applicable laws, including ADA and laws relating to hazardous materials. In the event of a breach of the foregoing covenant, but specifically subject to and excluding any compliance work triggered by any alterations performed by Tenant (which tenant shall be paid for by Tenant at its sole cost and expense), Landlord, at its sole cost and expense (and not subject to reimbursement as an Operating Expense), shall promptly make such improvements, corrections or repairs as Landlord determines is appropriate to bring such condition into compliance. Except as otherwise expressly provided in this Lease or any Work or Letter attached hereto, Tenant agrees to accept the Premises in their current “AS IS, WHERE IS” condition and acknowledges that EXCEPT AS PROVIDED HEREIN, LANDLORD MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, HABITABILITY AND/OR FITNESS FOR A PARTICULAR PURPOSE, IN CONNECTION WITH THE PREMISES OR THE INITIAL IMPROVEMENTS. Upon Tenant’s taking possession for the purposes of conducting business, the Premises, including all Initial Improvements shall be deemed accepted by Tenant. Tenant Improvements as required pursuant shall also have the non-exclusive right, subject to the terms hereof, to use the Common Areas of the Work Letter are not Substantially Complete on Project. Tenant acknowledges that the Project is or before may become an integrated commercial real estate project including the Estimated Delivery Date for Building, the Land and other buildings, Common Areas and land. Landlord reserves the right, in its sole discretion, at any reason whatsoevertime and from time to time, then this Lease shall not be void to include the Building within a project and/or to expand and/or reduce the amount of Land and/or improvements of which the Building, the Common Areas, or voidableProject consists; to alter, relocate, reconfigure and/or reduce the Common Areas; and to temporarily suspend access to portions of the Common Areas, as long as the Premises remain reasonably accessible. Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and agrees that during the Term Commencement Date shall of the Lease it will not occur until Substantial Completion of Core make any changes to the Building or Common Areas that: a] knowingly and Shell Work materially increase the Operating Expenses for which Tenant is responsible without increasing the Base Year’s Operating Expenses by an amount that reasonably takes into account what the Base Year’s Operating Expenses would have been if such change(s) had occurred during the Base Year; b] materially impair access to the Premises or Parking Facility, it being understood and acknowledged by Tenant that Landlord anticipates expanding the Tenant Improvements occurs; Parking Facility at one or more times during the Term, which expansion will in some way affect access to the Parking Facility provided, however, if that there will be no change to the satisfaction number of the requirements for Substantial Completion of Core and Shell Work or the parking spaces available to Tenant, although said spaces can be made available to Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9an alternative parking location, which calculation must alternative parking location will be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; no more than a five (5) minute walk from the Building and, if it is more than a willful or negligent act or omission of Tenant or five (5) minute walk, then Landlord will provide (at no cost to Tenant’s Agents ) a shuttle service that interferes with the progress of the work; (6) failure of Landlord and Tenant will be scheduled to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within run no less than every ten (10) calendar days after Landlord delivers a draft Budget minutes between the hours of 8:00 a.m. to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection 6:00 p.m., Monday through Friday, with the Budgetexception of holidays; or (7) delays caused by any revision or, c] materially impair Tenant’s ability to use the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of Premises for the date when Landlord believes the Term Commencement Date will occurAuthorized Use.

Premises. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Premises as shown as attached Exhibit “A” within the Building (the Building and the lot on which it is located, the “PROPERTY”), together with the non-exclusive right with Landlord and other occupants of the Building to use all areas and facilities provided by Landlord for the use of all tenants in the Property including any lobbies, hallways, driveways, sidewalks and parking, loading and landscaped areas (the “COMMON AREAS”). Notwithstanding the foregoing, the Landlord shall endeavor complete the work described on Exhibit “A-2” necessary to tender improve the Premises (collectively, the “LANDLORD’S WORK”), as such improvements are depicted on Exhibit “A-1”. In addition the Landlord Work, Landlord shall cause additional air conditioning returns to be installed in the new offices being constructed and to relocate certain electrical outlets in accordance with Tenant’s reasonable requests. Landlord agrees at its cost and expense to complete the Landlord’s Work and to deliver possession of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant in a substantially completed condition and in compliance with all applicable laws and regulations. Landlord anticipates that it will substantially complete the Landlord’s Work on or before September 28,2015, If Landlord fails to complete the Estimated Delivery Date. If Core and Shell Landlord’s Work by November 1,2015, as the same may be extended for delays caused by Force Majeure or Tenant, then the Tenant Improvements as required pursuant to the terms commencement of payment of Minimum Annual Rent shall be delayed by one (1) day for each day that delivery of possession of the Premises is delayed beyond November 1, 2015, If Landlord fails to complete the Landlord’s Work Letter are not Substantially Complete on by December 1, 2015, as the same may be extended for delays caused by Force Majeure or before Tenant, Tenant shall have the Estimated Delivery Date for any reason whatsoever, then option of canceling and terminating this Lease shall not be void or voidableby giving notice in writing to Landlord at any time prior to die date on which Landlord delivers of possession of the Premises to Tenant, Landlord In the event this Lease is so terminated, Tenant shall not be liable to Tenant for Landlord on account of any loss covenant or damage resulting therefrom obligation herein contained, and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements security deposit shall be deemed refunded to occur when (as reasonably determined by Landlord) Substantial Completion Tenant. For the purposes of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvementsthis Lease, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant DelayForce Majeure” shall mean any delay in the commencement strikes, lock-outs, riots or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) other labor troubles, unavailability of materials, components a national emergency, any rule, order or finishes for Core and Shell Work regulation of governmental authorities, tornados, floods, hurricanes or other natural disaster, or Acts of God, or other similar causes not within the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.control

Premises. Landlord hereby leases to Tenant and Tenant hereby hires from Landlord a portion of floor 12A, as more particularly shown hatched on Exhibit 1 annexed hereto and made a part hereof (the "Premises") in the building known as ▇▇▇▇ ▇▇▇▇▇▇▇▇, in the Borough of Manhattan, New York County, City and State of New York (the "Building" and together with the plot of land upon which such building stands, the "Real Property") for a term (the "Term") to commence on the "Commencement Date" (hereinafter defined), and to end on the "Expiration Date" (hereinafter defined), both dates inclusive, unless the Term shall endeavor sooner end pursuant to tender possession any of the Premises terms, covenants or conditions of this Lease or pursuant to law at the "Rent" (with hereinafter defined, which Rent shall also include any additional rent payable hereunder), which Tenant agrees to pay in lawful money of the United States which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, in equal monthly installments, in advance, commencing on the Commencement Date and on the first (1st) day of each calendar month thereafter during the Term (except as hereinafter otherwise provided), at the office of Landlord or such other place as Landlord may designate, without any set-off, offset, abatement or deduction whatsoever, except that Tenant Improvements and shall pay the Core and Shell Work Substantially Complete) to Tenant first monthly installment on or before the Estimated Delivery Dateexecution hereof. If Core and Shell Work or the Rent Commencement Date (as hereinafter defined) shall occur on a date other than the first (1st) day of any calendar month, Tenant Improvements as required pursuant shall pay to Landlord, on the terms first (1st) day of the Work Letter are not Substantially Complete on or before month next succeeding the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and month during which the Term Rent Commencement Date shall not occur until Substantial Completion occur, an amount equal to such proportion of Core an equal monthly installment of Rent as the number of days from and Shell Work and including the Rent Commencement Date bears to the total number of days in said calendar month. Such payment, together with the sum paid by Tenant Improvements occurs; providedupon the execution of this Lease, however, if the satisfaction shall constitute payment of the requirements Rent for Substantial Completion of Core the period from the Rent Commencement Date to and Shell Work or including the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area last day of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) next succeeding calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurmonth.

Premises. In consideration of the rent and other agreements contained in this Lease, Landlord shall endeavor leases to tender possession Tenant and Tenant rents from Landlord the premises (hereinafter the "Premises") described as follows: A retail store space numbers 214, 216, and 218 containing approximately 6,000 square feet within the Peabody Place Centre (hereinafter the "Shopping Center"), municipally described as Peabody Place Retail/Entertainment Development, in Memphis, Tennessee. The Premises are designated on Exhibit A hereto for the purpose of setting forth the configuration and approximate location of the Premises within the Shopping Center Site (the "Shopping Center Site" being defined to include all property shown on Exhibit A hereto). The Premises shall be improved or otherwise prepared for occupancy by Tenant in accordance with the Tenant Improvements Exhibit C which sets out any work improvements to be implemented by Landlord and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, howevercost, if any, to Tenant. In the satisfaction absence of the any specific requirements for Substantial Completion of Core and Shell Work or the set forth on Exhibit C, Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (have accepted the Premises "as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within is", except for any items specified on a punch list delivered to Landlord within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area possession of the Premises in accordance with Article 9is delivered to Tenant. Notwithstanding the foregoing, which calculation must Tenant shall not be approved by deemed to have waived its right to require Landlord and to correct any latent defects as long as Tenant (both hereby agreeing gives notice thereof to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in Landlord on the commencement or completion earlier of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice after discovery of the defect or thirty (30) days after the date when Tenant should have been alerted to the existence thereof had Tenant acted reasonably, provided such notice must be provided in any event within one (1) year after delivery of possession of the Premises, Landlord believes covenants and agrees to (i) deliver the Term Commencement Date will occurPremises in compliance with legal, code and zoning requirements exclusive of any such requirements relating to Tenant's Work including, but not limited to, building or occupancy permits, (ii) deliver the utility systems to the Premises as specified in Exhibit C in good working order, and (iii) deliver the rough shell building in good condition and repair, free of any asbestos. Tenant shall use commercially reasonable efforts to submit plans and specifications for Tenant's Work to Landlord for its approval, which shall not be unreasonably withheld, on or before [***]. Landlord shall approve such plans and specifications or provide specific objections thereto within [***] days after their receipt. Landlord acknowledges that Tenant's prototype design plan for its store incorporates the open storefront element into the design of the Premises provided that Tenant constructs such portion (and all portions) of Tenant's Work in compliance with applicable law, Exhibit C of this Lease, and pursuant to plans and specifications approved in advance by Landlord.

Premises. Landlord shall endeavor hereby leases the Premises to tender possession Tenant upon the terms and conditions contained herein. Landlord hereby grants to Tenant a license for the right to use, on a non-exclusive basis, parking areas and ancillary facilities located within the Common Areas of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant Park, subject to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occursLease; provided, however, such license shall only be revocable (i) if Tenant is in default of its obligations under this Lease beyond applicable cure periods, or (ii) upon the satisfaction expiration or earlier termination of this Lease. For purposes of this Lease, the term "Premises" shall mean and refer to the entirety of both of the requirements Buildings, namely, Building A and Building B situated within the Park. Landlord and Tenant hereby agree that for Substantial Completion purposes of Core and Shell Work or this Lease, as of the Tenant Improvements have been delayed by any Tenant DelayLease Date, Substantial Completion the rentable square footage area of Core and Shell Work the Premises, the Buildings, the Lot and the Tenant Improvements Park shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion be the number of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations rentable square feet as set forth in this the Basic Lease or Information on Page 1; provided, however, within fifteen (15) days after the Work Letter date on which Landlord causes the Buildings to be Substantially Completed (including any failure as such term is defined in Exhibit B hereto), Tenant may have its architect verify the actual rentable square feet contained within the Premises (i.e. the Buildings), provided that the basis of such measurement shall be measured from drip line to review or approve or disapprove any items drip line and not in accordance with BOMA standards. Tenant hereby acknowledges that the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress rentable square footage of the work; Premises may include a proportionate share of certain areas used in common by all occupants of the Buildings (6) failure of for example an electrical room or telephone room). Landlord and Tenant hereby acknowledge and agree that as of the Lease Date the Buildings have not been constructed on the Lot. After Landlord has Substantially Completed (as such term is defined in Exhibit B hereto) the Shell Improvements, Landlord and Tenant shall execute a written amendment to agree this Lease, substantially in the form of Exhibit F hereto, wherein the parties shall specify the (for any reasoni) actual approximate rentable square footage of each of the Premises, provided Landlord acts the Buildings and the Park, (ii) actual amount of Base Rent to be paid by Tenant, which shall be based upon the amount of base rent per rentable square foot as set forth in good faith the Basic Lease Information, (iii) actual amount of Tenant's Share of the expenses set forth in the Basic Lease Information, which share shall be based upon such approximate rentable square footages, and diligently to work with (iv) the Premises Addresses. Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant further agrees that the scope number of rentable square feet of the Tenant Improvements be modified in connection Buildings, the Lot and the Park may subsequently change after the Lease Date commensurate with the Budget; or (7) delays caused by any revision modifications to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice any of the date when foregoing by Landlord believes due to any casualty to, or condemnation of, any portion of the Term Commencement Date will occurPremises, and Tenant's Share shall accordingly change.

Premises. Landlord shall endeavor to tender possession (a) Effective as of December 1, 2009 (the “Expansion Effective Date”), the Premises, as defined in the Lease, is increased from approximately Nine Thousand One Hundred Seventy-Two rentable square feet on the Tenth (10th) Floor of the Building to approximately Twelve Thousand Five Hundred Forty-Eight (12,548) rentable square feet on the Tenth (10th) Floor of the Building by the addition of the Expansion Premises. From and after the Expansion Effective Date, all references to the Premises (with in the Tenant Improvements Lease shall mean, collectively, the Existing Premises and the Core Expansion Premises. The Term for the Expansion Premises shall commence on the Expansion Effective Date and Shell Work Substantially Complete) to Tenant end on or before the Estimated Delivery Extended Termination Date. If Core and Shell Work or the Tenant Improvements as required , unless sooner terminated pursuant to the terms of the Work Letter Lease. The Expansion Premises is subject to all the terms and conditions of the Lease except as expressly modified herein and except that Tenant shall not be entitled to receive any allowances, abatements or other financial concessions granted with respect to the Existing Premises unless such concessions are not Substantially Complete expressly provided for herein with respect to the Expansion Premises. (b) Notwithstanding anything to the contrary set forth in Paragraph 3(a) above, if Landlord fails to deliver Tenant possession of the Expansion Premises on or before the Estimated Delivery Expansion Effective Date for any reason whatsoeverreason, then this Lease shall not be void or voidableincluding without limitation, holdover by prior occupants, Landlord shall not be liable to Tenant for any loss claims, damages or damage resulting therefrom and liabilities as a result thereof, but the Term Commencement Expansion Effective Date shall not occur until Substantial Completion be delayed to be the date upon which Landlord delivers possession of Core and Shell Work and the Tenant Improvements occursExpansion Premises to Tenant. Should the Expansion Effective Date be a date other than the date set forth in Paragraph 3(a), either Landlord or Tenant, at the request of the other, shall execute a declaration specifying the Expansion Effective Date; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth execute, or request execution of, such declaration shall not in this Lease or any way alter the Work Letter (including any failure to review or approve or disapprove any items in accordance with Expansion Effective Date. If the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in Expansion Effective Date is delayed the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements Extended Termination Date shall not be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occursimilarly extended.

Premises. Landlord leases to Tenant and Tenant leases from Landlord the Premises, together with the right in common with others to use the Common Areas. Tenant shall have access to the Premises, 24 hours per day, 365 days per year, subject to reasonable security requirements, periodic maintenance and emergency situations and to all of the terms and conditions of this Lease. Subject to Landlord’s obligations with respect to the Tenant Improvements, Tenant accepts the Premises, Building and Common Areas “AS IS”, without relying on any representation, covenant or warranty by Landlord other than as expressly set forth in this Lease. Landlord and Tenant stipulate and agree to the rentable square footage set forth in Section 1 above without regard to actual measurement. (a) Landlord shall endeavor cause to tender possession of be constructed, in compliance with applicable Laws, the Premises tenant improvements described on Exhibit “C” (with the Tenant Improvements”). All bids received and subsequent documentation shall be available for Tenant’s review on an “open book” basis and Tenant shall be permitted to participate in the construction meetings (which shall be held not less frequently than twice per month) and in the selection process; provided, however, that all contractors shall be selected by Landlord in Landlord’s sole but reasonable discretion. All construction documents and drawings and similar documents for the Tenant Improvements shall be subject to Tenant’s approval, not to be unreasonably withheld. If Tenant fails to respond to any request for such approval within two (2) business days, then such approval shall be deemed given. Tenant shall have the right to inspect the progress of the Tenant Improvements upon reasonable advance notice to Landlord. Landlord shall cause the Tenant Improvements to be done in a good and workmanlike manner, and Landlord shall diligently and expeditiously pursue the Core issuance of a building permit for the construction of the Tenant Improvements. Landlord shall cause the Tenant Improvements to be carried forward expeditiously and Shell Work Substantially Complete) with adequate work forces so as to achieve Substantial Completion of the Tenant Improvements on or before the Estimated Delivery Commencement Date. If Core In constructing the Tenant Improvements, Landlord reserves the right to make substitutions of material of equivalent grade and Shell Work or quality if any specified material shall not be readily and reasonably available upon prior notice to Tenant. Upon the Tenant Improvements as required pursuant to the terms of the Work Letter are not being Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableCompleted, Landlord shall not be liable to notify Tenant, and Tenant for any loss or damage resulting therefrom and the Term Commencement Date its Agents shall not occur until Substantial Completion of Core and Shell Work and inspect the Tenant Improvements occurs; providedwith Landlord within three (3) business days of receipt of such notice from Landlord. Within three (3) business days following such inspection, however, if the satisfaction Tenant shall deliver to Landlord a punchlist of defective or incomplete portions of the requirements for Substantial Completion Tenant Improvements. Landlord shall cause such punchlist items to be repaired or completed within thirty (30) days of Core and Shell Work or Landlord’s receipt of the Tenant Improvements have been delayed by any Tenant Delaypunchlist. Upon completion of all punchlist items to Tenant’s reasonable satisfaction, Substantial Completion it shall be presumed that all of Core and Shell Work and the Tenant Improvements shall be deemed to occur when free from latent defects in materials and workmanship, excluding however, all repairs required in connection with routine maintenance and those repairs caused by Tenant. Notwithstanding the foregoing, Landlord shall repair, at its sole cost and expense, any latent defects in the Tenant Improvements discovered within one (as reasonably determined by Landlord1) year following the Substantial Completion of Core the Tenant Improvements. (b) Notwithstanding the foregoing, in the event that the Tenant Improvements are not Substantially Completed, in whole or in part, due to Tenant Delay, then the Free Rent Period shall be reduced for every day of such delay, and Shell Work if such delay is longer than the Free Rent Period, Tenant’s obligation to pay Rent hereunder shall not be affected or deferred on account of such delay, and the Commencement Date shall be deemed to be the date that the Tenant Improvements would have occurred if been Substantially Completed but for such Tenant Delay had not occurred. Within thirty Delay. (30c) days after Substantial Completion Following the determination of Core the Commencement Date, the parties shall execute a commencement date memorandum memorializing the Commencement Date, Free Rent Period, Expiration Date, and Shell Work and the Tenant Improvements, LandlordTenant’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area acceptance of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant the form of Exhibit “H” attached hereto. (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in d) Commencing on the commencement or completion of the Core and Shell Work or the TI Work date that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least is approximately thirty (30) days prior written notice to the date that the Tenant Improvements are reasonably expected to be Substantially Completed, Landlord shall permit Tenant to enter the Premises in order to commence installing its furniture, equipment, cabling and wiring and fixtures, subject to Tenant obtaining, at Tenant’s sole cost and expense, all Permits required in connection with the installation thereof. With respect to such early access, all provisions of this Lease shall then be in full force and effect, specifically including, but not limited to, Sections 8 and 10 hereof (excluding however, Tenant’s obligation to pay Monthly Rent and utilities). Furthermore, Tenant’s entry in the Premises shall not interfere with Landlord’s construction of the date when Landlord believes Tenant Improvements and any such interference shall be considered a Tenant Delay hereunder. In connection with such early access, Tenant shall follow the Term Commencement Date will occurpolicies and safety directives of Landlord’s contractor.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant and Tenant hereby hires from Landlord the entire eighth (8th) floor and a portion of the Premises ninth (9th) floor, as more particularly shown hatched on Exhibit 1 annexed hereto and made a part hereof (the "Premises") in the building known as ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, in the Borough of Manhattan, New York County, City and State of New York (the "Building" and, together with the Tenant Improvements and plot of land upon which such building stands, the Core and Shell Work Substantially Complete"Real Property") for a term (the "Term") to commence on the "Commencement Date" (hereinafter defined), and to end on the "Expiration Date" (hereinafter defined), both dates inclusive, unless the Term shall sooner end pursuant to any of the terms, covenants or conditions of this Lease or pursuant to law at the "Rent" (hereinafter defined, which Rent shall also include any additional rent payable hereunder), which Tenant agrees to pay in lawful money of the United States which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, in equal monthly installments, in advance, commencing on the Rent Commencement Date and on the first (1st) day of each calendar month thereafter during the Term (except as hereinafter otherwise provided), at the office of Landlord or before such other place as Landlord may designate, without any set-off, offset, abatement or deduction whatsoever, except that the Estimated Delivery Datefirst (1st) monthly installment of Rent shall be payable on the date hereof. If Core and Shell Work or the Rent Commencement Date (as hereinafter defined) shall occur on a date other than the first (1st) day of any calendar month, Tenant Improvements as required pursuant shall pay to Landlord, on the terms first (1st) day of the Work Letter are not Substantially Complete on or before month next succeeding the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and month during which the Term Rent Commencement Date shall not occur until Substantial Completion occur, an amount equal to such proportion of Core an equal monthly installment of Rent as the number of days from and Shell Work and including the Rent Commencement Date bears to the total number of days in said calendar month. Such payment, together with the sum paid by Tenant Improvements occurs; providedupon the execution of this Lease, however, if the satisfaction shall constitute payment of the requirements Rent for Substantial Completion of Core the period from the Rent Commencement Date to and Shell Work or including the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area last day of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) next succeeding calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurmonth.

Premises. Landlord shall endeavor to tender possession of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant Subject to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableLease, Landlord shall not be liable leases to Tenant for any loss or damage resulting therefrom and Tenant leases from Landlord the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction entirety of the requirements for Substantial Completion of Core and Shell Work or the Premises. Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of accepts the Premises in accordance with Article 9its “AS IS” condition, which calculation must be approved without relying on any representation, covenant or warranty by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto other than as Exhibit G; (2) Tenant’s failure to fulfill its obligations as expressly set forth in this Lease or Lease. Prior to the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialsCommencement Date, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure representatives of Landlord and Tenant shall conduct a walk-through of the Premises at a mutually convenient time to determine if any Building Systems are not working. If any Building Systems are not working at such time, then Landlord shall promptly repair the same at Landlord’s expense. Landlord and Tenant (a) acknowledge that all square foot measurements are approximate and (b) stipulate and agree (to the rentable square footages set forth in Sections 1(c) above for any reason, provided Landlord acts in good faith and diligently to work with Tenant all purposes with respect to this Lease. Landlord shall: (i) remove all debris and fencing from the Budgetparking lot located on the Land, (ii) improve the parking lot with slurry seal on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope asphalt area and new striping of the Tenant Improvements be modified asphalt and concrete areas, which shall result in connection with approximately three (3) parking spaces per each 1,000 square feet of the BudgetBuilding; and (iii) construct a trash enclosure, and (iv) complete any other work or (7) delays caused by any revision improvements to the Budget or TI Tenant Change Order RequestPremises required by the City of Sunnyvale pursuant to the necessary permit to complete the trash enclosure (collectively, the “Landlord’s Work”). Landlord’s Work shall be completed in accordance with all Laws and regulations of the City of Sunnyvale, and shall be at Landlord’s cost. Landlord shall endeavor in good faith use commercially reasonable efforts to provide Tenant with at least thirty complete items (30i) days prior written notice and (ii) by August 1, 2016 and items (iii) and (iv) by September 1, 2016. Each of the date when parking spaces striped by or on behalf of Landlord believes shall be legally compliant parking spaces. The kitchen appliances listed in Exhibit H hereto shall remain within the Term Premises for Tenant’s use. Furthermore, all data wiring serving the Premises and existing prior to the Commencement Date will occur(the “Cabling”) shall remain intact and in place, and Tenant shall have the right to use such Cabling during the Term, but any changes to the Cabling shall be at Tenant’s sole expense. Landlord represents and warrants that to Landlord’s actual knowledge, the Premises is compliant with all Laws, except for the need for a trash enclosure if the user of the Building does not compost all of its waste.

Premises. 2.1 Landlord leases to Tenant, and Tenant leases from Landlord, the Premises described in Section 1.6, which will consists of a Building described in Section 1.5 and other improvements on the land (the “Land”) shown on the Site Plan attached hereto as Exhibit A (the Land, Building and other improvements are collectively referred to as the “Premises”). Tenant agrees that the Premises shall be deemed to include the number of rentable square feet set forth in Section 1.7 and in no event shall Tenant have the right to challenge, demand, request or receive any change as a result of any claimed or actual error or omission in the square footage of the Premises. Landlord reserves the right at any time and from time to time to make alterations or additions to the Building or the Premises, and to demolish improvements on and to build additional improvements on the land surrounding the Building, in its sole discretion without the consent of Tenant and the same shall not be construed as a breach of this Lease provided the same does not have a material adverse effect on Tenant’s use of the Premises including but not limited to, any material blocking of the view of the Premises from adjacent streets and from the parking lot. 2.2 Landlord shall endeavor undertake certain renovations to tender possession the Building for the Tenant’s occupancy of the Premises (the “Tenant Improvements”) consistent with the approved plans and specifications for the Tenant Improvements attached hereto as Exhibit B and made a part hereof. Landlord shall provide an allowance for a portion of the Core Construction Costs of completion of the Tenant Improvements up to a maximum total charge of $63,030.00 (the “Tenant Improvement Allowance”). Tenant shall be responsible and Shell Work Substantially Completeshall pay to Landlord all Construction Costs of completion of the Tenant Improvements in excess of the Tenant Improvement Allowance within thirty (30) days of an invoice therefore from Landlord. “Construction Costs” shall mean all hard costs and soft costs of construction including all labor and materials, all engineering costs, the cost (including all governmental fees) of obtaining building permits and other permits and licenses, costs due to winter conditions, developer’s/general contractor’s fee (10% of total costs) and other costs paid or incurred by Landlord to permit and build the Tenant Improvements. If Landlord determines that the Tenant Improvements cannot be constructed in the ordinary course of business on or before the Estimated Delivery Scheduled Occupancy Date, then any resulting delay shall be considered a Tenant Delay. If Core and Shell Work or Landlord fails to complete construction of the Tenant Improvements as required pursuant to within sixty (60) days after the terms issuance of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date a building permit for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; providedby the City of Novi because of a Landlord delay, however, if then Tenant shall have the satisfaction right to complete construction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and in accordance with the Tenant Improvements shall be deemed Improvement Plans and Specifications. In addition, if Landlord fails to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within complete all punch list items within thirty (30) days after Substantial Completion Tenant’s timely delivery of Core and Shell Work and the punch list, then Tenant shall have the right to complete construction of the punch list items. All material changes from the Tenant ImprovementsImprovement Plans and Specifications which Landlord determines may be necessary during construction shall be submitted to Tenant for Tenant’s approval or rejection. If Tenant fails to notify Landlord of Tenant’s approval or rejection of such changes within five (5) days of receipt thereof, Landlord’s architect Tenant shall calculate and certify in writing be conclusively deemed to have approved such changes. Landlord and shall construct the Tenant the Rentable Area of the Premises Improvements in accordance with Article 9all applicable laws, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement rules or completion of the Core and Shell Work or the TI Work that results from or arises out regulations of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurgovernmental authority.

Premises. Landlord shall endeavor leases to tender Tenant the Premises subject to the terms of this Lease. If Landlord does not deliver possession of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements estimated Commencement Date (as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableset forth above), Landlord shall not be liable subject to Tenant any liability for any loss or damage resulting therefrom its failure to do so, and the Term Commencement Date such failure shall not occur affect the validity of this Lease nor the obligations of Tenant hereunder, provided that Tenant shall have no obligation to commence paying Rent payments until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, howeverCommencement Date. Notwithstanding the foregoing, if Landlord fails to deliver the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when Premises within one hundred eighty (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30180) days after Substantial Completion of Core the Scheduled Commencement Date (accounting for Tenant Delays, if any and Shell Work subject to extension for Force Majeure), Tenant may elect to either (1) terminate this Lease and receive any amounts prepaid by Tenant hereunder; or (ii) continue this Lease until the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Premises are so delivered. Landlord and Tenant the Rentable Area of hereby agree that the Premises shall be measured in accordance with Article 9BOMA ANSI Z65.1-1996 standards, which calculation must be approved by Landlord as modified for the Project pursuant to Landlord’s standard rentable measurements for the Project, and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of event that Landlord’s architect/space planner determines that the Core and Shell Work or the TI Work that results amounts thereof shall be different from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as those set forth in this Lease, all amounts, percentages and figures appearing or referred to in this Lease or based upon such incorrect amount (including, without limitation, the Work Letter (including any failure to review or approve or disapprove any items amount of the Base Rent and Tenant’s Share shall be modified in accordance with the Work Letter); (3) delays caused such determination. If such determination is made, it will be confirmed in writing by Tenant Change Order Requests (Landlord to Tenant. Except as defined provided elsewhere in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialsthis Lease, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress by taking possession of the work; (6) failure of Landlord Premises, Tenant accepts the Premises in its “as is” condition and Tenant to agree (for any reasonwith all faults, provided Landlord acts and the Premises is deemed in good faith order, condition, and diligently to work with Tenant with respect to repair. The Premises includes the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Leasehold Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.and excludes certain areas, facilities and systems, as follows:

Premises. Landlord shall endeavor hereby leases to tender possession Tenant and Tenant hereby hires from Landlord a portion of the Premises ninth (9th) floor, as more particularly shown hatched on Exhibit 1 annexed hereto and made a part hereof (the "Premises") in the building known as ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, in the Borough of Manhattan, New York County, City and State of New York (the "Building" and together with the Tenant Improvements and plot of land upon which such building stands, the Core and Shell Work Substantially Complete"Real Property") for a term (the "Term") to commence on the "Commencement Date" (hereinafter defined), and to end on the "Expiration Date" (hereinafter defined), both dates inclusive, unless the Term shall sooner end pursuant to any of the terms, covenants or conditions of this Lease or pursuant to law at the "Rent" (hereinafter defined, which Rent shall also include any additional rent payable hereunder), which Tenant agrees to pay in lawful money of the United States which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, in equal monthly installments, in advance, commencing on the Commencement Date and on the first (1st) day of each calendar month thereafter during the Term (except as hereinafter otherwise provided), at the office of Landlord or before such other place as Landlord may designate, without any setoff, offset, abatement or deduction whatsoever, except that Tenant shall pay the Estimated Delivery Datefirst monthly installment on the execution hereof. If Core and Shell Work or the Rent Commencement Date (as hereinafter defined) shall occur on a date other than the first (1st) day of any calendar month, Tenant Improvements as required pursuant shall pay to Landlord, on the terms first (1st) day of the Work Letter are not Substantially Complete on or before month next succeeding the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and month during which the Term Rent Commencement Date shall not occur until Substantial Completion occur, an amount equal to such proportion of Core an equal monthly installment of Rent as the number of days from and Shell Work and including the Rent Commencement Date bears to the total number of days in said calendar month. Such payment, together with the sum paid by Tenant Improvements occurs; providedupon the execution of this Lease, however, if the satisfaction shall constitute payment of the requirements Rent for Substantial Completion of Core the period from the Commencement Date to and Shell Work or including the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area last day of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) next succeeding calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurmonth.

Premises. Landlord shall endeavor Lessor, for and in consideration of the rents, covenants, and agreements herein contained on the part of Lessee to tender possession of be paid, kept, and performed, does hereby lease, rent, let, and demise unto Lessee, and Lessee does hereby take, accept, hire, and lease from Lessor, upon and subject to the conditions hereinafter expressed, the Premises (as further described in Exhibit A, as such Exhibit A may be amended in accordance with the Tenant Improvements provisions of this Lease) for the sole and exclusive purpose of conducting the Core Permitted Use and Shell Work Substantially Complete) designing, constructing, operating, maintaining, repairing, and expanding the Permitted Improvements. Appurtenant to Tenant on or before ▇▇▇▇▇▇’s rights to the Estimated Delivery Date. If Core and Shell Work or Premises is the Tenant Improvements as required pursuant non-exclusive right, subject to the terms set forth herein, to use of the Work Letter Access Easement on Exhibit D for its respective specified purpose. The Premises, which shall include the Lessee’s appurtenant rights to the Access Easement, shown on Exhibit B, respectively, are not Substantially Complete demised subject to the following: (a) any encumbrances shown on the survey of the Premises, provided by ▇▇▇▇▇▇, upon ▇▇▇▇▇▇’s written request and sole expense, Lessor shall furnish a current title abstract to Lessee. Lessee shall have the right to obtain a title opinion for a leasehold title policy from a title company of its choice. If, in the reasonable opinion of Lessee, such title opinion shows any defects of title or before any liens or encumbrances which materially and adversely affect Lessee’s use of the Estimated Delivery Date for any reason whatsoeverPremises, then Lessee shall have the right, in Lessee’s sole discretion, to (i) request that Lessor use commercially reasonable efforts to cure such defect in title within a reasonable period of time, provided, Lessor has the right to decline to cure such defect in its sole discretion, or (ii) terminate this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within upon thirty (30) days after Substantial Completion written notice to ▇▇▇▇▇▇. ▇▇▇▇▇▇ agrees to reasonably cooperate with ▇▇▇▇▇▇, at no cost to Lessor, to enable ▇▇▇▇▇▇ to obtain a title guarantee, certificate, or a standard policy of Core title insurance insuring the Lease granted hereunder (including such endorsements as Lessee shall reasonably request); (b) covenants, restrictions, easements, agreements, and Shell Work reservations, as set forth in Exhibits A, B, and the Tenant ImprovementsD, Landlord’s architect shall calculate as such Exhibits A, B, and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must D may be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items amended in accordance with the Work Letter attached hereto provisions of this Lease; (c) present and future zoning laws, ordinances, resolutions and regulations of the municipality in which the Premises lies, and all present and future ordinances, laws, regulations, and orders of all boards, bureaus, commissions, and bodies of any municipal, county, state, or federal authority, now or hereafter having jurisdiction, so long as Exhibit G; (2) Tenantthey permit the use of the Premises for the Permitted Use, provided that Lessor shall not restrict or encumber Lessee’s failure to fulfill its obligations as set forth in this Lease use of the Premises for the Permitted Use after the Effective Date or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined otherwise mortgage ▇▇▇▇▇▇’s leasehold interests in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with Property without first allowing ▇▇▇▇▇▇ at least thirty fifteen (3015) days prior written notice to the execution of such mortgage to obtain a subordination, nondisturbance and attornment agreement (“SNDA”) from Lessor’s lender in a form reasonably acceptable to Lessee; and (d) the condition and state of repair of the date when Landlord believes Premises as the Term Commencement same may be on the Effective Date. Exhibit B, attached to this Lease, as of the Effective Date will occurincludes the Lessee’s initial approximation of the Permitted Improvements, and Exhibit B may be amended by Lessee from time to time, with prior written approval by Lessor, which approval shall not be unreasonably withheld, conditioned, or delayed.

Premises. Landlord hereby leases to Tenant and Tenant hereby hires from Landlord a portion of floor 12A, as more particularly shown hatched on Exhibit 1 annexed hereto and made a part hereof (the “Premises”) in the building known as ▇▇▇▇ ▇▇▇▇▇▇▇▇, in the Borough of Manhattan, New York County, City and State of New York (the “Building” and together with the plot of land upon which such building stands, the “Real Property”) for a term (the “Term”) to commence on the “Commencement Date” (hereinafter defined), and to end on the “Expiration Date” (hereinafter defined), both dates inclusive, unless the Term shall endeavor sooner end pursuant to tender possession any of the Premises terms, covenants or conditions of this Lease or pursuant to law at the “Rent” (with hereinafter defined, which Rent shall also include any additional rent payable hereunder), which Tenant agrees to pay in lawful money of the United States which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, in equal monthly installments, in advance, commencing on the Commencement Date and on the first (1st) day of each calendar month thereafter during the Term (except as hereinafter otherwise provided), at the office of Landlord or such other place as Landlord may designate, without any set-off, offset, abatement or deduction whatsoever, except that Tenant Improvements and shall pay the Core and Shell Work Substantially Complete) to Tenant first monthly installment on or before the Estimated Delivery Dateexecution hereof. If Core and Shell Work or the Rent Commencement Date (as hereinafter defined) shall occur on a date other than the first (1st) day of any calendar month, Tenant Improvements as required pursuant shall pay to Landlord, on the terms first (1st) day of the Work Letter are not Substantially Complete on or before month next succeeding the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and month during which the Term Rent Commencement Date shall not occur until Substantial Completion occur, an amount equal to such proportion of Core an equal monthly installment of Rent as the number of days from and Shell Work and including the Rent Commencement Date bears to the total number of days in said calendar month. Such payment, together with the sum paid by Tenant Improvements occurs; providedupon the execution of this Lease, however, if the satisfaction shall constitute payment of the requirements Rent for Substantial Completion of Core the period from the Rent Commencement Date to and Shell Work or including the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area last day of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) next succeeding calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurmonth.

Premises. Landlord shall endeavor If LESSOR terminates this Lease, LESSOR may recover from LESSEE the sum of (i) all Rent and all other amounts accrued hereunder to tender possession the date of such termination; (ii) the costs of all actual expenses arising out of such termination, including, without limitation, (a) all costs actually incurred in collecting such amounts due from LESSEE under this Lease (including reasonable attorneys’ fees actually incurred and the costs of litigation and the like but only if LESSOR is successful in its litigation); and (b) all customary and necessary expenses incurred by LESSOR in attempting to relet the Premises or parts thereof (including advertisements, brokerage commissions, tenant’s allowances, lease inducements, costs of preparing space, and the like); and (iii) an amount equal to (A) the Rent which would have been payable by LESSEE under this Lease had this Lease not been so terminated for the period commencing after said termination and ending on the last day of the Lease Term. If LESSOR terminates this Lease, LESSOR shall use commercially reasonable efforts to relet the Premises (which efforts shall be subject to the reasonable requirements of LESSOR to lease to high quality tenants and to develop the Premises with the Tenant Improvements an appropriate mix of uses, tenants, and terms of tenancies, and the Core like and Shell Work Substantially Complete) to Tenant on or before factoring in the Estimated Delivery Date. If Core location and Shell Work or the Tenant Improvements as required pursuant to the terms nature of the Work Letter are not Substantially Complete on or before Premises. It is agreed that hiring a reputable leasing broker to lease the Estimated Delivery Date for any reason whatsoeverPremises at market price and cooperating in good faith with such broker shall satisfy the requirement that Landlord use commercially reasonable efforts to relet. Even though LESSEE has breached this Lease and abandoned the Premises, then this Lease shall continue in effect for so long as LESSOR does not be void or voidableterminate the Lease and LESSOR may enforce all its rights and remedies under this Lease, Landlord shall not be liable including the right to Tenant for any loss or damage resulting therefrom recover Rent and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements as it becomes due. Any such payments due LESSOR shall be deemed made on the dates that Rent would otherwise come due under this Lease, and LESSEE agrees that Landlord may file suit to occur when (as reasonably determined recover any sums falling due from time to time. If any payment of Rent or any other payment payable hereunder by Landlord) Substantial Completion LESSEE to LESSOR shall be overdue for a period of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within more than thirty (30) days days, LESSOR may impose, at its election, interest on the overdue amount from the date when the same was payable until the date paid at a rate equal to twelve percent (12%) per annum. If the LESSEE shall default after Substantial Completion of Core and Shell Work and the Tenant Improvementsreasonable notice thereof, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement observance or completion performance of the Core and Shell Work any conditions or the TI Work that results from covenants on LESSEE'S part to be observed or arises out performed under or by virtue of any of the following: (1) delays or failure provisions in any article of Tenant this lease, the LESSOR, without being under any obligation to deliver items in accordance with do so and without thereby waiving such default, may remedy such default for the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or account and at the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress expense of the work; (6) failure LESSEE. If the LESSOR reasonably makes any expenditures or incurs any obligations for the payment of Landlord and Tenant to agree (for money in connection curing a LESSE default or enforcing this lease in any reasonrespect including but not limited to, provided Landlord acts reasonable attorney's fees in good faith and diligently to work instituting, prosecuting or defending any action or proceeding, such sums paid or obligations incurred, with Tenant with respect to interest at the Budget) on a mutually agreeable Budget within rate of ten (10) calendar days after Landlord delivers a draft Budget percent per annum and costs shall be paid to Tenant or any request the LESSOR by Tenant the LESSEE as additional rent in the event that the scope of the Tenant Improvements be modified LESSOR prevails in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occursuch action.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant and Tenant hereby hires from Landlord a portion of the Premises sixth (6th) floor, as more particularly shown hatched on Exhibit 1 annexed hereto and made a part hereof (the "Premises") in the building known as ▇▇▇▇ ▇▇▇▇▇▇▇▇, in the Borough of Manhattan, New York County, City and State of New York (the "Building" and together with the Tenant Improvements and plot of land upon which such building stands, the Core and Shell Work Substantially Complete"Real Property") for a term (the "Term") to commence on the "Commencement Date" (hereinafter defined), and to end on the "Expiration Date" (hereinafter defined), both dates inclusive, unless the Term shall sooner end pursuant to any of the terms, covenants or conditions of this Lease or pursuant to law at the "Rent" (hereinafter defined, which Rent shall also include any additional rent payable hereunder), which Tenant agrees to pay in lawful money of the United States which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, in equal monthly installments, in advance, commencing on the Commencement Date and on the first (1st) day of each calendar month thereafter during the Term (except as hereinafter otherwise provided), at the office of Landlord or before such other place as Landlord may designate, without any set-off, offset, abatement or deduction whatsoever, except that Tenant shall pay the Estimated Delivery Datefirst monthly installment on the execution hereof. If Core the Commencement Date (as hereinafter defined) shall occur on a date other than the first (1st) day of any calendar month, Tenant shall pay to Landlord, on the first (1st) day of the month next succeeding the month during which the Commencement Date shall occur, an amount equal to such proportion of an equal monthly installment of Rent as the number of days from and Shell Work including the Commencement Date bears to the total number of days in said calendar month. Such payment, together with the sum paid by Tenant upon the execution of this Lease, shall constitute payment of the Rent for the period from the Commencement Date to and including the last day of the next succeeding calendar month. In the event that, on the Commencement Date, or thereafter, Tenant shall be in default in the Tenant Improvements as required payment of Rent to Landlord or any affiliate of Landlord pursuant to the terms of the Work Letter are not Substantially Complete on another lease of space with Landlord or before the Estimated Delivery Date for any reason whatsoeveraffiliate of Landlord, then this Lease shall not be void or voidablewith any predecessor-in-interest of Landlord or Landlord's affiliate, Landlord shall not be liable may, at Landlord's option and without notice to Tenant for Tenant, add the amount of such arrearages to any loss or damage resulting therefrom monthly installment of the Rent and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements same shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing payable to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occuradditional rent hereunder.

Premises. (a) As of the Commencement Date, Tenant is a corporation spun off from BD and Tenant occupies certain space within the building (the “Building”) located on the real property having an address at [* * *] Holdrege, NE (the “Property”), which Property is depicted on the site plan set forth on Exhibit B. The space occupied by Tenant within the Building on the Commencement Date is shown on Exhibit A. Landlord and Tenant desire that certain alterations and improvements to space within the Building be made to achieve the separation of the operations of Tenant from the operations of Landlord (“Separation Work”) and at the end of such Separation Work, the premises within the Building demised to Tenant under this Lease shall be as depicted on Exhibit B. On the Commencement Date, the premises demised to Tenant under this Lease shall be the space within the Building that is now currently occupied by Tenant, together with the non-exclusive right to use the driveways, parking areas and Common Areas (defined below) on the Property. In the performance of the Separation Work within the Building, Landlord shall endeavor take into consideration Tenant’s use of and operations in the Premises and use all commercially reasonable efforts to tender possession minimize disruption to Tenant’s operations. Tenant agrees to cooperate in good faith with Landlord in achieving the Separation Work. Landlord and Tenant shall designate in writing the name of their respective representatives for the purposes of communications regarding the Separation Work. For purposes hereof, the term “Premises” shall mean, as applicable, the initial space occupied by Tenant in the Building and the final space depicted on Exhibit B to be occupied by Tenant after completion of the Separation Work. (b) Landlord and Tenant shall cooperate in good faith with each other to complete the Separation Work, including Landlord and Tenant engaging in regular cadence of meetings and Landlord ensuring Tenant is promptly apprised of any significant developments as soon as reasonably possible (collectively, the “Separation Work Communications”). In furtherance of the foregoing mutually cooperation, Landlord may make changes to the Separation Work that (i) do not materially impair Tenant’s use of the Premises for the Permitted Purpose, (with ii) do not materially alter the Tenant Improvements plans set forth on Exhibit B, including, but not limited to, customary “field” changes, (iii) are required by any governmental authority, and the Core and Shell Work Substantially Complete(iv) are required to Tenant on or before the Estimated Delivery Dateaddress an unforeseen circumstance arising during construction (collectively, “Landlord Permitted Changes”). If Core and Shell Work or the Tenant Improvements as required pursuant Landlord desires to make any change to the terms of the Separation Work Letter are which does not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoeverconstitute a Landlord Permitted Change, then this Lease Landlord shall obtain Tenant’s written consent to such change; provided that Tenant’s consent to such change shall not be void unreasonably withheld, conditioned or voidabledelayed. Tenant shall be deemed to have granted its consent to any such change if Tenant fails to deliver, within five (5) Business Days following receipt of Landlord’s notice of the proposed change, a written notice to Landlord shall objecting in reasonable detail the specific elements of the proposed change that Tenant asserts (y) do not be liable to Tenant for any loss or damage resulting therefrom constitute a Landlord Permitted Change and (z) are objectionable and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; reasons why, provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify requests in writing within the initial five (5) Business Day period, Tenant may have an additional five (5) Business Days to provide Landlord and Tenant such written response. As used in this Lease, the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). term “Tenant DelayBusiness Day” shall mean any delay in the commencement day other than a Saturday, Sunday, or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurfederal holiday.

Premises. Landlord, in consideration of the Basic Rental to be paid and the other covenants and agreements to be performed by Tenant and upon the terms and conditions hereinafter stated, does hereby lease, demise and let unto Tenant the Premises commencing on the Commencement Date (as defined in Article I(d) hereof), or as adjusted as hereinafter provided) and ending on the last day of the Lease Term, unless sooner terminated as herein provided. Provided all plans and specifications are prepared, reviewed and approved in a manner so as not to delay Landlord's completion of the Leasehold Improvements (as defined in Section 3.2 hereof), Landlord anticipates that the Premises will be available and ready for occupancy on or about May 1, 2002. If the Premises are not available and ready for occupancy by May 1, 2002, then Landlord shall endeavor riot be deemed to tender be in default hereunder, and Tenant agrees to accept possession of the Premises (with at such tune as the Tenant Improvements Premises are available and ready for occupancy and such date shall be deemed to be the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Commencement Date. If Core and Shell Work the Leasehold Improvements have not been substantially completed by June 15, 2002 (the "Outside Completion Date"), men, as Tenant's sole recourse, the Abatement Period (as defined in Section 4.1 hereof) shall be extended one (1) day for each day beyond the Outside Completion Date that the Leasehold Improvements have not been substantially completed; provided, however, if delay is caused or contributed to by act or neglect of Tenant or those acting for or under Tenant (hereinafter referred to as a 'Tenant Delay"), labor disputes, casualties, acts of God or the public enemy, governmental embargo restrictions, shortages of fuel, labor, or building materials, action or non-action of public utilities, 01 of local, state or federal governments affecting the work, or other causes beyond Landlord's reasonable control, men the Outside Completion Date shall be extended for me additional time caused by such delay. Such delays are each hereinafter referred to as an "Excused Delay." In order for Landlord to claim an Excused Delay, Landlord must provide Tenant written notice of such claim within ten (10) days after landlord becomes aware of such delay. Landlord hereby waives payment of Basic Rental and other payments to be made by Tenant hereunder covering any period prior to the date the Premises are available and ready for occupancy, all of which shall only commence upon the Commencement Date; however, should Tenant occupy the Premises prior to the Commencement Date specified in Article l(d) hereof; the Commencement Date and Lease Term shall be altered to coincide with said occupancy with the Expiration Date of this Lease remaining unchanged. For the purpose hereof, the Premises shall be deemed "available and ready for occupancy" at such tune as Landlord has substantially completed the construction or installation of any Leasehold Improvements (as defined in Section 3.2 hereof), if any, required to be completed by Landlord pursuant to Section 3.2 of this Lease to toe extent reasonably necessary so as to allow Tenant to occupy the terms Premises and commence operations of its business therein, notwithstanding the feet mat there may remain as incomplete certain minor, "punchlist" items which do not materially interfere with Tenant's intended use of the Work Letter are not Substantially Complete on Premises; Landlord agrees to promptly attend to and complete the punchlist items in a good and workmanlike manner. The Leasehold Improvements shall be deemed to have been substantially completed when the following having occurred:(i) the issuance of a certificate of occupancy permitting Tenant to occupy die Premises (01 the taking of such other action as may be customary to permit occupancy or before use thereof); and (ii) the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and issuance of a certificate of substantial completion by Landlord's architect respecting the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occursLeasehold Improvements; provided, however, if the satisfaction failure to secure such certificates or of taking such other action is caused by the requirements for Substantial Completion act, failure to act or neglect of Core and Shell Work or Tenant, then the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Leasehold Improvements shall be deemed substantially completed and available and ready for occupancy on the day when such certificates may have been issued or such other, action may have been taken had it not been the act, failure to occur when (act or neglect of Tenant By occupying the Premises, Tenant shall be deemed to have accepted the Leasehold Improvements as reasonably determined by Landlord) Substantial Completion substantially completed, except for minor "punchlist items. Tenant shall endeavor to provide Landlord with a list of Core and Shell Work and deficiencies in the Tenant construction of the Leasehold Improvements would have occurred if such Tenant Delay had not occurred. Within within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area it has taken possession of the Premises in accordance with Article 9all Leasehold Improvements substantially completed; provided, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” further that nothing herein shall mean any delay in the commencement reduce or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as impair Landlord's Construction Guaranty set forth in Section 3.3 below. After the Commencement Date of this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Lease, Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialsshall, components or finishes for Core and Shell Work or the Tenant Improvements that differ upon request from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) , execute and deliver to Landlord a willful or negligent act or omission letter of Tenant or Tenant’s Agents that interferes with the progress acceptance of delivery of the work; (6) failure of Landlord and Tenant to agree (for Premises, which letter shall describe any reason, provided Landlord acts in good faith and diligently to work with Tenant deficiencies with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Leasehold Improvements of which Tenant has actual knowledge and shall also state the Commencement Date and Expiration Date; provided, however, that Landlord delivers a draft Budget also confirms to Tenant or any request by the Commencement and Expiration Dates. Tenant that shall be allowed, no earlier than April 1,2002 (without the scope of the Tenant Improvements be modified in connection with the Budget; or requirement to pay Rent), and following two (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (302) days prior written notice to Landlord and subject to Landlord's reasonable approval, to install Tenant's equipment and racking system within the Premises provided that (i) Tenant has furnished to Landlord certificates of insurance evidencing the issuance of insurance as required by Tenant under Article XV hereof; and (ii) Tenant does not thereby interfere with the completion of construction of the date when Leasehold Improvements as a result of such installations. Tenant does hereby assume all risk of loss or damage to such machinery, equipment, fixtures and other personal property, aitd to indemnify, defend and hold harmless Landlord believes from any loss or damage to such machinery, equipment, fixtures and personal property, and all liability, loss or damage arising from any injury to the Term Commencement Date will occurproperty of Landlord, or its contractors, subcontractors or materialmen, and any death or personal injury to any person or persons to the extent arising out of such installations. Any such use of the Premises is also subject to, and Tenant must comply with and observe, all applicable laws and all other terms and conditions of this Lease. In no event may Tenant conduct business in the Premises during such early access period.

Premises. During the Term, and subject to the CC&Rs, Landlord shall endeavor maintain all improvements and appurtenances upon the Property and Premises (including all interior walls, doors, doorways, lighting fixtures, plumbing fixtures and Shell) in good order, condition and repair. Tenant waives the provisions of any law permitting Tenant to tender possession make repairs at Landlord's expense, including, without limitation, California Civil Code Sections 1941-1946. Tenant shall notify Landlord in writing of required repairs to the Property. Landlord shall make necessary repairs in a reasonable time. Maintenance and repairs shall be completed in a good and workmanlike manner using such methods, supplies and labor as Landlord deems appropriate in its reasonable discretion. Landlord shall make commercially reasonable efforts to perform maintenance and repairs with minimum interference with Tenant's business operations. All such maintenance expenses shall be considered Operating Expenses of the Premises (with Property. Should changes in the Tenant Improvements and terms, interpretation or requirements imposed by or under the Core and Shell Work Substantially Completeauthority of any Regulation affecting the Property occur after the Commencement Date which changes require modification of any portion of the Property or the Premises, or should any Regulation adopted after the Commencement Date require such a modification, Landlord shall cause such modification(s) to occur and Tenant on or before shall accept such modification(s). Tenant's obligation to pay for repairs under this paragraph shall not extend to damage and repairs with respect to which any insurance policy carried by Landlord and insuring the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant Building makes payment, to the terms extent of the Work Letter are not Substantially Complete on payment actually made by the insurance carrier and subject to the requirement that any deductible applicable to the policy will be treated as an Operating Expense. Notwithstanding any other provision of this Lease, any expense associated with a modification to comply with new or before changed Regulation requirements shall be considered Operating Expenses of the Estimated Delivery Date for Property. Notwithstanding any reason whatsoeverother provision of this Lease, then this Lease Tenant shall not be void obligated to pay for repairs to the extent such repairs result directly from defects in design, construction or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction materials of the requirements for Substantial Completion of Core and Shell Work Building or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent intentional act or omission of Tenant Landlord or Tenant’s Agents that interferes with Landlord's agents. Except as expressly limited by the progress provisions of this Paragraph and the work; (6) failure definition of Landlord and Operating Expenses, the provisions of this paragraph are subject to the provisions of this Lease obligating Tenant to agree (reimburse Landlord for any reason, provided Landlord acts in good faith Operating Expenses and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget provisions of Paragraph 19.21 of this Lease. Nothing in this paragraph shall be so interpreted or construed as to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision limit Landlord's right to reimbursement pursuant to the Budget provisions of this Lease respecting Operating Expense reimbursement or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice the provisions of the date when Landlord believes the Term Commencement Date will occur.Paragraph 19.21

Premises. All claims for damages by reason of such reentry and/or repossession and/or alteration of locks or other security devices are hereby waived, provided the same is performed substantially in accordance with all applicable laws, as all claims for damages by reason of any distress warrant, forcible detainer proceedings, sequestration proceedings or other legal process, to the extent permitted by law. Tenant agrees that any reentry by Landlord shall endeavor to tender possession of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required may be pursuant to judgment obtained in forcible detainer proceedings or other legal proceedings or without the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date necessity for any reason whatsoeverlegal proceedings, then this Lease shall not be void or voidableas Landlord may elect, and Landlord shall not be liable in trespass or otherwise, provided the same is performed substantially in accordance with all applicable laws. In the event Landlord elects to terminate the Lease by reason of an event of default then notwithstanding such termination, Tenant shall be liable for and shall pay to Landlord, at the address specified for notice to Landlord herein, the sum of all rental and other indebtedness accrued to date of such termination, plus, as damages, an amount equal to the total rental hereunder for the remaining portion of the Lease term (had such term not been terminated by Landlord prior to the date of expiration as stated herein) less the Market Base Rental Rate (determined in accordance with Section 32.10 hereof) for such remaining term (net of all reasonably estimated costs of re-leasing for such remaining term). In the event that Landlord elects to repossess the Premises without terminating the Lease, then Tenant shall be liable for and shall pay to Landlord at the address specified for notice to Landlord herein, all rental and other indebtedness accrued to the date of such repossession, plus rent required to paid by Tenant to Landlord during the remainder of the Lease term until the date of expiration of the term as stated herein diminished by any net sums thereafter received by Landlord through relenting the Premises during such period (after deducting expenses incurred by Landlord as provided below). In no event shall Tenant be entitled to any excess of any rental obtained by reletting over and above the rental herein reserved. Actions to collect amounts due by Tenant to Landlord under this subparagraph may be brought from time to time, on one or more occasions, without the necessity of Landlord's waiting until expiration of the Lease term. In the event of any default or breach by Tenant, not cured within any applicable grace period, Tenant shall also be liable and shall pay to Landlord, in addition to any sums provided to be paid above, broker's fees incurred by Landlord in connection with reletting the whole or any part of the Premises; the costs of removing and storing Tenant's or other occupants' property; the costs of repairing, altering, remodeling, or otherwise putting the Premises into condition acceptable to a new tenant or tenants; and all reasonable expenses incurred by Landlord in enforcing or defending Landlord's rights and/or remedies, including reasonable attorney's fees whether suit was actually filed or not. In the event of termination or repossession of the Premises for an event of default, Landlord shall not have any obligation to relet or attempt to relet the Premises or any portion thereof, or to collect rental after reletting; and in the event of reletting, Landlord may relet the whole or any portion of the Premises, or let the Premises as part of a larger premises, for any period to any tenant and for any use or purpose. If Tenant shall fail to make any payment or cure any default hereunder within the time herein permitted, Landlord, without being under any obligation to do so and without thereby waiving such default, may make such payment and/or remedy such other default for the account of Tenant (and enter the Premises for such purpose), and thereupon Tenant shall be obligated to, and hereby agrees to pay Landlord upon demand all reasonable costs, expenses and disbursements, including reasonable attorney's fees incurred by Landlord in taking such remedial action. Landlord is entitled to accept, receive in cash or deposit any payment made by Tenant for any loss reason or damage resulting therefrom purpose or in any amount whatsoever, and apply the same at Landlord's option to any obligation of Tenant and the Term Commencement Date same shall not occur until Substantial Completion constitute payment of Core and Shell Work and any amount owed except that to which Landlord has applied the same. No endorsement or statement on any check or letter of Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed an accord and satisfaction or recognized for any purpose whatsoever. The acceptance of any such check or payment shall be without prejudice to occur when Landlord's rights to recover any and all amounts owed by Tenant hereunder and shall not be deemed to cure any other default nor prejudice Landlord's rights to pursue any other available remedy. Notwithstanding anything to the contrary contained in this Lease, Landlord agrees to use reasonable efforts to mitigate its damages however in no event shall Landlord be required to (as reasonably determined by Landlordi) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty lease space for less than market rates applicable for comparable space in first-class Buildings in Briargate Business Campus in Colorado Springs, Colorado, (30ii) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of expend any sums or (iii) lease the Premises prior to any other available space in accordance with Article 9, which calculation must be approved the Building or any building owned by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion an affiliated entity of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.

Premises. Any request for Landlord's consent shall be made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to Landlord. Unless Landlord shall endeavor otherwise agrees in writing, all alterations, additions or improvements affixed to tender possession of the Premises (excluding trade fixtures, personal property and furniture) shall become the property of Landlord and shall be surrendered with the Premises at the end of the Term, except that Landlord may, by notice to Tenant, require Tenant Improvements to remove by the Expiration Date, or sooner termination date of this Lease, all or any alterations, decorations, fixtures, additions and the Core like installed either by Tenant or by Landlord at Tenant's request, and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required any "Non-Standard Improvements" installed by Landlord pursuant to the terms Work Letter, and to repair any damage to the Premises arising from that removal. Any notice to Tenant pursuant to the foregoing shall be given by Landlord concurrently with its consent (following Tenant's request for such consent) for all or any alterations, decorations, fixtures or additions and the like, and concurrently with Landlord's consent (following Tenant's request for such consent) for any Non-Standard Improvements installed by Landlord pursuant to the Work Letter. If such consent for such alterations, decorations, fixtures, additions or Non-Standard Improvements is either not requested by Tenant or given by Landlord, then any such notice of removal may be given at any time prior to sixty (60) days following the expiration or earlier termination of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then Term of this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (Lease. Except as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth otherwise provided in this Lease or the Work Letter (including in any failure Exhibit to review this Lease, should Landlord make any alteration or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect improvement to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Premises for Tenant, Landlord shall endeavor in good faith be entitled to provide prompt reimbursement from Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurfor all costs incurred.

Premises. Landlord 4.1 Landlord's Work Landlord, at its cost, shall endeavor to tender possession of construct the Premises (with Building and install the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements leasehold improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify described in writing to Landlord and Tenant the Rentable Area of the Premises Schedule "B" in accordance with Article 9Landlord's building standards for a Class A building, in a good and workmanlike manner (the "Landlord's Work"). The clean room area and the warehouse area will be finished by the Landlord in accordance with building standard warehouse space. All improvements, fixturing and installations to the Premises required by Tenant which calculation must are not specifically expressed as being Landlord's Work shall be approved carried out by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items at Tenant's cost in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure provisions for Landlord performing work on behalf of Tenant contained in Article 5 hereof. It is agreed and understood that no credit will be allowed to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the event Tenant does not require one or more of the items required to be performed or installed by the landlord as part of the Landlord's Work Letter) or TI Tenant Change Order Requests (as defined mentioned in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or Schedule "B". The Landlord shall assign to the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with any warranties received by the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the BudgetLandlord's Work or the construction of the Building to the extent that the Tenant has assumed in this lease the related obligation to maintain, repair or replace the items covered by the warranty. Any additional taxes or insurance premiums or other costs resulting from any leasehold improvements made to the Premises by Landlord or Tenant shall be the responsibility of Tenant. Subject to the provisions of Article 5 of this lease, Tenant may install in the Premises such partitions and decorations as it may desire, and, if expressly permitted in writing by the Landlord, such installations may be commenced prior to the Commencement Date; provided such work shall be done by such contractor or (7) contractors as Landlord may select and, provided such work shall be done in compliance with such rules and regulations as Landlord shall establish; it being further understood and agreed that Tenant's entry on and occupancy of the Premises prior to the Commencement Date shall be governed by and be subject to all the provisions, covenants and conditions of this lease other than those requiring payment of rent or additional rent. Tenant shall be responsible for all costs and expenses of such work and for any costs and expenses of Landlord caused directly or indirectly by such work or by delays caused by any revision to the Budget Landlord directly or TI indirectly as a result of such work; provided further and without prejudice to the foregoing that in the event that Tenant Change Order Request. shall desire to install any such partitions and decorations prior to the Commencement Date and such installations shall not be commenced and proceeded with in sufficient time to permit Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days the improvements set forth in Schedule "B" prior written notice to the Commencement Date, the commencement of the date when Landlord believes the Term Commencement Date will occurterm of this lease shall in no way be delayed or postponed as a consequence thereof.

Premises. Based upon the Plans for the Tenant Improvements to be performed by the Landlord in the Suite 310 Expansion Premises, Landlord shall endeavor use reasonable efforts to tender possession substantially complete the work as set forth in Exhibit A-1 (“Landlord’s Work”) by the targeted date of August 1, 2025. Subject to the occurrence of a Force Majeure Event(s), and Tenant Delay(s), if Substantial Completion (as defined below) does not occur by September 1, 2025, Tenant shall receive a credit equal to one (1) day’s free Basic Rent for Suite 310 only for each day from and after September 1, 2025 until the actual Suite 310 Expansion Premises Commencement Date. For purposes of clarity, this base rent credit provision shall not apply to the Premises as defined prior to the Suite 310 Expansion Premises Commencement Date, and Tenant shall continue to pay rent on all other portions of the Premises regardless of Landlord’s Work. Landlord’s Work shall be deemed substantially complete on the date (the “Substantial Completion”) the Landlord notifies Tenant that, with the Tenant Improvements and exception of punch list items, the Core and Shell Work Substantially Complete) to Tenant on or before Landlord has completed the Estimated Delivery DateLandlord’s Work. If Core and Shell Work or Notwithstanding the Tenant Improvements as required pursuant to foregoing, if any delay in the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell the Landlord’s Work and by Landlord is due to Tenant Delays, then the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements Date shall be deemed to occur when (be the date Landlord’s Work would have been substantially completed, if not for same, as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant DelayDelays” shall mean actual delays caused by: (a) requirements of the Plans requested by Tenant that do not conform to Landlord’s Building Standards for office build-out; (b) any change in the Plans requested by ▇▇▇▇▇▇; (c) failure to approve changes or modifications to the Plans within the time limits provided herein; (d) any request by Tenant for a delay in the commencement or completion of the Core and Shell Landlord’s Work or the TI Work that results from or arises out of for any of the following: (1) delays or failure of Tenant reason other than due to deliver items in accordance with the Work Letter attached hereto as Exhibit GForce Majeure Event once such work has commenced; (2e) Tenant’s failure to fulfill respond to any Landlord request or that of its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); construction staff within three (3) delays caused by Tenant Change Order Requests Business Days; or (as defined in the Work Letterf) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent any other act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reasonits employees, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant agents or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurcontractors.

Premises. The Premises consists of a portion of the first floor of the Building, and shall include the parking specified in Paragraph 2.2, below. Landlord agrees that Landlord shall endeavor cause the Building to tender possession be constructed substantially as depicted on Exhibit “A” attached hereto. Landlord shall attempt to substantially complete construction of the Premises (with the Building and any Tenant Improvements and required to be constructed by Landlord as described in Paragraph 2.7, below, by August 1, 2003. In the Core and Shell Work Substantially Completeevent Landlord does not substantially complete the Building (as indicated by the architect for the Building indicating that the Building has been substantially completed) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoeverby August 1, 2003, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall be delayed until such time as the Building has been completed. In the event Landlord does not occur until Substantial Completion of Core and Shell Work and substantially complete the Building by January 1, 2004, then Tenant may, during the ten (10) day period following January 1, 2004, elect, by providing written notice to Landlord, to terminate this Lease Agreement. In the event Landlord is constructing any Tenant Improvements occurs; providedpursuant to Paragraph 2.7, howeverbelow, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had Improvements are not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work completed by Landlord by August 1, 2003, and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing delays are not caused by or contributed to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) including, without limitation, Tenant’s failure to fulfill its obligations as set forth promptly approve space plans submitted by Landlord to Tenant), then the Commencement Date shall be delayed by the same number of days that Landlord is delayed in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or completing the Tenant Improvements that differ from Landlord’s standard work due to no fault or that have an unusually long lead-time for delivery; (5) contribution by Tenant. In the event the delays in causing the Tenant Improvements to be completed are caused by or contributed to by Tenant, then no delay in the Commencement Date shall occur as a willful or negligent act or omission result of such delay in completion. The rights of Tenant or pursuant to this Paragraph 2.1 are Tenant’s Agents that interferes with the progress of the work; (6) sole and exclusive rights for a failure of Landlord to deliver the Premises to Tenant hereunder, and Landlord shall have no liability whatsoever to Tenant for failure to agree (for deliver the Premises and/or the Tenant Improvements to Tenant by the outside date specified herein. In the event the Commencement Date does not occur on or before January 1, 2004, then Landlord may, at any reasontime thereafter until the Commencement Date, provided terminate this Lease. Upon termination by Tenant or Landlord acts in good faith and diligently to work with Tenant hereunder, neither party shall have any other rights or obligations with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after this Lease Agreement, except that Landlord delivers a draft Budget shall refund to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision payment made pursuant to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurParagraph 1.10, above.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant the Premises. Tenant (i) ACCEPTS THE PREMISES "AS-IS," EXCEPT AS MAY BE EXPRESSLY SET FORTH IN THIS LEASE AND THE WORK LETTER, WITH TENANT ACCEPTING ALL DEFECTS, IF ANY; AND LANDLORD MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE PREMISES (WITHOUT LIMITATION, LANDLORD MAKES NO WARRANTY AS TO THE HABITABILITY, FITNESS OR SUITABILITY OF THE PREMISES FOR A PARTICULAR PURPOSE, NOR AS TO COMPLIANCE WITH ANY APPLICABLE LAWS (AS HEREIN DEFINED), OR AS TO THE ABSENCE OF ANY TOXIC OR OTHERWISE HAZARDOUS MATERIALS), (ii) acknowledges that the Premises are acceptable for Tenant's particular use, and (iii) waives all claims of defect in the Premises (excluding latent defects and as otherwise expressly provided in this Lease, including the Work Letter) and any implied warranty that the Premises are suitable for Tenant's intended purposes. On the Commencement Date, Landlord shall deliver the Premises broom clean and free of debris with the Tenant Improvements mechanical, electrical, plumbing, heating, ventilation and air-conditioning, life-safety or other systems and equipment included in the Core Base Building Renovation Work in good operating condition on the Commencement Date and Shell with the Base Building Renovation Work Substantially Complete) to Tenant in compliance with all Applicable Laws, including the ADA, in effect and enforced on or before the Estimated Delivery Date. If Core and Shell Work or a non-compliance with the Tenant Improvements foregoing exists as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableCommencement Date, Landlord shall not be liable shall, except as otherwise provided in this Lease, promptly after receipt of written notice from Tenant setting forth with specificity the nature and extent of such non-compliance, commence to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by rectify same at Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within ’s expense within thirty (30) days after Substantial Completion of Core and Shell Work and such notice. Tenant hereby acknowledges that the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this the Basic Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialsInformation is approximate only, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant accepts and agrees to agree (be bound by such figures for any reason, provided Landlord acts all purposes in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurthis Lease.

Premises. (a) Landlord leases to Tenant and Tenant leases from Landlord the Premises. Tenant accepts the Premises “AS IS”, without relying on any representation, covenant or warranty by Landlord other than as expressly set forth in this Lease. Landlord and Tenant stipulate and agree to the rentable square footage set forth in Section 1 above without regard to actual measurement. (b) Landlord shall endeavor cause to tender possession be constructed, in a good and workmanlike manner and in compliance with applicable Laws, the improvements, alterations and modifications to the Premises set forth on Exhibit “C” (the “Landlord’s Work”). The Landlord’s Work shall be comprised of the Premises Landlord’s Work/Roof, Utility Yard and Elevator (with the Tenant Improvements as hereinafter defined) and the Core Landlord’s Work/Landscaping & Parking (as hereinafter defined). In constructing the Landlord’s Work, Landlord shall use new materials and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core equipment of good quality, as applicable, and Shell Work or the Tenant Improvements as required pursuant all materials related to the terms Landlord’s Work/Landscaping & Parking shall be consistent with those of a Class A research and development project (unless, with respect to the Work Letter are not Substantially Complete foregoing, otherwise expressly provided on or before Exhibit “C”). Landlord reserves the Estimated Delivery Date for right to make substitutions of material of equivalent grade and quality if any reason whatsoever, then this Lease specified material shall not be void or voidablereadily and reasonably available. Upon the Landlord’s Work/Roof, Utility Yard and Elevator being Substantially Completed, Landlord shall not notify Tenant, and Tenant or its Agents shall inspect the Landlord’s Work/Roof, Utility Yard and Elevator with Landlord within five (5) business days of receipt of such notice from Landlord. Within three (3) business days following such inspection, Tenant shall deliver to Landlord a punchlist of defective or incomplete portions of the Landlord’s Work/Roof, Utility Yard and Elevator. Landlord shall cause such punchlist items to be liable repaired or completed as soon as reasonably practicable, but in any event within thirty (30) days of Landlord’s receipt of the punchlist. Landlord shall obtain (i) from Landlord’s roofing contractor, Firestone Building Products Company, LLC, a fifteen (15)-year roof warranty substantially in the example form attached hereto as Exhibit “I” (the “Firestone Warranty”) and (ii) from Landlord’s general contractor, ARCO, a one (1)-year warranty pertaining to the installation of the Building roof as part of the Landlord’s Work/Roof, Utility Yard and Elevator (the “Arco Warranty”). Upon completion of all punchlist items to Tenant’s reasonable satisfaction, it shall be presumed that all of the Landlord’s Work/Roof, Utility Yard and Elevator shall be free from defects in materials and workmanship (other than latent defects), excluding however, all repairs required in connection with routine maintenance and those repairs caused by Tenant. Upon the Landlord’s Work/Landscaping & Parking being Substantially Completed, Landlord shall notify Tenant, and Tenant for or its Agents shall inspect the Landlord’s Work/Landscaping & Parking with Landlord within five (5) business days of receipt of such notice from Landlord. Within three (3) business days following such inspection, Tenant shall deliver to Landlord a punchlist of defective or incomplete portions of the Landlord’s Work/Landscaping & Parking. Landlord shall cause such punchlist items to be repaired or completed as soon as reasonably practicable, but in any loss or damage resulting therefrom event within thirty (30) days of Landlord’s receipt of the punchlist. Upon completion of all punchlist items to Tenant’s reasonable satisfaction, it shall be presumed that all of the Landlord’s Work/Landscaping & Parking shall be free from defects in materials and workmanship (other than latent defects), excluding however, all repairs required in connection with routine maintenance and those repairs caused by Tenant. Notwithstanding anything to the contrary in this Lease, the Chiller Removal Work (as hereinafter defined) and the Term Commencement Date Roof Insulation Work (as hereinafter defined) shall not occur until Substantial Completion of Core be constructed or otherwise performed by Landlord at Tenant’s sole cost and Shell Work expense, and the Tenant Improvements occurs; provided, however, if the satisfaction applicable portion of the requirements for Substantial Completion Tenant Improvement Allowance (as defined below) shall be reallocated and applied toward the Total Costs (as hereinafter defined) and the outstanding amount of Core and Shell Work or the Tenant Improvements have been delayed Improvement Allowance shall be reduced on a dollar-for-dollar basis by any the amount so reallocated. (c) Landlord and Tenant Delay, Substantial Completion of Core and Shell acknowledge that the Landlord’s Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by performed concurrently. During the performance and completion of the Landlord) Substantial Completion of Core and Shell ’s Work and the Tenant Improvements would have occurred if such (as hereinafter defined), Landlord and Tenant shall reasonably cooperate and coordinate with, and shall use commercially reasonable efforts not to interfere with, the other party and the other party’s Agents and shall follow the reasonable policies and safety directives of the other party’s contractors. Notwithstanding anything to the contrary set forth in this Section 2, in the event that the Delivery Condition Work (as hereinafter defined) is not completed on or prior to July 1, 2021 (subject to extension on a day-for-day basis for any delay caused by Tenant Delay had and/or Force Majeure), then, for each day following July 1, 2021 that passes without Landlord completing the Delivery Condition Work (subject to extension on a day-for-day basis for any delay caused by Tenant Delay and/or Force Majeure), Tenant shall receive a one (1) day credit of Minimum Annual Rent (the “Delay Credits”), which Delay Credits shall be applied against the next payment(s) of Minimum Annual Rent due and owing by Tenant until reimbursed in full. In addition, if the Delivery Condition Work is not occurredcompleted on or prior to the Commencement Date (subject to extension on a day-for-day basis for any delay caused by Tenant Delay and/or Force Majeure) (the “Outside Delivery Date”), then Tenant shall have the right, as its sole remedy, to cancel this Lease by written notice to Landlord delivered not later than the earlier of (1) the date that the Delivery Condition Work is completed and (2) the date that is (30) days following the Outside Delivery Date, and, thereafter, Landlord shall return the Letter of Credit to Tenant and refund any amounts paid by Tenant to Landlord in connection with this Lease and neither party shall have any further liability under this Lease, except for any liability which expressly survives the termination hereof. Within In addition, if the Landlord’s Work/Landscaping & Parking is not Substantially Completed on or prior to August 15, 2021 (subject to extension on a day-for-day basis for any delay caused by Tenant Delay), then Tenant shall have the right, as its sole remedy, by written notice to Landlord at any time prior to the date that the Landlord’s Work/Landscaping & Parking is Substantially Completed, to assume completion of the Landlord’s Work/Landscaping & Parking. Upon receipt of written notice of Tenant’s election to assume completion of the Landlord’s Work/Landscaping & Parking, Landlord shall, if requested by Tenant, assign its rights under all contracts, documents and agreements relating to the Landlord’s Work/Landscaping & Parking to Tenant to allow Tenant to complete the Landlord’s Work/Landscaping & Parking in accordance with Exhibit “C” as soon as possible with the exercise of diligence and commercially reasonable efforts. If Tenant elects to assume completion of the Landlord’s Work/Landscaping & Parking in accordance with this Section 2(c), then (A) Tenant will use commercially reasonable efforts to complete the Landlord’s Work/Landscaping & Parking as expeditiously as possible and (B) Landlord shall reimburse Tenant for Tenant’s reasonable, third-party, out-of-pocket costs and expenses incurred in completing Landlord’s Work/Landscaping & Parking within thirty (30) days after Substantial Completion receiving an invoice from Tenant setting forth a reasonably particularized breakdown of Core such costs and Shell expenses. (d) In addition, Landlord shall provide Tenant with an allowance in an amount up to $5,899,410.00 (as such amount may be reduced on a dollar-for-dollar basis by an amount equal to the Total Costs, as expressly set forth in Section 2(b) above, the “Tenant Improvement Allowance”) towards the hard and soft costs of improvements to be constructed in the Premises by Tenant including, without limitation, those improvements set forth on Exhibit “G” attached hereto (collectively, the “Tenant Improvements”). Tenant acknowledges and agrees that, except for the Landlord’s Work and as otherwise expressly set forth herein, Landlord has no obligation whatsoever to make any improvements to the Premises, it being the understanding of the parties that Tenant accepts the Premises in their current “AS IS” condition and that Tenant shall be solely obligated, at Tenant’s sole cost and expense (subject to the application of the Tenant Improvement Allowance) and in Tenant’s sole discretion (subject, however, to the terms and conditions of this Lease), to make any improvements necessary for Tenant’s business operations in the Premises and to obtain any and all Permits required for Tenant’s construction of the Tenant Improvements and Tenant’s occupancy of the Premises. Any Tenant Improvements shall be constructed by Tenant and Tenant’s Agents in a good and workmanlike manner, using new or like-new materials, and in accordance with all applicable Laws and in accordance with the terms and conditions of this Lease, including but not limited to Section 12 and Section 13 (the “Lease Requirements”); provided, that, in the event of any conflict between the provisions of Section 12 or Section 13 and the terms of this Section 2(d) with respect to the construction of the Tenant Improvements, Landlord’s architect the terms of this Section 2(d) shall calculate control with respect to the construction of the Tenant Improvements. Without limiting any of the Lease Requirements, the Tenant Improvements shall conform with a space plan, specifications and certify construction drawings reasonably approved in writing in advance by Landlord. Upon Tenant’s request (which request shall make specific reference to this Section 2(d)), at the time Landlord provides its advanced written approval of the initial plans and specifications for such Tenant Improvement (to the Rentable Area extent so approved by Landlord), Landlord shall notify Tenant whether Tenant shall be required to remove such components of the Tenant Improvements that constitute Specialty Improvements at the expiration or termination of this Lease, and to restore the affected portions of the Premises in accordance with Article 9, which calculation to the condition required under Section 21. Failure of Landlord to notify Tenant that a Tenant Improvement must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” removed shall mean that Tenant may leave or remove such Tenant Improvement, at its election, provided that if Tenant removes such Tenant Improvement, then Tenant shall repair any delay damage caused by such removal. Notwithstanding anything to the contrary herein, in no event shall Tenant be required to remove any Tenant Improvement unless the commencement or completion same constitutes a Specialty Improvement. All of Tenant’s contractors and subcontractors working in connection with the Tenant Improvements shall carry insurance reasonably required by Landlord, naming Landlord as an additional insured. Subject to the foregoing, Landlord shall disburse the Tenant Improvement Allowance to Tenant in installments (no more frequently than once per month) of at least $75,000 within thirty (30) days after Landlord’s receipt of written request therefor after the portion of the Core and Shell Work or the TI Work that results from or arises out of any of Tenant Improvements for which Tenant is seeking reimbursement has been completed, together with the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; appropriate AIA application for payment signed by Tenant’s general contractor and architect, (2) Tenant’s failure copies of all required current Permits for the Tenant Improvements not previously provided to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); Landlord, (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); paid invoices, and (4) unavailability lien waivers from contractors, subcontractors and vendors for completed work provided on a thirty (30) day trailing basis, with waivers for any portion of materials, components or finishes for Core the Tenant Improvement Allowance previously funded by Landlord and Shell Work or any portion of the Tenant Improvement costs previously required to be paid by Tenant being submitted with the current request. Tenant shall pay all costs of the Tenant Improvements in excess of the Tenant Improvement Allowance. Any portion of the Tenant Improvement Allowance not used within eighteen (18) months after the Effective Date shall be deemed forfeited. If Landlord fails to disburse any portion of the Tenant Improvement Allowance after Tenant has properly requested disbursement of such portion and otherwise satisfied the terms and conditions set forth above in this Section 2(d) in connection with such requested disbursement, Tenant shall deliver written notice of such failure to Landlord (“Tenant’s Allowance Disbursement Reminder Notice”), which such Tenant’s Allowance Disbursement Reminder Notice shall have been marked in bold lettering with the following language: “THIS IS A NOTICE PURSUANT TO THE TERMS OF A LEASE AGREEMENT BETWEEN THE UNDERSIGNED AND LANDLORD. LANDLORD’S FAILURE TO TAKE ACTION WITHIN THIRTY (30) DAYS WILL RESULT IN OFFSET RIGHTS AGAINST CERTAIN AMOUNTS OWING UNDER THE LEASE” and the envelope containing the Tenant’s Allowance Disbursement Reminder Notice shall have been marked in bold lettering with the following language: “PRIORITY-OFFSET RIGHTS UNDER LEASE AGREEMENT MAY APPLY”. If Landlord fails to disburse the applicable portion of the Tenant Improvement Allowance within thirty (30) days after receipt of Tenant’s Allowance Disbursement Reminder Notice, Tenant shall be permitted to fund such portion of the Tenant Improvement Allowance and offset (on a dollar-for-dollar basis) such amount against the next payment(s) of Minimum Annual Rent due and owing by Tenant until reimbursed in full; provided, however, that differ from the maximum monthly offset shall not exceed fifty percent (50%) of the monthly installment of Minimum Annual Rent then payable under this Lease. Landlord hereby approves Technical Builders Inc. as a contractor in connection with the construction of the Tenant Improvements. Tenant shall not be required to use union labor. Notwithstanding any of the foregoing, Tenant shall not be required to design or construct any Tenant Improvements in the Premises. Subject to Landlord’s standard work or right to approve any space plan, specifications and construction drawings in connection therewith, Landlord hereby approves the Tenant Improvements described in Exhibit “G” hereto and approves any Tenant Improvements that have an unusually long lead-time for delivery; (5) represent a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress logical evolution of the work; (6) failure of work described in Exhibit “G”. Landlord and Tenant shall respond to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant consent or approval request with respect to the Budget) on a mutually agreeable Budget Tenant Improvements within ten (10) calendar days. If Landlord fails to respond within such ten (10) day period, then Tenant may send written notice to Landlord containing the following language: “LANDLORD’S RESPONSE IS REQUIRED WITHIN THREE (3) BUSINESS DAYS OF RECEIPT OF THIS NOTICE PURSUANT TO THE TERMS OF A LEASE AGREEMENT BETWEEN THE UNDERSIGNED AND LANDLORD” and the envelope containing such notice shall have been marked in bold lettering with the following language: “PRIORITY-DEEMED APPROVAL MAY APPLY”. If Landlord fails to respond within three (3) business days after following receipt of such written notice, then Landlord delivers shall be deemed to have granted its consent or approval to the request. For purposes of clarification, Landlord requesting additional and/or clarified information with respect to any consent or approval request with respect to the Tenant Improvements, in addition to approving or denying any request (in whole or in part), shall be deemed a draft Budget response by Landlord for purposes of the foregoing. (e) Commencing on the Effective Date, Landlord shall permit Tenant to enter the Premises in order to (i) inspect the Premises, (ii) commence installing its equipment, racking system, cabling, wiring, fixtures, and furniture, subject to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified obtaining, at Tenant’s sole cost and expense, all Permits in connection with the Budget; or installation thereof, and (iii) construct the Tenant Improvements (subject to this Section 2) and, commencing on October 1, 2021, Tenant shall also be entitled to use and occupy the Premises for the conduct of its business. With respect to such early access, all provisions of this Lease shall then be in full force and effect, specifically including, but not limited to, Sections 7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur., 8 an

Premises. Landlord leases to Tenant and Tenant leases from Landlord the Premises, together with the right in common with others to use the Common Areas. Tenant accepts the Premises, Building and Common Areas "AS IS", without relying on any representation, covenant or warranty by Landlord other than as expressly set forth in this Lease. Landlord and Tenant stipulate and agree to the rentable square footage set forth in Section 1 above without regard to actual measurement. (a) Landlord shall endeavor cause to tender possession of be constructed, in compliance with applicable Laws, the improvements, modifications and alterations to the Premises set forth on and in accordance with Exhibits "C" and "C-1" (with collectively, the "Tenant Improvements"). In constructing the Tenant Improvements, Landlord shall use Building standard materials and finishes (unless otherwise provided on Exhibits "C" and "C-1") and Landlord reserves the right, subject to Tenant's reasonable approval, to make substitutions of material of equivalent grade and quality if any specified material shall not be readily and reasonably available. Upon the Tenant Improvements being Substantially Completed, Landlord shall notify Tenant, and Tenant or its Agents shall inspect the Core Tenant Improvements with Landlord within five (5) business days of receipt of such notice from Landlord. Within five (5) business days following such inspection, Tenant shall deliver to Landlord a punchlist of defective or incomplete portions of the Tenant Improvements. Landlord shall cause such punchlist items to be repaired or completed within thirty (30) days of Landlord's receipt of the punchlist. Upon completion of all punchlist items to Tenant's reasonable satisfaction, it shall be presumed that all of the Tenant Improvements shall be free from readily discoverable defects in materials and Shell Work workmanship, excluding however, all repairs required in connection with routine maintenance and those repairs caused by Tenant. (b) Notwithstanding the foregoing, in the event that the Tenant Improvements are not Substantially Complete) to Tenant Completed on or before the Estimated Delivery Commencement Date. If Core and Shell Work , in whole or the in part, due to Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoeverDelay, then this Lease Tenant's obligation to pay Rent hereunder shall not be void affected or voidabledeferred on account of such delay and, Landlord the Commencement Date shall not be liable deemed to Tenant for any loss or damage resulting therefrom be the Estimated Commencement Date and the Term shall be extended for the number of days attributable to Tenant Delay (and Minimum Annual Rent during such extended period shall be the Minimum Annual Rent attributable to the last year of the initial Term of the Lease). (c) Following the determination of the Commencement Date Date, the parties shall not occur until Substantial Completion execute a commencement date memorandum memorializing the Commencement Date, Free Rent Period, Expiration Date, Tenant's acceptance of Core the Premises and Shell Work such other items reasonably requested by Landlord. (d) Notwithstanding the foregoing, upon the Commencement Date, Landlord, at Landlord's sole cost and expense, shall deliver the Tenant Improvements occurs; Premises in compliance with all applicable Laws and shall deliver the roof, walls, floors and all sprinkler, lighting, loading, mechanical, electrical, heating and cooling and plumbing systems servicing the Premises in good working order, provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work that Landlord's obligations under this Section 2(d) shall exclude damages or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed defects to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur's Agents.

Premises. Landlord shall endeavor to tender possession Effective as of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Seventh Expansion Space Commencement Date shall not occur until Substantial Completion (hereinafter defined), the Lease is hereby modified and amended to include Suite 1300, containing approximately 3,968 rentable square feet, located on the 13th floor of Core and Shell Work and ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ as shown on Exhibit A attached hereto (the Tenant Improvements occurs; provided“Seventh Expansion Space”). As used herein, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements term “Seventh Expansion Space Commencement Date” shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion the earliest of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items the first business day after the date on which the Landlord Work (defined in accordance with the Work Letter attached hereto as Exhibit G; B) with respect to the Seventh Expansion Space is Substantially Complete, as determined pursuant to the Work Letter and Landlord has given Tenant written notice thereof at least five (5) business days prior to the date on which the Landlord Work is Substantially Complete, or (2) Tenant’s failure the date on which the Landlord Work with respect to fulfill its obligations the Seventh Expansion Space would have been Substantially Complete but for Tenant Delay, as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as such term is defined in the Work Letter) or TI Letter and Landlord has given Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; written notice thereof at least five (5) business days prior to the date on which the Landlord Work would have been Substantially Complete but for Tenant Delay, or (3) the date Tenant takes possession of any part of the Seventh Expansion Space for purposes of conducting business therein. Tenant shall have the right to access the Seventh Expansion Space for a willful period of up to 30 days prior to the Seventh Expansion Space Commencement Date, for the sole purpose of installing cabling, furniture, equipment or negligent act other personal property (and Landlord hereby agrees that it shall cause the Landlord Work to be sufficiently complete as of the 30th day prior to the Seventh Expansion Space Commencement Date so as to permit Tenant to make such installations), subject to the terms and provisions of the Lease, as modified hereby, except that Tenant shall not be required to pay Basic Rental, Additional Rental or omission of Tenant any other rent for the Seventh Expansion Space during such early access. From and after the Seventh Expansion Space Commencement Date, the term “Premises” wherever used in the Lease or Tenant’s Agents that interferes in this Eleventh Modification shall mean the Current Premises, together with the progress Seventh Expansion Space, collectively containing 25,555 rentable square feet. Tenant hereby acknowledges and agrees that the Seventh Expansion Space is leased by Tenant subject to all terms and conditions of the work; (6) failure of Landlord and Tenant to agree (for any reasonLease, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request as modified by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurthis Eleventh Modification.

Premises. Landlord Owner or Owner's agents shall endeavor to tender possession of have the Premises right (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease but shall not be void obligated) to enter the demised premises in any emergency at any time, and, at other reasonable times, 7 to examine the same and to make such repairs, replacements and improvements as Owner may deem necessary and reasonably desirable to the demised premises or voidableto any other portion of the building or which Owner may elect to perform. Tenant shall permit Owner to use and maintain and replace pipes, Landlord ducts, and conduits in and through the demised premises and to erect new pipes, ducts, and conduits therein, provided they are concealed within the walls, floor, or ceiling. 8 Owner may, during the progress of any work in the demised premises, take all necessary materials and equipment into said premises without the same constituting an eviction, nor shall the Tenant be entitled to any abatement of rent while such work is in progress, nor to any damages by reason of loss or interruption of business or otherwise. Throughout the term hereof, Owner shall have the right to enter the demised premises at reasonable hours 9 for the purpose of showing the same to prospective purchasers or mortgagees of the building, and during the last six months of the term, for the purpose of showing the same to prospective tenants. If Tenant is not present to open and permit an entry into the demised premises, Owner or Owner's agents may enter the same whenever such entry may be necessary or permissible by master key or forcibly, and provided reasonable care is exercised to safeguard Tenant's property, such entry shall not render Owner or its agents liable therefore, nor in any event shall the obligations of Tenant hereunder be liable affected. if during the last month of the term Tenant shall have removed all or substantially all of Tenant's property therefrom, Owner may immediately enter, alter, renovate or redecorate the demised premises without limitation or abatement of rent, or incurring liability to Tenant for any loss compensation, and such act shall have no effect on this lease or damage resulting therefrom Tenant's obligations hereunder. Area: 14. No vaults, vault space or area, whether or not enclosed or covered, not within the property line of the building, is leased hereunder, anything contained in or indicated on any sketch, blue print or plan, or anything contained elsewhere in this lease to the contrary notwithstanding. Owner makes no representation as to the location of the property line of the building. All vaults and vault space and all such areas not within the Term Commencement Date property line of the building, which Tenant may be permitted to use and/or occupy, is to be used and/or occupied under a revocable license, and if any such license be revoked, or if the amount of such space or area be diminished or required by any federal, state or municipal authority or public utility, Owner shall not occur until Substantial Completion be subject to any liability, nor shall Tenant be entitled to any compensation or diminution or abatement of Core and Shell Work and rent, nor shall such revocation, diminution or requisition be deemed constructive or actual eviction. Any tax, the or charge of municipal authorities for such vault or area shall be paid by Tenant Improvements occurs; provided, however, if Occupancy: 15. Tenant will not at any time use or occupy the satisfaction demised premises in violation of the requirements certificate of occupancy issued for Substantial Completion the building of Core which the demised premises are apart Tenant has inspected the demised premises and Shell Work or accepts them as is, subject to the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably riders annexed hereto with respect to granting such approval)Owner's work, if any. “Tenant Delay” shall mean In any delay in event, Owner makes no representation as to the commencement or completion condition of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialsdemised premises, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant agrees to agree (for any reasonaccept the same subject to violations, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (whether or not of record. 10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.

Premises. Landlord For purposes of this Article SEVENTEEN, a Tenant shall endeavor be deemed to tender possession be subletting "substantially all of the premises" if the Affected Premises constitutes seventy five (75%) percent or more of the rentable square footage of the premises. (d) If the Landlord exercises the option set forth in paragraph (c) (i) above to terminate this lease in its entirety, then (i) the term of this lease shall end and expire with respect to the entire premises on the ninetieth (90th) day following the date of Landlord's Notice and (ii) the Tenant Improvements shall surrender the entire premises to the Landlord on such date, in the same manner and condition as is required by this lease, as if such date were the Core Expiration Date set forth in this lease, and Shell Work Substantially Complete(iii) to Tenant on or before the Estimated Delivery Datefixed rent and additional rent shall be apportioned as of such expiration date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of any ground lease or any fee or leasehold mortgage affecting the Work Letter are not Substantially Complete building or premises, instead of terminating the lease, the Landlord may, at its option, elect to have the Tenant assign all of its right, title and interest in and to this lease to the Landlord, such assignment to be effective as of the date such lease termination would be effective and otherwise on or before the Estimated Delivery Date for any reason whatsoeverterms and conditions set forth in this paragraph (d). Upon such assignment, then the Tenant shall be relieved of all liability accruing under this Lease shall not be void or voidablelease after the effective date of such assignment, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion Landlord may thereafter further assign this lease or sublet all or part of Core and Shell Work the premises to any party and the Tenant Improvements occurs; shall have no right to any proceeds derived from such assignment or subletting. In no event shall the provisions of this paragraph (d) relieve the Tenant of any obligations which accrued prior to the termination of this lease or the assignment to the Landlord, as the case may be. (e) If the Landlord exercises the option set forth in paragraph (c)(ii) above to terminate the lease with respect to the Affected Premises, then (i) the term of this lease shall end and expire with respect to the Affected Premises on the ninetieth (90th) day following the date of the Landlord's Notice and (ii) the Tenant shall surrender the Affected Premises to the Landlord on such date, in the same manner and condition as is required by this lease, as if such date were the Expiration Date set forth in this lease and (iii) fixed rent and additional rent with respect to the Affected Premises shall be apportioned as of such Expiration Date and the Tenant's prospective rent obligations which are based on square footage (including, without limitation, fixed rent and additional rent payable pursuant to Article THIRTY of this lease) shall be reduced accordingly, and (iv) the Landlord at its own expense (or at the Tenant's expense, if the cost thereof was to be the Tenant's pursuant to the Tenant's Notice), shall erect the partitioning required to separate the Affected Premises from the remainder of the premises, create any doors required to provide an independent means of access to the Affected Premises from elevators and lavatories and segregate the wiring and meters and electric current facilities, so that the Affected Premises may be used as a unit for commercial purposes, separate from the remainder of the premises. If the remaining premises contain the core lavatories, the occupant of the Affected Premises shall have the right to use such lavatories in common with the Tenant. If the Tenant performs such work, it shall commence such work promptly upon receipt of Landlord's Notice and shall proceed to complete such work in a diligent and workmanlike manner. If required pursuant to the terms of any ground lease or any fee or leasehold mortgage affecting the building or premises, instead of terminating the lease with respect to the Affected Premises, the Landlord may, at its option, elect to have the Tenant assign all of its right, title and interest with respect to the Affected Premises to the Landlord, such assignment to be effective as of the date such lease termination would be effective and otherwise on the terms and conditions set forth in this paragraph (e). Upon the assignment of the lease to the Landlord with respect to the Affected Premises, the Tenant shall be relieved of all liability accruing under this lease with respect to the Affected Premises after the effective date of such assignment, and Landlord may further assign the lease or sublet all or part of the Affected Premises to any party and the Tenant shall have no right to any proceeds derived from such assignment or subletting. In no event shall the provisions of this paragraph (e) relieve the Tenant of any obligations with respect to the Affected Premises which accrued with respect to the Affected Premises prior to the termination of the lease or the assignment to the Landlord, as the case may be. (f) In the event the Landlord does not elect either of the alternatives set forth in paragraph (c) (i) or (ii) above, or in the event the Landlord fails to timely deliver the Landlord's Notice, the Landlord agrees not to unreasonably withhold or delay its consent to any proposed assignment or subletting, provided, however, if that the satisfaction of Landlord shall have the requirements for Substantial Completion of Core and Shell Work right to condition its consent to any proposed assignment or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of sublease on the following: : (1) delays No Event of Default shall have theretofore occurred and be continuing under this lease. (2) The Tenant shall have delivered to the Landlord the Tenant's Notice as required by paragraph (b) above. (3) With respect to a sublease, the Tenant shall collaterally assign to the Landlord, and grant the Landlord a security interest in, the sublease and the rents payable thereunder and shall take all necessary steps required to perfect such assignment and security interest. (4) The sublease shall include provisions to the effect that (i) if the Landlord shall notify the sublessee that the Tenant is in default in the payment of rent or failure in the performance of its other obligations under this lease, which default has continued beyond the applicable notice and cure period therefor, and summary proceedings have been commenced by the Landlord against the Tenant by reason thereof, the subtenant shall, if so requested by the Landlord, pay all rent and other amounts due under the sublease directly to deliver items the Landlord, (ii) notwithstanding any such payment by the subtenant directly to the Landlord, the term of the sublease shall terminate simultaneously with the termination of the term of this lease and the subtenant shall surrender the subleased premises upon such termination, (iii) the sublease shall be subject and subordinate to this lease and to all matters to which this lease is or shall be subordinate, and (iv) any act or omission by the subtenant which, if performed by the Tenant would constitute an Event of Default under the lease, shall also constitute an Event of Default under the sublease. (5) The proposed subtenant or assignee shall have a financial standing, be of a character, be engaged in a business, and propose to use the premises in a manner, which in the Landlord's reasonable judgment, is in keeping with the Landlord's standards in such respect of the other office tenancies in the building. (6) Provided comparable space is then available for lease by the Landlord in the building, or the Landlord reasonably expects comparable space to become available within the next four months, the proposed assignee or subtenant shall not then be a tenant, subtenant or assignee of any space in the building, nor shall the proposed subtenant or assignee be a person or entity with whom the Landlord is then negotiating to lease space in the building. (7) The premises may be listed with a broker for any rental rate, but shall not, without the Landlord's prior consent, which consent shall not be unreasonably withheld or delayed, be otherwise publicly advertised for subletting at a rental rate less than the prevailing asking rental rate then set by the Landlord for comparable space in the building, and if no comparable space is then available, at the prevailing rental rate set by the Landlord. (8) The character of the business to be conducted or the proposed use of the premises by the proposed assignee or subtenant shall not (i) be likely to materially increase the Landlord's operating expenses beyond that which would be incurred for use by the Tenant or materially for use in accordance with the Work Letter attached hereto as Exhibit G; standards of use of other tenancies in the building, (2ii) Tenant’s failure materially increase the burden on elevators over the burden prior to fulfill its obligations as set forth such proposed assignment or subletting, (iii) unreasonably interfere with the use and enjoyment by other tenants in the building of their premises, or (iv) violate any provisions or restrictions contained herein relating to the use or occupancy of the premises. (9) Any proposed sublease shall provide that in the event of the termination of this Lease lease, or the Work Letter (including any failure to review re-entry or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope dispossession of the Tenant Improvements be modified in connection with by the Budget; or (7) delays caused by any revision Landlord under this lease, such subtenant shall, at the Landlord's option, attorn to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.as its

Premises. Landlord shall endeavor to tender possession In consideration of the obligation of Tenant to pay rent as hereinafter provided and in consideration of the other terms, provisions and covenants hereof, Landlord hereby demises and leases to Tenant, and Tenant hereby takes from Landlord, those certain tracts or parcels of land located in the County of Clar▇, ▇▇ate of Nevada, and more particularly described on Exhibit A attached hereto and made a part hereof (the "Land"), together with any buildings and other improvements erected or to be erected thereon, and together with all rights, privileges, easements and appurtenances belonging or in any way pertaining to the Land (all of the foregoing hereinafter collectively referred to as the "LEASED PREMISES"). The Leased Premises is now the subject of two existing leases -- (with i) a lease dated May 1, 1987 between the Tenant Improvements Broo▇▇ ▇▇▇ily Trust and Travelodge International Incorporated (the "TRAVELODGE LEASE") and (ii) a lease dated May 1, 1992 between the Broo▇▇ ▇▇▇ily Trust and Moving Forward, Inc. (the "MOVING FORWARD LEASE"). Subject to the following terms of this paragraph, Landlord hereby assigns its rights and obligations under the Travelodge Lease and the Core and Shell Work Substantially CompleteMoving Forward Lease (collectively, the "EXISTING LEASES") to Tenant. Tenant on or before the Estimated Delivery Date. If Core will indemnify and Shell Work or the Tenant Improvements as required pursuant to the terms hold Landlord harmless from any claims arising out of any breach of the Work Letter are not Substantially Complete on or before Existing Leases by Tenant. All rents accruing and received under the Estimated Delivery Existing Leases from and after the Effective Date for any reason whatsoever, then during the term of this Lease shall not be void or voidable, Landlord shall not be liable paid to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occursTenant; provided, however, if that rents received by Tenant pursuant to the satisfaction of Existing Leases shall first be applied against any rents which became due and payable during the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work day period preceding the Effective Date, and the same shall be paid to Landlord. Concurrently herewith, Landlord shall provide Tenant Improvementswith a certificate showing any delinquent or past due rents under the Existing Leases. During the Feasibility Period, Landlord’s architect as defined below, it is anticipated that Tenant will attempt to reach an agreement with the tenants under the Existing Leases allowing Tenant to terminate such leases. Any buyout amounts or other costs of negotiating such agreements and/or terminating such leases shall calculate and certify in writing to Landlord and be paid by Tenant. Tenant the Rentable Area acknowledges that Article XXII of the Travelodge Lease grants a right of first refusal to the tenant thereunder. Unless such right of first refusal is waived by the tenant under the Travelodge Lease, Landlord shall, promptly after execution of this Lease, offer the Leased Premises to such tenant in accordance with Article 9such right of first refusal. If such offer is accepted, this Lease shall automatically terminate and the remaining portion of the Security Deposit, as defined below, shall be returned to Tenant. Tenant acknowledges that the Travelodge Lease contains an early termination provision and that Landlord has entered into a letter agreement, dated January 3, 1995, with the tenant under such lease providing for the reimbursement of certain of such tenant's refurbishment costs in the event of early termination. Any amounts payable under such lease provision or side letter shall likewise be due and payable by Tenant. Similarly, Tenant acknowledges that the Travelodge Lease provides for a maintenance reserve (the "TRAVELODGE RESERVE") which is to be paid to Landlord upon termination of the Travelodge Lease. All funds held in or payable to the Travelodge Reserve as of the Effective Date, which calculation must the parties agree to be approved by Landlord Four Hundred Thirty-Nine Thousand Four Hundred Forty-Four Dollars and Ninety Cents ($439,440.90), (the "EXISTING RESERVE AMOUNT") shall be the sole and exclusive property of Landlord, and Tenant (both hereby agreeing shall have no interest therein. Any amounts added to act reasonably with respect to granting such approval). “Tenant Delay” the Travelodge Reserve after the Effective Date shall mean any delay in be the commencement or completion sole and exclusive property of the Core and Shell Work or the TI Work that results from or arises out of any Tenant. In no event shall Tenant terminate either of the following: (1) delays or failure Existing Leases until Tenant's right of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as termination set forth in this Paragraph 5 below expires or is waived by Tenant, and in no event shall Tenant terminate the Travelodge Lease or unless the Work Letter (including any failure tenant thereunder releases the Existing Reserve Amount to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurpromptly upon such termination.

Premises. Rent -------------- 1.1 Landlord hereby leases to Tenant, and Tenant hereby hires from Landlord, the Premises for the Term to commence on the Commencement Date and to end at 11:59 p.m. on the Expiration Date or until such term shall endeavor sooner cease and terminate as hereinafter provided. In the event that Landlord fails to tender deliver possession of the Premises (8/th/ floor in accordance with this Lease by June 1, 2000, Landlord shall commence a holdover proceeding against the tenant occupying the 8/th/ floor and shall diligently prosecute such holdover proceeding through completion and Tenant shall have the right to deduct any amount prepaid to Landlord in connection with the Tenant Improvements and 8/th/ Floor of the Core and Shell Work Substantially Complete) Premises from the next monthly installment payment of fixed annual rent. In the event Landlord is unable to deliver possession of the 8/th/ floor to Tenant by December 31, 2000, Tenant may cancel this Lease by providing Landlord with a written fifteen (15) day notice of termination ("Notice of Termination") in accordance with Article 30 of this Lease on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms January 15, 2001, time being of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoeveressence, then and if Tenant provides Landlord with such Notice of Termination, this Lease shall not be void or voidable, Landlord terminate and come to end and neither party shall not be liable have any further liability to Tenant each either for any loss obligation under this Lease. (a) Except as otherwise provided in the definition of "Fixed Annual Rent," from and after the 7/th/ Floor and 8/th/ Floor Rent Commencement Date, Tenant shall pay to Landlord the fixed annual rent at the fixed annual rental rate set forth in the Reference Pages, which shall be payable in equal monthly installments on or damage resulting therefrom in advance of the first day of each and every calendar month during the Term of this Lease. The first monthly installment of the 7/th/ Floor Fixed Annual Rent shall be payable by Tenant upon the execution of this Lease. Should the 7/th/ Floor or 8/th/ Floor Rent Commencement Date fall on any day other than the first day of a month, the 7/th/ Floor or 8/th/ Floor Fixed Annual Rent for such month shall not occur until Substantial Completion be pro-rated on a per diem basis, and Tenant shall pay the amount for such partial month on the 7/th/ Floor or 8/th/ Floor Rent Commencement Date, as the case may be. Should the Expiration Date fall on any day other than the last day of Core and Shell Work and a month, then the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements Expiration Date shall be deemed modified such that it is the last day of the calendar month in which the Expiration Date was scheduled to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the 7/th/ Floor or 8/th/ Floor Fixed Annual Rent, as the case may be, for such partial period shall be pro-rated on a per diem basis. In such event the amount paid by Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within upon execution of this Lease shall be applied to the fixed annual rent payable on the first day of the first month following the Commencement Date. (b) Any sum other than fixed annual rent payable hereunder (hereinafter called "additional rent") shall be deemed additional rent, and together with fixed annual rent shall be included in the term "rent" and shall, unless otherwise stated, be due thirty (30) days after Substantial Completion demand. Fixed annual rent and additional rent shall be paid in lawful money of Core the United States by good and Shell Work and sufficient check (subject to collection) drawn to Landlord's order or as Landlord may direct on a bank which is a member of the Tenant Improvements, Landlord’s architect New York Clearinghouse Association or a successor thereto. Said checks shall calculate and certify in writing be sent to Landlord at its address as hereinabove set forth, or to such other party or parties and/or at such other address(es) as Landlord shall designate by written notice to Tenant. Tenant, provided it gives Landlord written notice, may also pay rent by wire transfer to a bank designated by Landlord in writing. (c) Tenant shall pay the fixed annual rent and additional rent promptly when due without notice or demand therefor and without offset, credit, abatement, deduction, counterclaim or set off or for any reason whatsoever, except such deduction as may be expressly set forth in Articles 9 and 13. 1.3 If Tenant shall fail to pay any installment of fixed annual rent or any payment of additional rent for a period of ten days after such installment or payment shall have become due, Tenant shall pay interest thereon at the Rentable Area Interest Rate, from the date when such installment or payment shall have become due to the date of the Premises in accordance with Article 9payment thereof, which calculation must and such interest shall be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of deemed additional rent. 1.4 If any of the following: fixed annual rent or additional rent payable under the terms and provisions of this Lease shall be or become uncollectible, reduced or required to be refunded because of any Legal Requirements, Tenant shall enter into such agreement(s) and take such other steps as Landlord may request and as legally may be permissible to permit Landlord to collect the maximum rents that, from time to time during the continuance of such legal rent restriction, legally may be permissible (1and not in excess of the amounts reserved therefor under this Lease). Upon the termination of such legal rent restriction, (a) delays or failure of Tenant to deliver items the rents shall become and thereafter shall be payable in accordance with the Work Letter attached hereto as Exhibit G; amounts reserved herein for the periods following such termination and (2b) Tenant’s failure Tenant shall pay to fulfill its obligations as set forth Landlord, to the maximum extent legally permissible, an amount equal to (i) the rents that would have been paid pursuant to this Lease but for such legal rent restriction less (ii) the rents paid by Tenant during the period such legal rent restriction was in effect. 1.5 No payment by Tenant or receipt or acceptance by Landlord of a lesser amount than the correct fixed annual rent or additional rent shall be deemed to be other than a payment on account, nor shall any endorsement or statement on any check or any letter accompanying any check or payment be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance or pursue any other remedy provided in this Lease or at law. 1.6 Landlord shall have the Work Letter same rights and remedies (including any failure including, without limitation, the right to review or approve or disapprove any items in accordance with the Work Letter); (3commence a summary proceeding) delays caused by Tenant Change Order Requests (as defined for a default in the Work Letter) or TI Tenant Change Order Requests (payment of additional rent as defined in a default in the Work Letter); (4) unavailability payment of materials, components or finishes for Core and Shell Work or fixed annual rent notwithstanding the fact that Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission may not then also be in default in the payment of Tenant or Tenant’s Agents that interferes with the progress fixed annual rent. 1.7 The exterior walls of the work; (6) failure Building, elevators and elevator shafts, and other Building shafts, electrical closets and conduits which extend to any floor above or below the Premises, the roof, and the portions of Landlord any window ▇▇▇▇▇ outside the windows, and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope windows are not part of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision Premises and Landlord reserves all rights to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice such parts of the date when Landlord believes the Term Commencement Date will occurBuilding.

Premises. In the event that Landlord fails to make any repairs to the Building or its systems which directly affect the use of the Premises, or supply any services to Premises, Tenant shall have the right to provide written notice thereof to Landlord, which notice shall, if possible, specify with reasonable detail the failure and required action. Landlord shall endeavor to tender possession of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if cure such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget default within ten (10) calendar business days after receipt of such notice (provided that if such failure cannot be cured within ten (10) business days, then such longer period as may reasonably be required provided that Landlord delivers begins curative action within such 10-business day time period and thereafter diligently prosecutes such curative action to completion). In the event that Landlord fails to satisfy the applicable obligation(s) or provide the applicable service in the specified time period, then Tenant shall provide a draft Budget second written notice to Landlord, which notice shall describe the work or service that Tenant intends to undertake and the estimated cost of such work or service, to the extent practical. In the event that Landlord fails to satisfy the applicable obligation(s) or provide the applicable service within five (5) business days following receipt of the second notice, Tenant may proceed to make the repairs or service that Landlord failed to make. Notwithstanding the foregoing, Tenant shall not make any such repairs or service in the event that (a) prior to any such repairs or service Landlord gives to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when legitimate business reasons (other than lack of funds) as to why Landlord believes is not willing to make such repairs or service in the Term Commencement Date time requested by Tenant, and (b) not making such repairs or service will occurin no manner impair Tenant’s use of, and/or access to, the Premises. By way of example and not by limitation, it may be more effective for Landlord to make certain non-emergency repairs during warmer months of the year.

Premises. Tenant is currently in occupancy of the Premises, and Landlord shall endeavor has no obligation to tender possession perform any construction or other work to the interior or exterior of the Premises or elsewhere at the Property in preparation for Tenant’s occupancy. LANDLORD LEASES AND WILL LEASE AND TENANT TAKES AND WILL TAKE THE PREMISES AS IS, AND TENANT ACKNOWLEDGES THAT LANDLORD (with WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE PREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that the Premises are of its selection and to its specifications and that the Premises have been inspected by Tenant Improvements and are satisfactory to it. In the Core and Shell Work Substantially Complete) to Tenant on event of any defect or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms deficiency in any of the Work Letter are not Substantially Complete on Premises of any nature, whether patent or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidablelatent, Landlord shall not be liable to Tenant have any responsibility or liability with respect thereto or for any loss incidental or damage resulting therefrom consequential damages (including strict liability in tort). The provisions of this Article have been negotiated, and the Term Commencement Date shall not occur until Substantial Completion foregoing provisions are intended to be a complete exclusion and negation of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined warranties by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9express or implied, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialsPremises, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect arising pursuant to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant uniform commercial code or any request by Tenant that the scope of the Tenant Improvements be modified other law now or hereafter in connection with the Budget; effect or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurotherwise.

Premises. Landlord shall endeavor to tender possession Effective as of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms date hereof, Section 1.01 of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Original Lease shall not be void or voidable, Landlord shall not be liable is amended to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of add the following: “Tenant and Landlord agree that Tenant shall surrender the “Existing Premises” (1such term as used herein intending to refer to the 3,102 rentable square feet on the 3rd floor of the portion of the Building known as the Riverview Building and known as Suite 3D) delays or failure of Tenant to deliver items Landlord on the “Replacement Premises Commencement Date” (as herein after defined) in accordance with the Work Letter provisions of Section 8.6, and as of such date Tenant shall cease to have any tenancy or occupancy rights to the Existing Premises. Landlord and Tenant agree that from and after the Replacement Commencement Date, the “Premises” shall be the 5,855 rentable square feet on the 2nd floor of the portion of the Building known as the Courtside Building, shown on Exhibit A (revised) attached hereto (also known as Exhibit G; the “Replacement Premises”). Tenant agrees to lease the Replacement Premises from Landlord, and Landlord hereby agrees to lease the Replacement Premises to Tenant, subject to all of the terms and conditions hereof, commencing on the Replacement Premises Commencement Date. Tenant acknowledges that it has had a full, adequate and complete opportunity to inspect the Replacement Premises, and, subject to Landlord’s obligation to complete “Landlord’s Replacement Premises Work” (2) as hereinafter defined), Tenant is fully and completely satisfied with the Replacement Premises. If any repairs, improvements or work, other than Landlord’s Replacement Premises Work, should be necessary to prepare the Replacement Premises for Tenant’s failure to fulfill its obligations as set forth use and occupancy, Tenant shall perform such additional work at Tenant’s sole cost and expense and in this Lease or the Work Letter (including any failure to review or approve or disapprove any items event in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in terms and conditions of this Lease. On the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialsReplacement Premises Commencement Date, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant this Lease shall terminate with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope Existing Premises and all of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision terms and conditions of this Lease shall apply to the Budget or TI Tenant Change Order RequestReplacement Premises. Landlord Thereafter, all references to the capitalized term “Premises” shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of mean the date when Landlord believes the Term Commencement Date will occurReplacement Premises.”

Premises. Landlord shall endeavor All real and personal property and other applicable taxes and assessments and other charges relating to tender possession the Premises which are due and payable on or prior to the Closing Date as well as taxes and assessments due and payable subsequent to the Closing Date but which Title Company requires to be paid at Closing as a condition to the issuance of the Premises (title insurance policy described in Section 9.C, shall be paid by Debtor at or prior to the Closing. The Closing documents shall be dated as of the Closing Date. Debtor and FFCA hereby employ Title Company to act as escrow agent in connection with the Tenant Improvements transaction described in this Agreement. Title Company shall not cause the transaction to close unless and until it has received written instructions from FFCA and Debtor to do so. Debtor and FFCA will deliver to Title Company all documents, pay to Title Company all sums and do or cause to be done all other things necessary or required by this Agreement, in the Core reasonable judgment of Title Company, to enable Title Company to comply herewith and Shell Work Substantially Complete) to Tenant enable any title insurance policy provided for herein to be issued. Title Company is authorized to pay, from any funds held by it for FFCA's or Debtor's respective credit all amounts necessary to procure the delivery of such documents and to pay, on or before behalf of FFCA and Debtor, all charges and obligations payable by them, respectively. Debtor will pay all charges payable by it to Title Company. Title Company is authorized, in the Estimated Delivery Date. If Core and Shell Work event any conflicting demand is made upon it concerning these instructions or the Tenant Improvements as required escrow, at its election, to hold any documents and/or funds deposited hereunder until an action shall be brought in a court of competent jurisdiction to determine the rights of Debtor and FFCA or to interplead such documents and/or funds in an action brought in any such court. Deposit by Title Company of such documents and funds, after deducting therefrom its charges and its expenses and attorneys' fees incurred in connection with any such court action, shall relieve Title Company of all further liability and responsibility for such documents and funds. Title Company's receipt of this Agreement and opening of an escrow pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements Agreement shall be deemed to occur when (constitute conclusive evidence of Title Company's agreement to be bound by the terms and conditions of this Agreement pertaining to Title Company. Disbursement of any funds shall be made by wire transfer, as reasonably determined directed by Landlord) Substantial Completion of Core FFCA and Shell Work Debtor. Title Company shall be under no obligation to disburse any funds represented by check or draft, and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect no check or draft shall calculate and certify be payment to Title Company in writing to Landlord and Tenant the Rentable Area of the Premises in accordance compliance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays requirements hereof, until it is advised by the bank in which such check or failure draft is deposited that such check or draft has been honored. Title Company is authorized to act upon any statement furnished by the holder or payee, or a collection agent for the holder or payee, of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease any lien on or the Work Letter (including any failure to review charge or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified assessment in connection with the Budget; Premises, concerning the amount of such charge or (7) delays caused assessment or the amount secured by such lien, without liability or responsibility for the accuracy of such statement. The employment of Title Company as escrow agent shall not affect any revision rights of subrogation under the terms of any title insurance policy issued pursuant to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurprovisions thereof.

Premises. (a) Tenant has requested and Landlord shall endeavor has agreed to tender possession an expansion of the Premises (with collectively, the Tenant Improvements "Expansion Space") to include the addition of (i) approximately 8,427 rentable square feet on the second floor of the Building known as Suite 200, and (ii) approximately 2,863 rentable square feet known as Suite 30 in the building known as the Receiving Room. A floor plan of the Expansion Space is attached hereto and made a part hereof as Exhibit A. (b) The term of the Lease for the Expansion Space shall commence upon the date that the Expansion Space is substantially complete (as evidenced by a certificate of occupancy issued by the City of Durham and certification of substantial completion by the Architect), which it is estimated shall occur on September 1, 2015 (the "Expansion Commencement Date"), and shall terminate on the revised Termination Date. On the Expansion Commencement Date, the term "Premises" under the Lease shall include the Expansion Premises, and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements term "Building" shall be deemed to occur when include the Receiving Room Building. Notwithstanding the foregoing, upon Tenant's request and within a reasonable timeframe thereafter, Landlord shall advise Tenant if a portion of the Expansion Space (the "Early Portion") may be occupied by Tenant before the entirety of the Expansion Space is completed and Tenant shall advise Landlord if it desires to occupy the Early Portion. Early occupancy of the Early Portion shall not trigger the Expansion Commencement Date or the Expansion Rent Abatement (as reasonably determined by Landlorddefined herein) Substantial Completion and for such occupancy, Tenant shall pay an equitable portion of Core the Base Rent based upon the then current rate for the Premises, and Shell Work and any other charges for the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty Early Portion (30) days after Substantial Completion of Core and Shell Work and including increased charges for Operating Expenses based upon the Tenant Improvementsincreased Tenant's Proportionate Share), Landlord’s architect shall calculate and certify in writing to with Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord negotiating reasonably and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice determine such charges based on the square footage of the date when Landlord believes Early Portion and the Term number of days Tenant occupies the Early Portion for the conduct of its business prior to the actual Expansion Commencement Date will occurat which time, Tenant shall pay the Base Rent set forth in the Landlord's Notice (as defined herein). (c) Effective upon the Expansion Commencement Date, Tenant's Proportionate Share of the ▇▇▇▇▇▇▇ A Warehouse Building shall be 32.32431 percent, Tenant’s Proportionate Share of the Receiving Room / Prizery Building shall be 8.41119 percent, and Tenant’s Proportionate Share of the Project shall be 22.82741 percent.

Premises. Landlord 2.1 Commencing on January 17 1998 (the "AP Commencement Date") there shall endeavor be added to tender the Original Premises those certain premises consisting of approximately 12,214 rentable square feet located at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ (the "Additional Premises"), which Additional Premises are depicted on the site plan (building plan, etc.) attached hereto and made a part hereof as Exhibit A. Tenant hereby acknowledges that the Additional Premises are presently being occupied by Four 11 Corporation (the "Existing Tenant"). Landlord's delivery to Tenant of possession of the Additional Premises (with by January 17, 1998 is contingent upon the Existing Tenant Improvements vacating the Additional Premises and the Core and Shell Work Substantially Complete) surrendering possession thereof to Landlord by January 9, 1998. If Landlord cannot deliver to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms possession of the Work Letter are not Substantially Complete Additional Premises broom clean but without any tenant improvements of any kind or nature on or before the Estimated Delivery Date for any reason whatsoeverJanuary 17, then this Lease shall not be void or voidable1998, Landlord shall not neither be liable subject to Tenant for any loss or damage resulting therefrom and liability nor shall the Term Commencement Date shall not occur until Substantial Completion validity of Core and Shell Work and the Tenant Improvements occursLease be affected; provided, the Lease Term applicable to the Additional Premises shall commence on the date possession is tendered and in no event shall the Expiration Date be extended. Accordingly, the date Landlord is to deliver the Additional Premises, namely Please Initial January 17, 1998, shall only be extended to a date later than January 17, 1998 if Landlord fails to tender to Tenant possession of the Additional Premises broom clean but without any tenant improvements of any kind or nature being made thereto solely due to the Existing Tenant failing to vacate and surrender possession of the Additional Premises to Landlord prior to January 9, 1997. Upon Landlord's delivery to Tenant of possession of the Additional Premises broom clean but without any tenant improvements being made there to of any kind or nature, Tenant shall promptly deliver written notice to Landlord confirming same (however, if any failure by Tenant to deliver to Landlord such written notice shall not affect the satisfaction effectiveness of the requirements for Substantial Completion Lease). By taking possession of Core and Shell Work the Additional Premises broom clean without any tenant improvements of any kind or the nature being made thereto, Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and have accepted the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Additional Premises in accordance with Article 9, which calculation must be approved by Landlord good condition and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion state of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurrepair.

Premises. a. Effective upon the earlier of, (i) the Substantial Completion Date (as defined in Section 3.4 of Exhibit B, hereof), or (ii) Tenant’s commencement of business activities in any part of Suite 2000 (“Suite 2000 Commencement Date”) the Premises shall be revised to include Suite 2000. If Landlord shall endeavor fails to tender deliver possession of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date Suite 2000 by June 1st, 2019 for any reason whatsoever, then this Lease shall not be void or voidablereason, Landlord shall not be liable for any damages caused thereby, and this Lease shall not become void or voidable. Notwithstanding the preceding sentence, if Landlord has not delivered possession of Suite 2000 to Tenant for any loss or damage resulting therefrom and by September 1st, 2019 (the Term Commencement Date "Suite 2000 Delivery Deadline"), Landlord shall not occur until Substantial Completion have any liability to Tenant, but in such event (excepting cases in which such non-delivery was due in whole or in part to a Force Majeure Event), Tenant, as its sole remedy, shall have the right to cancel this Amendment by giving written notice of Core such cancellation to Landlord at any time after the Suite 2000 Delivery Deadline and Shell Work and prior to the Tenant Improvements occurs; provideddate Landlord delivers possession of Suite 2000 to Tenant, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements in which case this Amendment shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within cancelled effective thirty (30) days after Substantial Completion Landlord's receipt of Core and Shell Work and Tenant's cancellation notice, unless Landlord delivers possession of Suite 2000 to Tenant within said thirty (30) day period; provided, however, that the Suite 2000 Delivery Deadline shall be extended by the number of days that Landlord is delayed in delivering possession of Suite 2000 due to any Tenant ImprovementsDelay (as defined in Paragraph 5 of Exhibit B, Landlord’s architect hereof). In the event of such cancellation by Tenant, Landlord shall calculate and certify in writing promptly return the Additional Security Deposit, as hereinafter defined, to Landlord and Tenant. b. Effective at close of business the day immediately preceding the Suite 2000 Commencement Date, Tenant the Rentable Area shall surrender possession of the Current Premises in the condition required under the Original Lease. Upon delivery in such condition, the Current Premises shall be removed from the Premises. If Tenant fails to so surrender possession of the Current Premises within five (5) days following the Suite 2000 Commencement Date, Tenant shall be deemed to have held over in the Current Premises and all provisions of the Article 19 of the Original Lease (Holding Over and Surrender) shall apply including the continuing obligation to pay Monthly Base Rent (as adjusted in accordance with Article 9, which calculation must be approved by Landlord 19) and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests Share of Escalations (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress Exhibit B of the work; (6Original Lease) failure of Landlord and Tenant to agree (for any reasonthe Current Premises, provided Landlord acts in good faith and diligently to work with Tenant with respect addition to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope payment of the Tenant Improvements be modified Rent for Suite 2000 as provided for in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice Sections 3 and 5 of the date when Landlord believes the Term Commencement Date will occurthis Amendment.

Premises. Landlord (a) Except as otherwise set forth herein, after the Closing Date, Purchaser shall endeavor have the right to tender possession of operate the operations at the Leased Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before Loan Fulfillment Center as it deems appropriate in its sole discretion. Notwithstanding the Estimated Delivery Dateforegoing, Purchaser shall not unreasonably cease operations at a Leased Premises, except under the circumstances described in Section 7.5(c). If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease The Parties acknowledge that it shall not be void deemed unreasonable for Purchaser to cease operations at a Leased Premises in the event that the profitability or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction anticipated profitability of the requirements operations related to the Leased Premises are not satisfactory to Purchaser. (b) During the portion of the Production Period after the Closing Date, Purchaser shall provide pricing and product programs for Substantial Completion of Core Mortgage Loans to the wholesale operations at the Leased Premises similar to the pricing and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed product programs for Mortgage Loans that Purchaser provides to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurredits other wholesale operation offices. Within If a Leased Premises is located within thirty (30) days after Substantial Completion miles of Core another office of Purchaser’s wholesale division, then the wholesale operations located at such Leased Premises shall have access to equivalent pricing and Shell Work and loan programs for Mortgage Loans to which the Tenant Improvements, Landlordother office of Purchaser’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant wholesale division has. (both hereby agreeing to act reasonably with c) With respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: Non-Terminable Leased Premises, if during the eighteen (118) delays or failure month period following the Closing Date, (i) more than half of Tenant the employees that were working at a Non-Terminable Leased Premises as of the Closing Date cease working for Purchaser at such Non-Terminable Leased Premises and (ii) Purchaser ceases conducting wholesale mortgage operations at such Non-Terminable Leased Premises, then Seller shall be obligated to deliver items pay any and all costs and expenses incurred by Purchaser in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter subleasing such Non-Terminable Leased Premises (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused difference between rental payments received by Tenant Change Order Requests (as defined in the Work LetterPurchaser and retail payments payable by Purchaser) or TI Tenant Change Order Requests terminating the Lease for such Non-Terminable Leased Premises. Purchaser may setoff or deduct any such amounts from any Production Payments payable after Purchaser ceases wholesale mortgage operations in such Non-Terminable Leased Premises. (as defined in the Work Letter); (4d) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with With respect to the BudgetLease for the Leased Premise located at ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇, in the event Purchaser terminates such Lease, Seller shall reimburse Purchaser for fifty percent (50%) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified amount of the termination fees and other termination-related fees paid or incurred by Purchaser in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice termination of the date when Landlord believes the Term Commencement Date will occursuch Lease.

Premises. Pursuant to the provisions of Paragraph 29 of the Lease, effective the earlier of October 1, 2002 or the date Landlord shall endeavor to tender delivers possession of the Expansion Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant ("Expansion Premises Commencement Date"), the Premises shall be expanded to include Suites 120 and 160, containing approximately 23,563 rentable square feet as depicted on or before the Estimated Delivery floor plans attached hereto, marked Exhibit "A" and by this reference made a part hereof (the "Expansion Premises"), for a total in the Premises of approximately 131,139 rentable square feet. Beginning on the Expansion Premises Commencement Date. If Core , the"Premises," as that term is defined in the Lease, shall be amended to mean and Shell Work or include the Tenant Improvements as required pursuant Expansion Premises and, subject to the terms of this Amendment, the Work Letter are demise of the Expansion Premises shall be subject to each and every term, provision and condition set forth in the Lease as if the Expansion Premises were originally demised thereunder. Notwithstanding the foregoing, Tenant acknowledges that Kirkham Michael & Associat▇▇, ▇▇▇. (▇▇▇ Current Tenant") currently leases the Expansion Premises, with such lease expiring on September 30, 2002. Should the Current Tenant holdover and not Substantially Complete on or before vacate the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableExpansion Premises prior to the Expansion Premises Commencement Date, Landlord shall will not be liable to Tenant for any loss or damage resulting therefrom damages suffered by Tenant as a result of such holdover. However, in such event, Landlord will use reasonable efforts to pursue its legal remedies to evict the Current Tenant from the Expansion Premises. Alternatively, in the event that the Current Tenant vacates the Expansion Premises prior to the expiration of its lease therefor, Landlord shall deliver possession of the Expansion Premises earlier than October 1, 2002. Tenant hereby represents and the Term Commencement Date warrants to Landlord that Tenant shall not occur until Substantial Completion of Core and Shell Work and engage in any discussions with the Current Tenant Improvements occurs; provided, however, if the satisfaction concerning early termination of the requirements for Substantial Completion of Core and Shell Work Current Tenant's premises, or the Tenant Improvements have been delayed by any Tenant Delayrelated issues, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurredwithout Landlord being present. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area agree that upon delivery by Landlord to Tenant of the Premises in accordance with Article 9Expansion Premises, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay the parties will execute a Commencement Date Certificate in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter form attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or "C" confirming the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Expansion Premises Commencement Date will occurDate.

Premises. Tenant currently occupies the Premises and represents to Landlord shall endeavor that it has examined and inspected the same, finds them satisfactory for Tenant’s intended use, and constitutes Tenant’s acceptance “AS IS - WITH ALL FAULTS.” Landlord makes no express or implied representations or warranties as to tender possession the condition of the Premises whatsoever. Promptly following the Effective Date, Tenant, at Tenant’s sole cost and expense, shall (with i) remove the Tenant Improvements internal stairwell between floor 3 and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms floor 4 of the Work Letter are not Substantially Complete on or before Project, close off the Estimated Delivery Date for any reason whatsoeverarea in which the stairwell was located, then this Lease shall not be void or voidableand restore the Project (including roof, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom ceiling, and flooring) in such area and (ii) finish the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area unfinished portion of the Premises located on the first floor (collectively, the “Tenant Work”). The Tenant Work shall be performed in accordance compliance with Article 9, which calculation must be approved by Exhibit B. It being understood that Landlord and Tenant (both hereby agreeing to act reasonably has no construction responsibilities with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion delivery of the Core and Shell Contracted Premises. The Tenant Work or the TI Work that results from or arises out of any shall be performed pursuant to Exhibit B. The portion of the following: Tenant Work described in clause (1i) delays or failure of Tenant to deliver items above shall be completed in accordance with the provisions of Exhibit B and sufficient to allow the commencement of the new tenant’s occupancy under the New Lease on or before 4th Floor Contraction Date. In the event that the Tenant Work Letter attached hereto described in clause (i) above is not completed by the 4th Floor Contraction Date, (a) Tenant acknowledges that Landlord will incur damages under the New Lease, and (b) Tenant shall pay to Landlord as Exhibit G; (2) Tenant’s damages for such failure to fulfill its obligations as set forth complete the Tenant Work described in this Lease or clause (i) above by the 4th Floor Contraction Date an amount equal to Five Hundred and No/100 Dollars ($500.00) per day for each day between the 4th Floor Contraction Date and the date on which the Tenant Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) is complete, excluding from that time period delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurForce Majeure.

Premises. In consideration of the obligation of Tenant to pay rent as herein provided, and in consideration of the other terms, provisions and covenants hereof, Landlord hereby leases to Tenant and Tenant hereby leases from Landlord, certain premises to be comprised of approximately 61,380 rentable square feet (the “Premises”) in a building to be constructed by Landlord (the “Building”) and situated on certain land (the “Land”) in Morrisville, the County of Wake, State of North Carolina, more particularly described on Exhibit A, attached hereto and incorporated herein by reference, together with all rights, privileges, easements, appurtenances and immunities belonging to or in any way pertaining to the Premises. A floor plan of the Building and the Premises shall be attached hereto and made a part hereof as Exhibit B. The measurement of the Premises shall be conducted in accordance with BOMA standards, 1996 edition, currently applicable for a Class A office building comparable to the Building. Any upfit performed by Landlord to prepare the Premises for occupancy by Tenant shall be conducted in a good and workmanlike manner and in accordance with all laws, statutes, and regulations, and Landlord shall endeavor warrant the construction of the improvements for a period of one year from the Commencement Date. The taking of possession by Tenant shall be deemed conclusively to tender possession establish that each portion of the Premises and any improvements thereto are in good and satisfactory condition as of the date Tenant commenced occupancy of that portion of the Premises, except for latent defects and punchlist items. Tenant and Landlord shall complete a punchlist of items requiring repair that are the responsibility of Landlord within thirty (30) days of the Commencement Date. Tenant further acknowledges that no representations as to the repair of the Premises, nor promises to alter, remodel or improve the Premises have been made by Landlord unless such representations or promises are expressly set forth in this Lease. Within five days of the Commencement Date, Tenant shall, upon demand of Landlord, execute and deliver to Landlord a letter of acceptance of delivery of the Premises, acknowledging the Commencement Date. All construction of the Premises shall be performed by Landlord in accordance with the schedule, plans and specifications for the Premises (herein referred to collectively as the “Plans”) which Plans are subject to the mutual and reasonable approval of Landlord and Tenant, a preliminary copy of which is attached hereto and made a part hereof as Exhibit C. Construction of the Premises shall proceed in accordance with the Building Design and Construction Schedule attached hereto and made a part hereof as Exhibit C-1. The components of the Shell Building shall be as set forth in Exhibit C-2, attached hereto and made a part hereof. The components of the Building Upfit shall be as set forth in Exhibit C-3, attached hereto and made a part hereof. Tenant shall review the Plans to provide its input with respect to all aspects of the Plans, including, but not limited to, the specific needs of Tenant with respect to Heating, Ventilation and Air Conditioning and other Building systems, and Landlord shall act reasonably to accommodate the specific needs of Tenant with respect to the Building systems. Notwithstanding the above, Landlord and Tenant agree that a formal construction schedule and final Construction Drawings and Specifications, upon the completion of such documents by Landlord, Landlord’s architectural and engineering service providers, and other such parties and further subject to the mutual and reasonable approval of such documents by Landlord and Tenant, will replace the contents of Exhibit C for purposes of controlling the actual construction of the Premises; and such formal construction schedule and final Construction Drawings and Specifications shall replace Exhibit C by means of a lease amendment between Landlord and Tenant. The base rent delineated in Paragraph 2(a) includes the costs of the Shell Building, currently estimated to be Ninety-Four and 35/100 Dollars ($94.35) per rentable square foot of the Premises (the “Shell Allowance”). Should the actual costs of the Shell Building (together with the Tenant Improvements reduced or increased financing costs and commissions of the Landlord) be different than the Shell Allowance, the base rent due hereunder shall be increased or decreased accordingly by multiplying the difference between the actual cost thereof and the Core Shell Allowance by a factor of Ten and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever85/100 Percent (10.85%), then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord. The base rent delineated in Paragraph 2(a) Substantial Completion also includes a contribution by the Landlord of Core Ninety-Two and Shell Work 14/100 Dollars ($92.14) per rentable square foot of the Premises to be applied to the Building upfit, as set forth in Exhibit C-2 (the “Upfit Allowance”). Further, Landlord has agreed to permit Tenant to increase the Upfit Allowance by up to an additional Twelve and 86/100 Dollars ($12.86) per Rentable Square Foot of the Premises to satisfy Tenant’s interior finish requirements, as reasonably approved by Landlord (the Additional Upfit Allowance”). At the option of Tenant, any portion or all of the Additional Upfit Allowance used by Tenant Improvements would have occurred if to complete the upfit shall be amortized over the term of the Lease with interest at the rate of eleven percent (11%) per annum and repaid by Tenant in equal monthly installments together with its payment of base rent hereunder. Should for any reason the upfit costs for the Premises be greater than a total of One Hundred Five and NO/100 Dollars ($105.00) per rentable square foot (the “Maximum Upfit Allowance”), such excess (the “Excess”) shall be borne by Tenant Delay had not occurred. Within and payable by Tenant to Landlord within thirty (30) days after Substantial Completion of Core and Shell Work and demand by Landlord to Tenant. Failure by Tenant to pay the Tenant ImprovementsExcess upon demand as aforesaid is an event of default hereunder and, Landlord’s architect shall calculate and certify in writing addition to all other remedies available to Landlord and at law, or in equity for such event of default, Landlord may recover from Tenant the Rentable Area cost it incurs in preparing the Premises for another tenant. Should the upfit costs for the Premises be less than the Upfit Allowance, Tenant shall be allowed to upgrade the improvements to the Premises, as reasonably approved by Landlord, to fully utilize the entire Upfit Allowance; or Tenant may elect to have Landlord apply the unused Upfit Allowance (together with the reduced financing costs and commissions of Landlord), multiplied by the amortization constant for eleven percent (11%) per annum to reduce the base rent due hereunder, proportionately over the entire Lease Term, all as reasonably determined by Landlord and Tenant. Additionally, in the event that Tenant shall not utilize all the Upfit Allowance or all or any part of the Additional Upfit Allowance, Tenant shall have the right to apply such unused monies towards the costs of upfitting the Premises subsequent to completion of the initial improvements (“Deferred Allowance”) up to the Maximum Upfit Allowance, subject to mutual and reasonable approval of plans and specifications for such improvements by Landlord and Tenant. Tenant’s right to the Deferred Allowance shall expire at the end of the second year of the term of the Lease and Landlord shall have no further obligation to provide any improvement allowances of any kind during the term of the Lease unless stated otherwise in this Lease. Any Deferred Allowance used by Tenant shall be amortized over the term of the Lease remaining at the time of completion of such improvements, with interest at the rate of eleven percent (11%) per annum (the “Amortization Constant”), and repaid by Tenant in equal monthly installments together with its payment of base rent hereunder. Landlord shall act reasonably to allow Tenant reasonable access to the Premises at least thirty days prior to the Commencement Date to install its furniture, telephone and computer systems, and other special Building systems. Tenant covenants and agrees to conduct its actions in such a manner to not disturb the preparation by Landlord of the Premises in accordance with Article 9for occupancy by Tenant. Upon the entry by Tenant onto the Premises, which calculation must this Lease shall be approved by Landlord and Tenant (both hereby agreeing deemed to act reasonably apply with respect to granting such approval). “the requirements that Tenant Delay” carry the insurance policies required under this Lease, and that Tenant shall mean any delay in the commencement or completion of the Core indemnify, defend and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items hold harmless Landlord in accordance with the Work Letter attached hereto provisions of this Lease, as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth provided in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core Sections 10 and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur11 hereof.

Premises. Landlord shall endeavor Lessor and Lessee agree to tender inspect the Premises jointly prior to Lessee taking possession and to complete a move-in checklist noting in writing any existing damage to the Property; further, within three (3) business days following the termination of Lessee's occupancy, Lessor and Lessee will jointly re- inspect the premises and compile a comprehensive list of any damage done to the premises during Lessee's occupancy. Lessee will be responsible for the cost of repairing any such damage. Lessee agrees to maintain the premises in a clean and orderly condition at all times and will be charged at least $200.00 for the cost of clean up if the premises and yard are not left clean, free of trash, and ready for occupancy by the next tenant at the termination of this lease. If Lessee does not maintain the interior and exterior of the Premises (premises in a clean and sanitary manner, Lessor may have the premises cleaned at Lessee's expense if Lessee does not do so after receiving three day's written notice from Lessor. Lessee acknowledges that the residence, equipment, and fixtures will be under the control of Lessee and Lessee accepts the unit in "AS IS" condition as suited for the use intended. Lessee agrees to keep said premises, together with the Tenant Improvements fixtures therein, in a clean, neat, safe and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Datesanitary condition. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify Lessee will at once report in writing to Landlord Lessor any defective or unsafe condition known to Lessee that Lessor is required to repair, and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing failure so to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out report will relieve Lessor of any responsibility for any damage or injury resulting from such condition. Lessee will be liable for, and shall hold Lessor harmless from, any damage to the premises and for any claims or injuries due to the action or inaction of the following: (1) delays or failure of Tenant Lessee. Lessee shall pay to deliver items in accordance Lessor as additional rent with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or next rent payment the Work Letter (including cost of repairing any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays damage, beyond normal wear and tear, caused by Tenant Change Order Requests (as defined in the Work Letter) Lessee or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability a guest. Lessee will not withhold payment of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) rent because a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurrepair has not been completed.

Premises. Effective as of May 1, 2004 ("Effective Date"), Article 1.01 of the Lease is hereby amended such that the space as shown on Exhibit A-1 attached hereto and hereby incorporated herein and made a part hereof, which all parties hereto agree that for all purposes of the Lease consists of approximately 21,487 rentable square feet located on the third floor of Building A, is hereby substituted as the Demised Premises and shall be referred to as the "Demised Premises" in the Lease and this Amendment as of the Effective Date. Landlord shall endeavor deliver such substituted Demised Premises broom clean and furnished with furniture similar to tender possession that in the Existing Demised Premises (as hereinafter defined), subject to Tenant's reasonable approval. As of the Premises Effective Date such furniture shall be deemed the "Furniture" as such term is used in the Lease and as more particularly shown in Exhibit B-2, attached hereto and made a part hereof (all at Landlord's sole cost). Tenant shall surrender the space it currently occupies (the "Existing Demised Premises") in broom clean condition, together with the Tenant Improvements and the Core and Shell Work Substantially Complete) Furniture provided to Tenant on or before by Landlord during the Estimated Delivery Date. If Core Term prior to this Amendment, with all of Tenant's personal possessions removed, and Shell Work or the Tenant Improvements as required any damage caused by such removal shall be repaired (all at Tenant's sole cost) pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction Article 10 of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant DelayLease. The parties acknowledge that, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with such surrender, no Alteration removal nor restoration work is required to be performed by Tenant in the Budget; or (7) delays caused by any revision Existing Demised Premises pursuant to Section 9.02 of the Lease. Subject to such surrender, Tenant's obligation to pay Base Rent, Additional Rent, and Electricity Costs on the Existing Demised Premises shall cease as of the Effective Date, except to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith extent such obligations have been incurred and not satisfied prior to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurEffective Date.

Premises. Landlord 13. Owner or Owner’s agents shall endeavor to tender possession of have the Premises right (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease but shall not be void obligated) to enter the demised premises in any emergency at any time, and, at other reasonable times and upon reasonable prior notice, to examine the same and to make such repairs, replacements and improvements as Owner may reasonably deem necessary and desirable to any portion of the building or voidablewhich Owner may elect to perform, Landlord in the premises, following Tenant’s failure, after applicable notice and cure periods (except in the case of any emergency when no such notice shall be required), if any, to make repairs or perform any work which Tenant is obligated to perform under this lease, or for the purpose of complying with laws, regulations and other directions of governmental authorities. Tenant shall permit Owner to use and maintain and replace pipes and conduits in and through the demised premises and to erect new pipes and conduits therein. Provided that they are concealed within the walls, floors or ceiling or otherwise encased within sheetrock and do not result in a material reduction in floor area of the demised premises, Owner may, during the progress of any work in the demised premises, take all necessary materials and equipment into said premises without the same constituting an eviction nor shall the Tenant be liable entitled to Tenant for any abatement of rent while such work is in progress nor to any damages by reason of loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion interruption of Core and Shell Work and the Tenant Improvements occurs; business or otherwise, provided, however, if the satisfaction that Owner shall use commercially reasonable efforts at all times to minimize interference with Tenant’s use of the requirements demised premises so long as there is no extraordinary or overtime cost to Owner. Upon completion of such work, Owner shall restore the portions of the demised premises affected by such work to a similar condition given the nature of the work performed. Throughout the term hereof Owner shall have the right to enter the demised premises at reasonable hours and upon reasonable prior notice to Tenant for Substantial Completion the purpose of Core showing the same to prospective purchasers or mortgagees of the building, and Shell Work during the last six (6) months of the term for the purpose of showing the same to prospective tenants and may, during said six (6) month period, place upon the premises the usual notice “To Let” and “For Sale,” which notices Tenant shall permit to remain thereon without molestation. If Tenant is not present to open and permit an entry into the premises, Owner or Owner’s agents may enter the same whenever such entry may be necessary or permissible by master key or forcibly (if Tenant has not given to Landlord with a key and or other entry devices or codes) and provided reasonable care is exercised to safeguard Tenant’s property and such entry shall not render Owner or its agents liable therefor, nor in any event shall the obligations of Tenant hereunder be affected. Owner shall have the right at any time, without the same constituting an eviction and without incurring liability to Tenant therefore, to change the arrangement and/or location of public entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the building and to change the same, number or designation by which the building may be known but not to make any changes to the façade of the demised premises if such changes diminish access to or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area visibility of the Premises in accordance with Article 9, which calculation must be approved demised premises unless on a temporary basis for any activities permitted by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items Owner in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth provisions of this Lease. Area: 14. No vaults, vault space or area, whether or not enclosed or covered, not within the property line of the building is leased hereunder, anything contained in or indicated on any sketch, blue print or plan, or anything contained elsewhere in this Lease or lease to the Work Letter (including any failure contrary notwithstanding. Owner makes no representation as to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress location of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope property line of the building. All vaults and vault space and all such areas not within the property line of the building, which Tenant Improvements may be modified in connection with permitted to use and/or occupy, is to be used and/or occupied under a revocable license, and if any such license be revoked, or if the Budget; amount of such space or (7) delays caused area be diminished or required by any revision federal, state or municipal authority or public utility, Owner shall not be subject to the Budget any liability nor shall Tenant be entitled to any compensation or TI diminution or abatement of rent, nor shall such revocation, diminution or requisition be deemed constructive or actual eviction. Any tax, fee or charge of municipal authorities for such vault or area used by Tenant, whether or not specifically demised hereunder shall be paid by Tenant, or if it is chargeable to Landlord by any governmental agency, then such tax, fee or charge of municipal authorities shall be collectible from Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occuras additional rent on demand by Owner.

Premises. (a) Tenant has requested and Landlord shall endeavor has agreed to tender possession an expansion of the Premises (with collectively, the Tenant Improvements “Expansion Space”) to include the addition of (i) approximately 8,427 rentable square feet on the second floor of the Building known as Suite 200, and (ii) approximately 2,863 rentable square feet known as Suite 30 in the building known as the Receiving Room. A floor plan of the Expansion Space is attached hereto and made a part hereof as Exhibit A. (b) The term of the Lease for the Expansion Space shall commence upon the date that the Expansion Space is substantially complete (as evidenced by a certificate of occupancy issued by the City of Durham and certification of substantial completion by the Architect), which it is estimated shall occur on September 1, 2015 (the “Expansion Commencement Date”), and shall terminate on the revised Termination Date. On the Expansion Commencement Date, the term “Premises” under the Lease shall include the Expansion Premises, and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements term “Building” shall be deemed to occur when include the Receiving Room Building. Notwithstanding the foregoing, upon Tenant’s request and within a reasonable timeframe thereafter, Landlord shall advise Tenant if a portion of the Expansion Space (the “Early Portion”) may be occupied by Tenant before the entirety of the Expansion Space is completed and Tenant shall advise Landlord if it desires to occupy the Early Portion. Early occupancy of the Early Portion shall not trigger the Expansion Commencement Date or the Expansion Rent Abatement (as reasonably determined by Landlorddefined herein) Substantial Completion and for such occupancy, Tenant shall pay an equitable portion of Core the Base Rent based upon the then current rate for the Premises, and Shell Work and any other charges for the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty Early Portion (30) days after Substantial Completion of Core and Shell Work and including increased charges for Operating Expenses based upon the Tenant Improvementsincreased Tenant’s Proportionate Share), Landlord’s architect shall calculate and certify in writing to with Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord negotiating reasonably and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice determine such charges based on the square footage of the date when Landlord believes Early Portion and the Term number of days Tenant occupies the Early Portion for the conduct of its business prior to the actual Expansion Commencement Date will occurat which time, Tenant shall pay the Base Rent set forth in the Landlord’s Notice (as defined herein). (c) Effective upon the Expansion Commencement Date, Tenant’s Proportionate Share of the ▇▇▇▇▇▇▇ A Warehouse Building shall be 32.32431 percent, Tenant’s Proportionate Share of the Receiving Room / Prizery Building shall be 8.41119 percent, and Tenant’s Proportionate Share of the Project shall be 22.82741 percent.

Premises. (a) On the Effective Date, Tenant shall surrender all portions of the Existing Premises except for that approximately 102,000 RSF portion (to be measured and confirmed pursuant to the Applicable BOMA Standard (as defined below)) of the Existing Premises located in Building 10 and Building 12 (such surrendered portions, the “Surrender Premises” and the remaining portions of the Existing Premises, the “Updated Premises”). No later than the Effective Date, Tenant shall vacate, quit and surrender to Landlord shall endeavor to tender possession of the Surrendered Premises, vacant, broom clean, free of all tenancies and occupancies (subject to Section 7 of this Eleventh Amendment), and free of any liens or encumbrances filed against the Surrendered Premises for work or materials claimed to have been furnished to Tenant, except that Tenant shall have no obligation to remove furniture, fixtures or other personal property (“Personal Property”) in the Surrender Premises (provided that Tenant shall have the right to retain certain furniture that Tenant will identify by written notice to Landlord no later than January 31, 2026, which identified furniture shall be removed by Tenant from the Surrender Premises no later than the Surrender Date (as defined below)) (collectively, all of the foregoing requirements shall be known as the “Surrender Premises Relinquishment Conditions”). It is agreed that the Term of the Lease with respect to the Surrender Premises only shall terminate effective as of the date that Tenant actually surrenders the Surrender Premises in accordance with the Surrender Premises Relinquishment Conditions (such date, the “Surrender Date”). Tenant Improvements hereby gives, grants and surrenders all of its right, title and interest in, to and under the Core and Shell Work Substantially Complete) Lease with respect to Tenant on or before the Estimated Delivery Surrender Premises only to Landlord effective as of the Surrender Date. Landlord and ▇▇▇▇▇▇ acknowledge and agree the Personal Property has no value. If Core requested by Landlord, Tenant shall promptly execute and Shell Work or deliver to Landlord a bill of sale conveying such Abandoned Property to Landlord. If the Tenant Improvements as required pursuant Surrender Date occurs after the Effective Date due to Tenant’s failure to vacate the terms of Surrender Premises by the Work Letter are not Substantially Complete on or before Effective Date, in the Estimated Delivery Date for any reason whatsoevermanner prescribed above and in accordance with the Surrender Premises Relinquishment Conditions, then this Lease shall not be void or voidable, Landlord shall not be liable to (1) Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items a holdover tenant in accordance with the Work Letter attached hereto as Exhibit G; provisions of Section 21.3 of the Original Lease and (2) Tenant’s failure shall constitute an immediate Event of Default under the Lease. From and after the Surrender Date, the Updated Premises shall be deemed to fulfill its obligations as set forth be the “Premises” under the Lease for all purposes from and after such Surrender Date and all references in this the Lease to the “demised premises”, the “premises” or the Work Letter “Premises” shall be deemed to mean the Updated Premises only. (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3b) delays caused by Tenant Change Order Requests (as defined Notwithstanding anything in the Work Letter) or TI Lease to the contrary, Tenant Change Order Requests (shall continue to be liable for the payment of all Annual Fixed Rent due under the Lease and any other applicable amounts, costs and charges, such as defined in Additional Rent, Operating Expenses Allocable to the Work Letter); (4) unavailability of materials, components or finishes for Core Premises and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with Tax Expenses Allocable to the progress Premises, and any and all other sums and charges becoming due and payable under the terms of the work; Lease (6collectively, “Rent”) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope Existing Premises until satisfaction of the Tenant Improvements be modified in connection Surrender Premises Relinquishment Conditions. Upon satisfaction of the Surrender Premises Relinquishment Conditions, ▇▇▇▇▇▇’s obligation to pay Annual Fixed Rent and Additional Rent, with the Budget; or (7) delays caused by any revision respect to the Budget or TI Tenant Change Order Request. Landlord Surrender Premises only for periods after the Surrender Date, shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice cease as of the date when Landlord believes Surrender Date; provided, however, that such payments shall be apportioned as of such date, and the Term Commencement obligation to pay any such amounts for periods up to and including the Surrender Date will occurshall survive the surrender of the Surrender Premises and the Surrender Date. Nothing contained herein shall be deemed to relieve Tenant from Tenant’s obligation, from and after the Surrender Date to pay all Annual Fixed Rent and Additional Rent and any and all sums and charges with respect to the Updated Premises.

Premises. Landlord shall endeavor to tender possession In consideration of the obligation of Tenant to pay rent as hereinafter provided and in consideration of the other terms, provisions and covenants hereof, Landlord hereby demises and leases to Tenant, and Tenant hereby takes from Landlord, those certain tracts or parcels of land located in the County of ▇▇▇▇▇, State of Nevada, and more particularly described on Exhibit A attached hereto and made a part hereof (the "LAND"), together with any buildings and other improvements erected or to be erected thereon (the "IMPROVEMENTS"), and together with all rights, privileges, easements and appurtenances belonging or in any way pertaining to the Land (all of the foregoing hereinafter collectively referred to as the "LEASED PREMISES"). The Leased Premises is now subject to one (with 1) existing lease and certain month to month tenancies (collectively the "Existing Leases") as are more fully described in the Schedule of Leases attached hereto as Exhibit B. Subject to the following terms of this paragraph, Landlord hereby assigns its rights and obligation, including any and all security deposits, under the EXISTING LEASES to Tenant. Tenant Improvements will assume the Existing Leases and indemnify and hold Landlord harmless from any claims arising out of any breach of the Core Existing Leases by Tenant which occur from and Shell Work Substantially Complete) to Tenant on or before after the Estimated Delivery Effective Date. If Core All rents accruing and Shell Work or received under the Tenant Improvements as required pursuant to Existing Leases from and after the terms Effective Date and during the term of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable paid to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occursTenant; provided, however, if that rents received by Tenant pursuant to the satisfaction of Existing Leases shall first be applied against any rents which became due and payable during the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work day period preceding the Effective Date, and the Tenant Improvementssame shall be paid to Landlord. Concurrently herewith, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of a certificate showing any delinquent or past due rents under the date when Landlord believes the Term Commencement Date will occurExisting Leases.

Premises. In consideration of the obligation of Tenant to pay rent as herein provided, and in consideration of the other terms, provisions and covenants hereof, Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Premises for the Permitted Use. The Premises are comprised of the Net Rentable Area in the Building situated on the Land in the County of Durham, City of Durham, State of North Carolina, more particularly described on Exhibit A, attached hereto and incorporated herein by reference, together with all rights, privileges, easements, appurtenances and immunities belonging to or in any way pertaining to the Premises. Except as provided herein (and subject to latent defects not readily apparent through visual inspection and identified “punchlist” items, which Landlord shall endeavor repair within a reasonable The Building is part of the Project and consists of a total of Eighty-Five Thousand Six Hundred and Twenty-Two (85,622) rentable square feet with the Building being comprised of Fifty One Thousand Six Hundred Sixty-Seven (51,667) rentable square feet. Landlord hereby represents and warrants to tender possession Tenant that the foregoing representations regarding rentable square feet are consistent with the definition of rentable area calculated pursuant to Building Owners and Managers Association Standards. A floor plan of the Premises is attached hereto and made a part hereof as Exhibit B. As an appurtenance to the Premises, Tenant, its employees and invitees will have the nonexclusive right to use the Common Areas at the Building. Within five business days of the Commencement Date, Tenant will, upon demand of Landlord, execute and deliver to Landlord a letter of acceptance of delivery of the Premises (with subject to latent defects not readily apparent through visual inspection and identified “punchlist” items, which Landlord shall repair within a reasonable amount of time), acknowledging the Commencement and Termination Dates of this Lease. Except for any items the cost of which is paid out of the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableImprovement Allowance, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom perform, at its sole cost and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; providedexpense, however, if the satisfaction all work detailed on Exhibit C hereto. The upfit of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant DelayPremises, Substantial Completion of Core and Shell Work and the Tenant Improvements shall will be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved performed by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined Premises Specifications in the Work Letter, if applicable attached hereto and made a part hereof Exhibit D. Subject to reasonable rules and regulations as Landlord may from time to time prescribe and subject to rights of ingress and egress of other tenants of the Project, Tenant and its invitees will have the right to the non-exclusive usage of twenty (20) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes parking spaces. Landlord will not be responsible for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or enforcing Tenant’s Agents that interferes parking rights against any third parties. Tenant is granted a non-exclusive right to use, in common with the progress other tenants and users of the work; (6) failure Project, all of the Common Areas. Landlord shall have exclusive control and Tenant management responsibility of the Common Areas. Landlord may, from time to agree (for time, alter the Common Areas, install kiosks, planters, fountains, sculptures, signs, and other structures within the Common Areas provided however that any reasonsuch alterations shall not materially and adversely interfere with Tenant’s use or enjoyment of the Premises or decrease Tenant’s parking spaces. Landlord shall have the right to establish, provided Landlord acts in good faith modify, and diligently to work with Tenant enforce reasonable rules and regulations with respect to the BudgetCommon Areas and to grant to individual tenants the right to conduct retail sales within the Common Areas. Landlord makes no representation or warranty concerning the size of the Common Areas and may, in the future, reduce the size of the Common Areas in its reasonable discretion, provided however that such reduction shall not materially and adversely interfere with Tenant’s use or enjoyment of the Premises, and shall result in a commensurate reduction in Tenant’s Proportionate Share. Landlord hereby grants to Tenant a continuing right of first refusal to lease vacant and available space in the Building (the “Additional Space”) on under the terms and conditions as provided below: (i) Subordinate to other tenants at the Project with pre-existing First Right of Refusal, and so long as there is no event of default by Tenant hereunder beyond any applicable grace and/or cure period, Landlord will notify Tenant when it has all or a mutually agreeable Budget portion of the Additional Space for lease to a third party (the “Third Party”) and the terms and conditions upon which it is willing to lease such space (“Landlord’s Notice”). (ii) Tenant shall provide written notice to Landlord, as to Tenant’s decision to lease or not to lease the Additional Space within ten five (105) calendar business days after Landlord’s Notice is received. If Tenant does provide to Landlord delivers notice to lease the Additional Space, Landlord and Tenant will execute a draft Budget lease amendment adding the Additional Space to the Premises within twenty (20) days after Landlord’s receipt of Tenant’s notice of intent to lease on all the same terms provided to the Third Party. If Tenant does not provide written notice to Landlord within five (5) business days after receipt of the Landlord's Notice, Tenant will have been deemed to have waived its right to lease the Additional Space and Landlord shall be free to enter into a lease with the Third Party. Should all or any portion of the Additional Space become vacant thereafter, Tenant shall again have the right of first refusal provided herein. (iii) The rights provided to Tenant or any request by Tenant that the scope of in this Section are personal to the Tenant Improvements and may not be modified assigned in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice an assignment of this Lease, subletting of the date when Landlord believes the Term Commencement Date will occurPremises or otherwise, except for any Permitted Transferee (as hereinafter defined).

Premises. (a) Tenant has requested and Landlord shall endeavor has agreed to tender possession an expansion of the Premises (with collectively, the Tenant Improvements "Expansion Space") to include the addition of (i) approximately 8,427 rentable square feet on the second floor of the Building known as Suite 200, and (ii) approximately 2,863 rentable square feet known as Suite 30 in the building known as the Receiving Room. A floor plan of the Expansion Space is attached hereto and made a part hereof as Exhibit A. (b) The term of the Lease for the Expansion Space shall commence upon the date that the Expansion Space is substantially complete (as evidenced by a certificate of occupancy issued by the City of Durham and certification of substantial completion by the Architect), which it is estimated shall occur on September 1, 2015 (the "Expansion Commencement Date"), and shall terminate on the revised Termination Date. On the Expansion Commencement Date, the term "Premises" under the Lease shall include the Expansion Premises, and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements term "Building" shall be deemed to occur when include the Receiving Room Building. Notwithstanding the foregoing, upon Tenant's request and within a reasonable timeframe thereafter, Landlord shall advise Tenant if a portion of the Expansion Space (the "Early Portion") may be occupied by Tenant before the entirety of the Expansion Space is completed and Tenant shall advise Landlord if it desires to occupy the Early Portion. Early occupancy of the Early Portion shall not trigger the Expansion Commencement Date or the Expansion Rent Abatement (as reasonably determined by Landlorddefined herein) Substantial Completion and for such occupancy, Tenant shall pay an equitable portion of Core the Base Rent based upon the then current rate for the Premises, and Shell Work and any other charges for the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty Early Portion (30) days after Substantial Completion of Core and Shell Work and including increased charges for Operating Expenses based upon the Tenant Improvementsincreased Tenant's Proportionate Share), Landlord’s architect shall calculate and certify in writing to with Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord negotiating reasonably and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice determine such charges based on the square footage of the date when Landlord believes Early Portion and the Term number of days Tenant occupies the Early Portion for the conduct of its business prior to the actual Expansion Commencement Date will occurat which time, Tenant shall pay the Base Rent set forth in the Landlord's Notice (as defined herein). (c) Effective upon the Expansion Commencement Date, Tenant's Proportionate Share of the D▇▇▇▇▇▇ A Warehouse Building shall be 32.32431 percent, Tenant’s Proportionate Share of the Receiving Room / Prizery Building shall be 8.41119 percent, and Tenant’s Proportionate Share of the Project shall be 22.82741 percent.

Premises. In consideration of the obligation of Tenant to pay rent as herein provided, and in consideration of the other terms, provisions and covenants hereof, Landlord hereby leases to Tenant and Tenant hereby leases from Landlord, certain premises to be comprised of approximately 61,380 rentable square feet (the "Premises") in a building to be constructed by Landlord (the "Building") and situated on certain land (the "Land") in Morrisville, the County of Wake, State of North Carolina, more particularly described on Exhibit A, attached hereto and incorporated herein by reference, together with all rights, privileges, easements, appurtenances and immunities belonging to or in any way pertaining to the Premises. A floor plan of the Building and the Premises shall be attached hereto and made a part hereof as Exhibit B. The measurement of the Premises shall be conducted in accordance with BOMA standards, 1996 edition, currently applicable for a Class A office building comparable to the Building. Any upfit performed by Landlord to prepare the Premises for occupancy by Tenant shall be conducted in a good and workmanlike manner and in accordance with all laws, statutes, and regulations, and Landlord shall endeavor warrant the construction of the improvements for a period of one year from the Commencement Date. The taking of possession by Tenant shall be deemed conclusively to tender possession establish that each portion of the Premises and any improvements thereto are in good and satisfactory condition as of the date Tenant commenced occupancy of that portion of the Premises, except for latent defects and punchlist items. Tenant and Landlord shall complete a punchlist of items requiring repair that are the responsibility of Landlord within thirty (30) days of the Commencement Date. Tenant further acknowledges that no representations as to the repair of the Premises, nor promises to alter, remodel or improve the Premises have been made by Landlord unless such representations or promises are expressly set forth in this Lease. Within five days of the Commencement Date, Tenant shall, upon demand of Landlord, execute and deliver to Landlord a letter of acceptance of delivery of the Premises, acknowledging the Commencement Date. All construction of the Premises shall be performed by Landlord in accordance with the schedule, plans and specifications for the Premises (herein referred to collectively as the "Plans") which Plans are subject to the mutual and reasonable approval of Landlord and Tenant, a preliminary copy of which is attached hereto and made a part hereof as Exhibit C. Construction of the Premises shall proceed in accordance with the Building Design and Construction Schedule attached hereto and made a part hereof as Exhibit C-1. The components of the Shell Building shall be as set forth in Exhibit C-2, attached hereto and made a part hereof. The components of the Building Upfit shall be as set forth in Exhibit C-3, attached hereto and made a part hereof. Tenant shall review the Plans to provide its input with respect to all aspects of the Plans, including, but not limited to, the specific needs of Tenant with respect to Heating, Ventilation and Air Conditioning and other Building systems, and Landlord shall act reasonably to accommodate the specific needs of Tenant with respect to the Building systems. Notwithstanding the above, Landlord and Tenant agree that a formal construction schedule and final Construction Drawings and Specifications, upon the completion of such documents by Landlord, Landlord's architectural and engineering service providers, and other such parties and further subject to the mutual and reasonable approval of such documents by Landlord and Tenant, will replace the contents of Exhibit C for purposes of controlling the actual construction of the Premises; and such formal construction schedule and final Construction Drawings and Specifications shall replace Exhibit C by means of a lease amendment between Landlord and Tenant. The base rent delineated in Paragraph 2(a) includes the costs of the Shell Building, currently estimated to be Ninety-Four and 35/100 Dollars ($94.35) per rentable square foot of the Premises (the "Shell Allowance"). Should the actual costs of the Shell Building (together with the Tenant Improvements reduced or increased financing costs and commissions of the Landlord) be different than the Shell Allowance, the base rent due hereunder shall be increased or decreased accordingly by multiplying the difference between the actual cost thereof and the Core Shell Allowance by a factor of Ten and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever85/100 Percent (10.85%), then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord. The base rent delineated in Paragraph 2(a) Substantial Completion also includes a contribution by the Landlord of Core Ninety-Two and Shell Work 14/100 Dollars ($92.14) per rentable square foot of the Premises to be applied to the Building upfit, as set forth in Exhibit C-2 (the "Upfit Allowance"). Further, Landlord has agreed to permit Tenant to increase the Upfit Allowance by up to an additional Twelve and 86/100 Dollars ($12.86) per Rentable Square Foot of the Premises to satisfy Tenant's interior finish requirements, as reasonably approved by Landlord (the Additional Upfit Allowance"). At the option of Tenant, any portion or all of the Additional Upfit Allowance used by Tenant Improvements would have occurred if to complete the upfit shall be amortized over the term of the Lease with interest at the rate of eleven percent (11%) per annum and repaid by Tenant in equal monthly installments together with its payment of base rent hereunder. Should for any reason the upfit costs for the Premises be greater than a total of One Hundred Five and NO/100 Dollars ($105.00) per rentable square foot (the "Maximum Upfit Allowance"), such excess (the "Excess") shall be borne by Tenant Delay had not occurred. Within and payable by Tenant to Landlord within thirty (30) days after Substantial Completion of Core and Shell Work and demand by Landlord to Tenant. Failure by Tenant to pay the Tenant ImprovementsExcess upon demand as aforesaid is an event of default hereunder and, Landlord’s architect shall calculate and certify in writing addition to all other remedies available to Landlord and at law, or in equity for such event of default, Landlord may recover from Tenant the Rentable Area cost it incurs in preparing the Premises for another tenant. Should the upfit costs for the Premises be less than the Upfit Allowance, Tenant shall be allowed to upgrade the improvements to the Premises, as reasonably approved by Landlord, to fully utilize the entire Upfit Allowance; or Tenant may elect to have Landlord apply the unused Upfit Allowance (together with the reduced financing costs and commissions of Landlord), multiplied by the amortization constant for eleven percent (11%) per annum to reduce the base rent due hereunder, proportionately over the entire Lease Term, all as reasonably determined by Landlord and Tenant. Additionally, in the event that Tenant shall not utilize all the Upfit Allowance or all or any part of the Additional Upfit Allowance, Tenant shall have the right to apply such unused monies towards the costs of upfitting the Premises subsequent to completion of the initial improvements ("Deferred Allowance") up to the Maximum Upfit Allowance, subject to mutual and reasonable approval of plans and specifications for such improvements by Landlord and Tenant. Tenant's right to the Deferred Allowance shall expire at the end of the second year of the term of the Lease and Landlord shall have no further obligation to provide any improvement allowances of any kind during the term of the Lease unless stated otherwise in this Lease. Any Deferred Allowance used by Tenant shall be amortized over the term of the Lease remaining at the time of completion of such improvements, with interest at the rate of eleven percent (11%) per annum (the "Amortization Constant"), and repaid by Tenant in equal monthly installments together with its payment of base rent hereunder. Landlord shall act reasonably to allow Tenant reasonable access to the Premises at least thirty days prior to the Commencement Date to install its furniture, telephone and computer systems, and other special Building systems. Tenant covenants and agrees to conduct its actions in such a manner to not disturb the preparation by Landlord of the Premises in accordance with Article 9for occupancy by Tenant. Upon the entry by Tenant onto the Premises, which calculation must this Lease shall be approved by Landlord and Tenant (both hereby agreeing deemed to act reasonably apply with respect to granting such approval). “the requirements that Tenant Delay” carry the insurance policies required under this Lease, and that Tenant shall mean any delay in the commencement or completion of the Core indemnify, defend and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items hold harmless Landlord in accordance with the Work Letter attached hereto provisions of this Lease, as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth provided in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core Sections 10 and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur11 hereof.

Premises. (a) As of the Commencement Date, Tenant is a corporation spun off from BD and Tenant occupies certain space within the building (the “Building”) located on the real property having an address at [* * *] Holdrege, NE (the “Property”) and depicted on the site plan set forth on Exhibit A. Landlord and Tenant desire that certain alterations and improvements to space within the Building be made to achieve the separation of the operations of Tenant from the operations of Landlord (“Separation Work”) and at the end of such Separation Work, the premises demised to Tenant under this Lease shall be as depicted on Exhibit B. On the Commencement Date, the premises demised to Tenant under this Lease shall be the space within the Building that is now currently occupied by Tenant, together with the non-exclusive right to use the driveways, parking areas and Common Areas (defined below) on the Property. In the performance of the Separation Work within the Building, Landlord shall endeavor take into consideration Tenant’s use of and operations in the Premises and use all commercially reasonable efforts to tender possession minimize disruption to Tenant’s operations. Tenant agrees to cooperate in good faith with Landlord in achieving the Separation Work. Landlord and Tenant shall designate in writing the name of their respective representatives for the purposes of communications regarding the Separation Work. For purposes hereof, the term “Premises” shall mean, as applicable, the initial space occupied by Tenant in the Building and the final space depicted on Exhibit B to be occupied by Tenant after completion of the Separation Work. (b) Landlord and Tenant shall cooperate in good faith with each other to complete the Separation Work, including Landlord and Tenant engaging in regular cadence of meetings and Landlord ensuring Tenant is promptly apprised of any significant developments as soon as reasonably possible (collectively, the “Separation Work Communications”). In furtherance of the foregoing mutually cooperation, Landlord may make changes to the Separation Work that (i) do not materially impair Tenant’s use of the Premises for the Permitted Purpose, (with ii) do not materially alter the Tenant Improvements plans set forth on Exhibit B, including, but not limited to, customary “field” changes, (iii) are required by any governmental authority, and the Core and Shell Work Substantially Complete(iv) are required to Tenant on or before the Estimated Delivery Dateaddress an unforeseen circumstance arising during construction (collectively, “Landlord Permitted Changes”). If Core and Shell Work or the Tenant Improvements as required pursuant Landlord desires to make any change to the terms of the Separation Work Letter are which does not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoeverconstitute a Landlord Permitted Change, then this Lease Landlord shall obtain Tenant’s written consent to such change; provided that Tenant’s consent to such change shall not be void unreasonably withheld, conditioned or voidabledelayed. Tenant shall be deemed to have granted its consent to any such change if Tenant fails to deliver, within five (5) Business Days following receipt of Landlord’s notice of the proposed change, a written notice to Landlord shall objecting in reasonable detail the specific elements of the proposed change that Tenant asserts (y) do not be liable to Tenant for any loss or damage resulting therefrom constitute a Landlord Permitted Change and (z) are objectionable and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; reasons why, provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify requests in writing within the initial five (5) Business Day period, Tenant may have an additional five (5) Business Days to provide Landlord and Tenant such written response. As used in this Lease, the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). term “Tenant DelayBusiness Day” shall mean any delay in the commencement day other than a Saturday, Sunday, or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurfederal holiday.

Premises. Landlord shall endeavor (a) Sublessor hereby subleases to tender possession of Sublessee and Sublessee hires from Sublessor, the Premises (with the Tenant Improvements premises known as Wal-Mart Supercenter #_______ and the Core and Shell Work Substantially Completespace located therein (hereinafter "Premises"), to be used by Sublessee only as a licensee of Travel Network, Ltd. (hereinafter "Licensor") to Tenant on or before for the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant sole purpose of operating a Travel Network Vacation Central" agency ("Agency") subject to the terms of a certain License Agreement entered into by and between Sublessor and Sublessee, dated __________________. 19___ ("License Agreement"). (b) Sublessee acknowledges that the Work Letter Premises are not Substantially Complete presently suitable for use as an Agency and agrees to complete those leasehold improvements at Sublessee's sole cost and expense in conformity with all of the terms of the Head Lease and in general conformity with the prototype plans and designs for the Agency. (c) Sublessee shall promptly execute and comply with all statutes, ordinances, rules, orders, regulations and requirements of federal, state and local governments and of any and all their departments and bureaus applicable to said Premises. (d) Before commencing any work or installing any fixtures or equipment in connection with repair or alteration of the Premises, Sublessee shall: 1. Obtain the necessary consents, authorizations and licenses from the federal, state and/or municipal authorities asserting jurisdiction over the work to be done, and no work shall be started or equipment installed unless and until all such necessary consents, authorizations and licenses shall first have been duly obtained by the Sublessee and/or his/her contractor or other persons doing the work or installing the equipment on or before the Estimated Delivery Date for any reason whatsoever, then this Lease behalf of Sublessee. The foregoing shall not be void or voidable, Landlord shall not be liable apply if Sublessor assumes responsibility for obtaining the foregoing; 2. Subject to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction prior approval of the requirements for Substantial Completion of Core Lessor, enter into proper contracts with contractors, subcontractors and Shell Work or the Tenant Improvements have been delayed by any Tenant Delaymaterialmen, Substantial Completion of Core and Shell Work and the Tenant Improvements which contracts will provide, among other things, that said work shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core done and Shell Work equipment installed in good workmanlike manner and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto plans and specifications previously approved, and consents, authorizations and licenses previously obtained, and which contracts shall provide that the contractor or other persons referred to above will look solely to the Sublessee for payment and will hold the Sublessor and the Premises free from all liens and claims of any persons furnishing labor or furnishing materials. therefor, or both, and will also provide similar waivers or rights to file liens obtained from any and all of said contractors, subcontractors and materialmen; copies of said contracts together with duly executed waivers of the right to file liens executed by the contractors or other persons referred to above shall be furnished to the Sublessor; 3. Sublessee shall also indemnify and save harmless Sublessor against any and all bills for labor performed and equipment, fixtures and material furnished to Sublessee in connection with said work as Exhibit Gaforesaid, and against any and all liens, bills or claims therefor or against the Premises; and within twenty (220) Tenant’s days, bond or discharge any such liens, the failure to fulfill its obligations as set forth in do so shall be deemed a material breach of this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter)Sublease; (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (and 4) unavailability of materials. Sublessee, components or finishes for Core at his/her own cost and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reasonexpense, provided Landlord acts in good faith and diligently to work with Tenant with respect to any repairs or alterations made by him, shall promptly comply with all laws, ordinances, orders, rules and regulations of each and every department and bureau of the Budget) city and state and the United States and any other lawful authority asserting jurisdiction over the Premises, as well as all rules and regulations contained in the Head Lease and shall reimburse Sublessor for any expenses incurred on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget account of failure by Sublessee to Tenant comply with any such requirements, and any expenses so incurred by Sublessor as aforesaid, shall be deemed "additional rent" under this Sublease and due and payable by Sublessee to Sublessor on the first day of the month following the payment of same by Sublessor. Sublessee, or any request contractors employed by Tenant that Sublessee, or any other persons who will do the scope work or install the equipment as aforesaid, shall be fully covered by Worker's Compensation Insurance and liability insurance in the minimum amount of the Tenant Improvements $l,000,000/$2,000,000 and certificates thereof shall be modified in connection with the Budget; or (7) delays caused furnished to Sublessor before commencement of any work by any revision such contractor or persons as aforesaid. (e) If Sublessee requests Sublessor to guarantee an obligation to the Budget architect 6r contractor commissioned by Sublessee for the improvements, and Sublessor agrees to do so in a separate instrument. Sublessee agrees that any default in payment by Sublessee to the architect or TI Tenant Change Order Requestcontractor shall constitute a material breach hereof and shall be treated as though Sublessee has defaulted in the payment of rent hereunder. Landlord Sublessee acknowledges that any such guarantee will be given by Sublessor merely as an accommodation to Sublessee and Sublessee agrees to hold Sublessor harmless thereunder. This provision shall endeavor not be construed to be an agreement by Sublessor to make such a guarantee, which can only be made in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occura separate instrument.

Premises. Landlord shall endeavor Lessor and Lessee agree to tender inspect the Premises jointly prior to Lessee taking possession and to complete a move-in checklist noting in writing any existing damage to the Property; further, within three (3) business days following the termination of Lessee’s occupancy, Lessor and Lessee will jointly re-inspect the premises and compile a comprehensive list of any damage done to the premises during Lessee’s occupancy. Lessee will be responsible for the cost of repairing any such damage. Lessee agrees to maintain the premises in a clean and orderly condition at all times and will be charged at least $200.00 for the cost of clean up if the premises and yard are not left clean, free of trash, and ready for occupancy by the next tenant at the termination of this lease. If Lessee does not maintain the interior and exterior of the Premises (premises in a clean and sanitary manner, Lessor may have the premises cleaned at Lessee’s expense if Lessee does not do so after receiving three day’s written notice from Lessor. Lessee acknowledges that the residence, equipment, and fixtures will be under the control of Lessee and Lessee accepts the unit in “AS IS” condition as suited for the use intended. Lessee agrees to keep said premises, together with the Tenant Improvements fixtures therein, in a clean, neat, safe and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Datesanitary condition. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify Lessee will at once report in writing to Landlord Lessor any defective or unsafe condition known to Lessee that Lessor is required to repair, and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing failure so to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out report will relieve Lessor of any responsibility for any damage or injury resulting from such condition. Lessee will be liable for, and shall hold Lessor harmless from, any damage to the premises and for any claims or injuries due to the action or inaction of the following: (1) delays or failure of Tenant Lessee. Lessee shall pay to deliver items in accordance Lessor as additional rent with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or next rent payment the Work Letter (including cost of repairing any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays damage, beyond normal wear and tear, caused by Tenant Change Order Requests (as defined in the Work Letter) Lessee or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability a guest. Lessee will not withhold payment of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) rent because a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurrepair has not been completed.

Premises. In consideration of the obligation of Tenant to pay rent as herein provided, and in consideration of the other terms, provisions and covenants hereof, Landlord shall endeavor hereby leases to tender possession Tenant and Tenant hereby leases from Landlord, certain premises to be comprised of 99,684 rentable square feet (the "Premises") in a building to be constructed by Landlord consisting of four floors in Perimeter Park West (the "Building") situated on certain land (the "Land") in Morrisville, the County of Wake, State of North Carolina, more particularly described on Exhibit A, attached hereto and incorporated herein by reference, together with all rights, privileges, easements, appurtenances and immunities belonging to or in any way pertaining to the Premises. The measurement of the Premises (shall be conducted in accordance with BOMA standards, 1996 edition, currently applicable for a Class A office building comparable to the Building. Any upfit performed by Landlord to prepare the Premises for occupancy by Tenant Improvements shall be conducted in a good and workmanlike manner, and Landlord shall warrant the Core and Shell Work Substantially Complete) to Tenant on or before construction of the Estimated Delivery improvements for a period of one year from the Commencement Date. If Core and Shell Work or the The taking of possession by Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed conclusively to occur when (establish that each portion of the Premises and any improvements thereto are in good and satisfactory condition as reasonably determined by Landlord) Substantial Completion of Core the date Tenant commenced occupancy of that portion of the Premises, except for latent defects and Shell Work punchlist items. Tenant and Landlord shall complete a punchlist of items requiring repair that are the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within responsibility of Landlord within thirty (30) days after Substantial Completion of Core the Commencement Date. Tenant further acknowledges that no representations as to the repair of the Premises, nor promises to alter, remodel or improve the Premises have been made by Landlord unless such representations or promises are expressly set forth in this Lease. Within five days of the Commencement Date, Tenant shall, upon demand of Landlord, execute and Shell Work deliver to Landlord a letter of acceptance of delivery of the Premises, acknowledging the Commencement Date. All upfit of the Premises shall be performed by Landlord in accordance with the final plans and specifications for the Tenant ImprovementsPremises (the "Plans") which are subject to the approval of Landlord and Tenant, Landlord’s architect a copy of which are attached hereto and made a part hereof as Exhibit C. Exhibit C-1 contains a preliminary outline of the upfit of the Premises and shall calculate and certify in writing to be modified by the mutual approval of Landlord and Tenant as the Rentable Area plans and specifications are finalized. Landlord shall conduct the upfit of the Premises in accordance with Article 9, the Plans which calculation must be have been mutually and reasonably approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting and shall provide an upfit allowance for such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items purposes in accordance with the Work Letter attached hereto as Exhibit G; mutually approved Plans (2) the "Upfit Allowance"). Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.

Premises. (a) Landlord shall endeavor leases to tender possession Tenant and Tenant leases from ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇. ▇▇▇, which the parties stipulate and agree is 3,406 rentable square feet as shown on the floor plan attached hereto as Exhibit “A” (“Premises”), located at ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Avenue, Radnor, Delaware County, PA 19087 (“Building”), which is a part of the project located at Radnor Financial Center (“Project”). The square footage of the Premises has been measured in accordance with published BOMA (ANSI/BOMA Z65.i – 1996) standards and methodology. (b) Landlord shall construct the Premises in substantial conformity with mutually agreed upon construction plans to be prepared by ▇▇▇▇▇ Associates (“Landlord’s Work”), the Tenant Improvements same of which shall be attached hereto, made a part hereof and marked as Exhibit “B”. Landlord shall only be responsible for payment of a maximum cost of $25.00 per rentable square foot for the Core and Shell Landlord’s Work Substantially Complete) to Tenant on or before (the Estimated Delivery Date“Landlord Allowance”). If Core and Shell Work or the Tenant Improvements as required pursuant to the terms All costs of the Landlord’s Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction in excess of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements Landlord Allowance shall be deemed borne by Tenant, and shall be paid to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and Landlord upon the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within within thirty (30) days after Substantial Completion of Core delivery of an invoice and Shell Work and reasonable documentation therefor. Should Landlord not use the Tenant Improvements, full amount of the Landlord Allowance for Landlord’s architect shall calculate and certify in writing Work, Tenant may use such remainder for further improvements to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing or for improvements to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay other space in the commencement or completion Building occupied by Tenant. Should this be the case, any excess Landlord Allowance shall be paid to Tenant within thirty (30) days of written request by Tenant, but not sooner than the Core and Shell Work or the TI Work that results from or arises out of Commencement Date, but in any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; event shall be requested within six (6) failure months of the Commencement Date or forfeited. The Tenant Allowance shall be reimbursed to Tenant upon submission to Landlord of reasonable paid invoices or a statement from Tenant that funds have been spent for preparing and/or renovating the Premises. Tenant shall have the right to select the general contractor used to perform the Landlord’s Work from a list of Landlord approved contractors. ▇▇▇▇▇▇▇ Construction is deemed to be an approved contractor of Landlord. Landlord’s Work constitutes an Alteration under Article 8. Landlord shall be required as part of Landlord’s Work to obtain all permits, approvals and certificates of occupancy for Tenant to agree operate in the Premises for its Permitted Use. (c) By March 8, 2012, Tenant shall submit to Landlord for any reasonLandlord’s approval, provided working drawings and specifications (herein called “Plans”) for architectural, electrical, mechanical, sprinkler and plumbing work within the Premises and for all other Landlord’s Work proposed by Tenant. After receipt of the Plans, Landlord acts in good faith and diligently shall return to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days, the Plans, marked either “approved”, “approved as noted” or “disapproved”. If they are marked “disapproved”, Landlord shall state the reasons for such disapproval and Tenant shall, or before fifteen (15) days after receipt of such “disapproved” Plans, correct any deficiencies stated by Landlord delivers a draft Budget and acceptable to Tenant and resubmit within ten (10) days corrected Plans to Landlord. The final Plans shall be attached to this Lease as Exhibit “B”. Landlord covenants that the Landlord’s Work in the Premises shall be constructed in such fashion as to comply with the notes disclosed on such Plans. Landlord’s Work shall be performed only in accordance with the Plans, as marked “approved as noted” or any request “approved” by Landlord. (d) Any work performed by Tenant that with any excess Landlord Allowance (“Tenant’s Work”) shall be compliant with the scope following provisions: (i) Tenant shall first obtain the reasonable approval of Landlord of the Tenant Improvements specific work it proposes to perform and shall furnish Landlord with reasonably detailed plans and specifications; (ii) The Tenant’s Work shall be modified performed by responsible contractors and subcontractors who shall not prejudice Landlord’s relationship with Landlord’s contractors or subcontractors or the relationship between such contractors and their subcontractors or employees, or disturb harmonious labor relations, and who shall furnish in advance and maintain in effect workmen’s compensation insurance in accordance with statutory requirements and comprehensive public liability insurance (naming Landlord and Landlord’s contractors and subcontractors as additional insureds) with limits satisfactory to Landlord; (iii) No such work shall be performed in such manner or at such times as to cause any delay in connection with any work being done by any of the BudgetLandlord’s contractors or subcontractors in the Premises or in the Building generally; (iv) All construction contracts for Tenant’s Work must include language holding the Landlord harmless from and against any and all claims arising from, under or in connection with such construction; or and (7v) delays Tenant and its contractors and subcontractors shall be solely responsible for the transportation, safekeeping and storage of materials and equipment used in the performance of such work, for the removal of waste and debris resulting therefrom, and for any damage caused by them to any revision installations or work performed by Landlord’s contractors and subcontractors. Tenant’s Work shall be deemed to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurbe an Alteration under Article 8 hereof.