Common use of Security Deposit Letter of Credit Clause in Contracts

Security Deposit Letter of Credit. A. Upon the execution of this Lease, Tenant shall deposit with Landlord the Security and Restoration Deposit. Said deposit shall be held by Landlord as security for the faithful performance by Tenant of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:

Security Deposit Letter of Credit. A. Upon By August 1, 2016, and as a condition to the execution effectiveness of this Lease, Tenant shall deposit with Landlord the Security and Restoration Deposit. Said deposit shall be held by Landlord deliver to Landlord, as security for the faithful performance by Tenant of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part obligations of Tenant shall be without force and effect and shall not be binding upon Landlord. If hereunder, either funds in the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf amount of the Tenant$1,500,000, or Tenant shall fail to perform a Letter of Credit in the amount of $1,500,000, or a combination of both cash and a Letter of Credit provided Landlord holds $1,500,000 in security. At any of the terms of time during this Lease, then Tenant may replace the Letter of Credit or a portion thereof with cash. Tenant’s failure to timely deliver the Letter of Credit to Landlord mayshall constitute an Event of Default under this Lease. The Letter of Credit: (i) shall be irrevocable and shall be issued by a commercial bank reasonably acceptable to Landlord, it being acknowledged that Silicon Valley Bank, NA is hereby approved for such purposes; (ii) shall require only the presentation to the issuer of a certificate of the holder of the Letter of Credit stating the Landlord is authorized pursuant to this Lease to draw under the Letter of Credit; (iii) shall be payable to Landlord and its successors in interest as the Landlord and shall be freely transferable without cost to any such successor or any lender holding a collateral assignment of Landlord’s interest in the Lease; (iv) shall be for an initial term of not less than one (1) year and contain a provision that such term shall be automatically renewed for successive one (1) year periods unless the issuer shall, at its option and without prejudice least thirty (30) days prior to the scheduled expiration date, give Landlord notice of such non-renewal; (v) shall allow for notice of a pending draw by facsimile, provided that the original Letter of Credit is produced prior to any other remedy which draw; and (vi) shall otherwise be in commercially reasonable form and substance acceptable to Landlord. Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may shall be entitled to draw upon the Letter of Credit for the amount reasonably necessary to compensate Landlord toward the payment of Fixed Rentfor actual, Additional Rent or other sums or loss or damage sustained direct damages incurred by Landlord due to such breach on the part as a result of Tenant; and ’s default (i) if Tenant shall forthwith upon demand restore said security commits or allows to exist an Event of Default under the original sum deposited. Should Tenant comply with Lease after the expiration of all of said terms and promptly pay all applicable notices or cure periods, or (ii) if, not less than thirty (30) days before the scheduled expiration of the rentals as they fall due and all other sums payable by Letter of Credit, Tenant has not delivered to Landlord, said deposit shall be returned Landlord a new Letter of Credit in full to Tenant at the end accordance with this Section 27 of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities this Lease (which failure shall be deemed to be applied first to the payment an Event of rent and other charges due Default without notice or cure period). Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform apply the amount so drawn to the extent necessary to cure Tenant’s default or Event of Default under the Lease. After any such application by Landlord ifof the Letter of Credit, Tenant shall reinstate the Letter of Credit to the amount required to be maintained hereunder, upon written demand. Within thirty (30) days after the expiration or sooner termination of the Term, the Letter of Credit, to the extent not applied, shall be returned to the Tenant, without interest. If, at any time, Tenant’s cash position falls below $10,000,000.00the financial condition of the issuer of the Letter of Credit changes in any materially adverse way, and shall deliver to as determined by Landlord in good faith, then Tenant shall, within thirty (30) days of notice from Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers deliver to Landlord a letter replacement Letter of credit Credit which otherwise meets the requirements of this Lease. In addition, if such issuer is insolvent or placed into receivership or conservatorship by the Federal Deposit Insurance Corporation or any successor or similar entity, or if a trustee, receiver or liquidator is appointed for such issuer, then, effective as of the date of such occurrence, the Letter of Credit shall be deemed to secure not meet the performance requirements of this Section 27 and Tenant shall, within thirty (30) days of notice from Landlord, deliver to Landlord a replacement Letter of Credit which otherwise meets the requirements of this Lease. Tenant’s obligations under this Lease throughout the Term, in accordance with and subject failure to the following terms and conditions:deliver any required replacement Letter of Credit shall constitute an Event of Default.

Security Deposit Letter of Credit. A. Upon At Tenant’s election, in lieu of delivering cash for the Security Deposit pursuant to Section 8 of the Lease, Tenant may elect to deliver simultaneously with the execution of this the Lease, to Landlord (as Beneficiary) an irrevocable, unconditional and transferable letter of credit (the “Letter of Credit”). The Letter of Credit shall be issued by and drawn upon a commercial bank or trust company with which Tenant has a business relationship (hereinafter referred to as the “Issuing Bank”) and which Issuing Bank is reasonably acceptable to Landlord and which has a banking office in which the Letter of Credit may be drawn upon in Sacramento, California. The Letter of Credit shall deposit with have a term of not less than one year, be in form and content reasonably satisfactory to Landlord, be subject to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590, be for the account of Landlord and be in the Security initial amount of $161,598.40 and Restoration Depositshall reduce annually as hereafter provided. Said deposit The Letter of Credit shall provide that: a. The Issuing Bank shall pay to Landlord or its duly authorized representative an amount up to the face amount of the Letter of Credit conditioned solely upon presentation of the Letter of Credit and a sight draft in the amount to be drawn; b. The Letter of Credit shall be automatically renewed, without amendment except for the reduction in the amount thereof as hereafter expressly set forth, for consecutive periods of one year each during the term of this Lease or any extensions thereof and extending ninety days beyond any such expiration, unless the Issuing Bank sends written notice (hereinafter referred to as the “Non-Renewal Notice”) to Landlord by certified mail, return receipt requested, not less than thirty (30) days next preceding the then expiration date of the Letter of Credit, that it shall not renew such Letter of Credit; c. Landlord, upon receipt of the Non-Renewal Notice, shall have the right, exercisable by a sight draft, to receive the moneys represented by the Letter of Credit-which moneys shall be held by Landlord as a cash security for deposit pursuant to the faithful performance by Tenant provisions of Section 8 of the Lease; and d. Upon Landlord’s sale or transfer of all or any portion of Landlord’s interest in the terms Property, the Letter of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant Credit shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent transferable one or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained more times by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the termprovided herein. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to a sale of Landlord’s interest in the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00Property, Landlord shall have the right to withdraw transfer the Letter of Credit deposited hereunder to the purchaser and Landlord shall thereupon be released by Tenant from all liability for the return of such Letter of Credit. In such event, Tenant agrees to look solely to the new landlord for the return of said Letter of Credit. It is agreed that the provisions hereof shall apply to every transfer or assignment made of said Letter of Credit to a new Landlord. Tenant further agrees and acknowledges that it shall pay upon Landlord’s demand, as Additional Rent, any and all costs or fees charged in connection with the Letter of Credit that arise due to (i) Landlord’s sale or transfer of all or a portion of the Building; or (ii) the addition, deletion, or modification of any beneficiaries under the Letter of Credit. Tenant covenants that it will not assign or encumber, or attempt to assign or encumber, the Letter of Credit deposited hereunder as security, and that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment, or attempted encumbrance. Landlord agrees that it will not draw down the proceeds of the Letter of Credit except in the event of a default by Tenant hereunder which continues after any required notice and the expiration of any applicable cure period or the receipt of notice of non-renewal of such Letter of Credit by the Issuing Bank without the Tenant having provided a substitute Letter of Credit at least seven (7) business days prior to the expiration date of the Letter of Credit meeting all requirements set forth in this Section.. The Tenant shall be obligated to maintain a Letter of Credit meeting the requirements of Section 8 during the Term of this Lease, provided, however, the amount available to be drawn under such Letter of Credit shall reduce as follows: $ 161,598.40 13 $ 32,319.68 $ 129,278.72 25 $ 32,319.68 $ 96,959.04 37 $ 32,319.68 $ 64,639.36 49 $ 32,319.68 $ 32,319.68 61 $ 32,319.68 $ 0.00 In the event of an occurrence of a default under this Lease which is not cured or waived, the amount available to be drawn under the Letter of Credit shall not be reduced further and the Landlord shall have the right to draw upon the Letter of Credit as provided herein. Landlord may use, apply, or retain the proceeds of the Letter of Credit to the same extent that Landlord may use, apply, or retain the cash security deposit as set forth in Section 8 of the Lease. Landlord may draw on the Letter of Credit in whole or in part, from time to time, at Landlord’s election. If Landlord partially draws down the Letter of Credit, Tenant shall, within ten (10) days after Landlord gives Tenant notice thereof, restore all amounts drawn by Landlord or substitute cash security instead. If Landlord elects to draw the full amount, but the full amount of the Letter of Credit is not required for the payment of any sum to which Landlord may become obligated by Tenant’s default, or to compensate Landlord for any loss or damage which Landlord may suffer as a consequence of any default by Tenant, the balance of the proceeds drawn under the Letter of Credit shall be held by Landlord (together with any sums required to restore the amount held by Landlord to the total amount of the Security required above) as a cash security deposit and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, shall be treated in accordance with the provisions of Section 8 of the Lease. Tenant hereby agrees to cooperate, at its expense, with Landlord to promptly execute and subject deliver to Landlord any and all modifications, amendments and replacements of the following Letter of Credit, as Landlord may reasonably request to carry out the terms and conditions:conditions of Section 8. Nothing in Section 8 shall in any manner limit the liability of Tenant under this Lease, and Landlord is reserving all rights and remedies against Tenant in the event of a default by Tenant.

Security Deposit Letter of Credit. A. Upon the execution To secure payment and performance of Tenant's obligations under this Lease, Tenant shall deposit with cause an irrevocable, unconditional Letter of Credit (the "Letter of Credit") in an amount equal to Five Hundred Seventy-Four Thousand Nine Hundred Thirteen and 72/100 Dollars ($574,913.72) in form and substance satisfactory to Landlord from a financial institution acceptable to Landlord in its discretion to be issued to and naming Landlord as the Security beneficiary within five (5) days of the execution date of this Lease. Tenant's failure to deliver the Letter of Credit as provided above shall, at Landlord's election, cause this Lease to terminate and Restoration Depositneither Landlord nor Tenant shall have any further obligations hereunder; it being understood that the construction contemplated in the Work Letter, and any preparation therefor on Landlord's part, will not commence until Landlord has received such Letter of Credit. Said deposit The initial term of the Letter of Credit shall be held by Landlord as security for the faithful performance by Tenant of all period commencing on the terms execution date of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act expiring on the part first (1st) anniversary of Tenant such execution date. Thereafter, the Letter of Credit shall be without force and effect and shall not be binding upon Landlord. If automatically extended, with notice thereof forwarded to Landlord by the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf issuer of the Tenant, or Tenant shall fail to perform any such Letter of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods Credit no less than twenty (20) days prior to the filing scheduled expiration date for such Letter of such proceedings. B. Tenant shall be obligated to inform Landlord ifCredit, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen for two (152) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officersuccessive one (1) year terms. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw immediately present the total Letter of Credit for payment upon an Event of Default or in the event the original Letter of Credit or the first renewal thereof are not automatically renewed on or before twenty (20) days from their respective expiration dates. Notwithstanding anything contained herein to the contrary, Tenant shall be entitled to request that Landlord substitute a new letter of credit for the existing Letter of Credit from time to time but not more often than once per month, which new letter of credit shall be in form and substance satisfactory to Landlord from a financial institution acceptable to Landlord in its discretion and expiring on the same date as the Letter of Credit. The aggregate amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a new letter of credit may be decreased by an amount equal to secure Twenty-Five Thousand Dollars ($25,000.00) per month for each month (commencing with the Commencement Date until the date of the delivery of the new letter of credit) that no Event of Default has occurred under this Lease. Tenant covenants and agrees that no less than sixty (60) days prior to the third (3rd) anniversary of the execution date hereof, Tenant shall deliver a cash security deposit in an amount equal to Fifty Thousand Eight Hundred Thirty-Five Dollars ($50,835.00) as a Security Deposit for the full and timely payment and performance by Tenant of its obligations under this Lease. Landlord may apply any or all of the Security Deposit towards the payment of Any sum or the performance of Tenant’s obligations under this Lease throughout the Termany obligation which Tenant was obligated, in accordance with and subject but failed, to the following terms and conditions:pay or perform hereunder. The Security Deposit shall not be considered an advance payment of Rent by Tenant or a measure of or a limit to Landlord's damages upon an Event of Default.

Security Deposit Letter of Credit. A. Upon Simultaneously with the execution and delivery of this Lease, Tenant shall deposit with deliver to Landlord a clean, irrevocable letter of credit in the Security Letter of Credit Amount (as defined in Article 1) in the form attached hereto as Exhibit I or otherwise satisfactory in form and Restoration Depositcontent to Landlord and issued by an FDIC insured bank reasonably satisfactory to Landlord in favor of Landlord. Said deposit During the Term hereof, including any extensions thereof, or for any period that Tenant remains in possession of the premises following the expiration of the term, or for any period Tenant has obligations hereunder to Landlord that remain unsatisfied following the expiration of the term (as may be extended), and for ninety (90) days after the latest to occur of the foregoing (i.e., the expiration of the term (as may be extended), the date on which Tenant vacates and yields up the premises, etc.), the letter of credit shall be held by Landlord as security for to ensure the faithful performance by Tenant of all the terms of this Lease by said Tenant to be observed full and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the timely performance of Tenant’s obligations under this Lease throughout Lease; which letter of credit may be drawn upon by Landlord after an Event of Default (provided, however, that delivery of a default notice to Tenant shall not be required for purposes of this Article 15 and to draw on the Termletter of credit if Landlord is prohibited from delivering same under applicable law, including, without limitation, all applicable bankruptcy insolvency laws) and applied from time to time against outstanding obligations of Tenant hereunder without notice or demand. Tenant shall have no right to require Landlord to so draw and apply the letter of credit, nor shall Tenant be entitled to credit the same against rents or other sums payable hereunder. During the entire Term hereof, including any extension thereof, Tenant shall cause said letter of credit to be renewed, in accordance with and subject form reasonably acceptable to Landlord if different in form to that delivered hereunder, prior to the date of expiration of same. Without limiting any other remedies of Landlord, in the event that Tenant fails to renew any letter of credit given hereunder prior to the date of expiration thereof, then Landlord shall have the right to draw down the entire amount of said letter of credit and hold such sums as a cash deposit. If and to the extent that Landlord makes such use of the letter of credit, or any part thereof, the sum so applied by Landlord (from cash or from a drawing on the letter of credit) shall be restored to the letter of credit (or by a new letter of credit equal to the difference) by Tenant forthwith upon notice from Landlord, and failure to so restore (within the grace period applicable to Base Rent hereunder) shall be a default hereunder giving rise to all of Landlord’s rights and remedies applicable to a default in the payment of rent. In the event of a change of circumstance relating to the bank issuing the letter of credit, or Landlord otherwise reasonably believes the financial conditions of the issuing bank has been degraded, Landlord reserves the right to require Tenant to replace the letter of credit from time to time with a substitute similar letter of credit issued by another bank satisfactory to Landlord. Notwithstanding the foregoing, in the event Tenant fails to provide Landlord with evidence reasonably satisfactory to Landlord by the date that is two (2) months following terms the Term Commencement Date indicating that Tenant has closed on its second (2nd) tranche of financing in the amount of $3,000,000.00 (the “2nd Tranche”) Tenant shall increase the Letter of Credit Amount to $168,339.78 by providing Landlord with a substitute letter of credit in the increased amount in exchange for the existing letter of credit(s) which Landlord is then holding, or by an amendment to the existing letter of credit(s) then held by Landlord, in form and conditions:substance acceptable to Landlord, which is accepted by Landlord in writing. Provided that: (i) Tenant has not been in default of any of its obligations under this Lease after the giving of any applicable notice and the expiration of any applicable cure period prior to any Reduction Date, as hereinafter defined, in question, (ii) Tenant is, as of such Reduction Date, not in default of its obligation under the Lease (provided, however, that if there is no reduction of the security deposit based upon Tenant’s failure to satisfy the condition set forth in this clause (ii), then Tenant may subsequently achieve a reduction in the security deposit pursuant to this sentence at such time as Tenant cures such default, so long as the Lease is then in full force and effect and Tenant is otherwise then in full compliance with its obligations under the Lease), and (iii) the Lease is then in full force and effect, Landlord shall refund to Tenant such portion of the letter of credit which it is then holding so as to cause the Letter of Credit Amount to be reduced as of each Reduction Date to the amount shown in the following schedule: Reduction Date New Reduced Letter of Credit Amount The date Tenant provides Landlord with evidence reasonably satisfactory to Landlord indicating that Tenant has closed on the 2nd Tranche $112,226.52 The date Tenant provides Landlord with evidence reasonably satisfactory to Landlord indicating that Tenant has closed on its third (3rd) tranche of financing in an amount of at least $3,000.000.00 $93,522.10 The last day of the third (3rd) Lease Year $74,817.68 The last day of the fourth (4th) Lease Year $37,408.84 Any reduction in the Letter of Credit Amount shall be accomplished by Tenant providing Landlord with a substitute letter of credit in the reduced amount in exchange for the existing letter of credit(s) which Landlord is then holding, or by an amendment to the existing letter of credit(s) then held by Landlord, in form and substance acceptable to Landlord, which is accepted by Landlord in writing.

Security Deposit Letter of Credit. A. (a) Upon the execution of this LeaseSublease, Tenant Sublessee shall deliver to Sublessor a clean, unconditional, irrevocable, transferable letter of credit in the amount of Six Hundred Ninety-Four Thousand Thirty-Four Dollars and Ninety-Seven Cents ($694,034.97). (the “Letter of Credit”), in form and issued by a financial institution (“Issuer”) satisfactory to Sublessor in its sole discretion, which Letter of Credit (and all sums drawn by Sublessor thereunder) shall constitute a security deposit with Landlord to secure Sublessse’s obligations under this Sublease and the other Subleases (the “Security Deposit”). Sublessee hereby grants to Sublessor a security interest in the Letter of Credit and all proceeds, replacements and modifications thereof to secure Sublessee’s obligations herein, including without limitation, the obligation to pay Rent, perform its insurance and indemnity obligation and to maintain and restore the Subleased Premises. The Letter of Credit shall permit partial draws, and provide that draws thereunder will be honored upon receipt by Issuer (at its offices in San Francisco, California or such other location that Sublessor shall approve in its sole discretion) of the original or a certified copy of the Letter of Credit accompanied by a written statement signed by Sublessor or its authorized agent stating that Sublessor is entitled to draw on the Letter of Credit pursuant to the terms of this Sublease. The Letter of Credit shall have an expiration period of one (1) year from the date of issuance but shall provide that it will automatically renew by its terms to a date which is sixty (60) days following the Expiration Date of the Building 6 Sublease unless affirmatively cancelled by Issuer following not fewer than sixty (60) days prior written notice of such expiration or cancellation from Issuer to Sublessor. Sublessor shall be entitled to draw the Letter of Credit in part or in full. All costs and expenses related to the Letter of Credit, including any transfer fees, shall be paid by Sublessee. (b) Sublessor shall hold the Security and Restoration Deposit. Said deposit shall be held by Landlord Deposit as security for the full and faithful performance by Tenant Sublessee of its covenants and obligations under this Sublease and the other Subleases. If Sublessee defaults in the full and timely performance of any or all of Sublessee’s covenants and obligations under this Sublease or any of the terms other Subleases, then Sublessor may, from time to time, without waiving any other remedy available to Sublessor, use the Security Deposit, or any portion thereof, to the extent necessary to cure or remedy the default or to compensate Sublessor for all or any part of this Lease the damages sustained by said Tenant Sublessor resulting from Sublessee’s default. Sublessee shall pay to be observed and performedSublessor within ten (10) business days after receipt of demand, the amount so applied in order to restore the Security Deposit to its original amount. The Security and Restoration Deposit Sublessor shall not be mortgaged, assigned, transferred or encumbered by Tenant without required to keep the written consent of Landlord Security Deposit separate from its general accounts and any such act on no trust relationship is created between Sublessor and Sublessee with respect to the part of Tenant shall be without force and effect and shall not be binding upon LandlordSecurity Deposit. If the Fixed Rent or Additional Rent or any other sum payable Sublessee performs all of its obligations hereunder shall be overdue and unpaid or should Landlord make payments on behalf under all of the Tenantother Subleases, or Tenant shall fail to perform any of the terms of this LeaseSecurity Deposit, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Renthas not theretofore been applied by Sublessor, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned to Sublessee, without interest or other increment for its use, at the Expiration Date and after Sublessee has vacated the entire Subleased Premises. Sublessee’s failure to provide and keep the Letter of Credit in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent force and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, effect and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, otherwise in accordance with the terms of this Section 5.4 shall constitute a default of this Sublease and subject to the following terms and conditions:other Subleases.

Security Deposit Letter of Credit. A. Upon As a condition precedent to Landlord’s obligations under this Lease, Lessee shall deliver to Lessor not later than the execution fifth business day following the Commencement Date, an irrevocable, unconditional and transferable Letter of Credit issued by and drawn upon a commercial bank with which Lessee has a business relationship, and if possible, having an office in California or which would otherwise allow Lessor to draw upon the Letter of Credit without having to travel outside of California (hereinafter referred to as the “Issuing Bank”) and which Issuing Bank is reasonably acceptable to the Lessor and which Letter of Credit shall have a term of not less than one year, be in form and content reasonably satisfactory to Lessor, be for the account of Lessor and be in the initial amount of $200,000 and shall reduce semi–annually as hereafter provided. The Letter of Credit shall provide that: a. The Issuing Bank shall pay to Lessor or its duly authorized representative an amount up to the face amount of the Letter of Credit upon presentation of the Letter of Credit and a sight draft in the amount to be drawn; b. The Letter of Credit shall be automatically renewed, without amendment except for the reduction in the amount thereof as hereafter expressly set forth, for consecutive periods of one year each during the term of this Lease, Tenant unless Issuing Bank sends written notice (hereinafter referred to as the “Non–Renewal Notice”) to Lessor by certified mail, return receipt requested, not less than thirty (30) days next preceding the then expiration date of the Letter of Credit, that it shall deposit with Landlord not renew such Letter of Credit; x. Xxxxxx, upon receipt of the Security and Restoration Deposit. Said deposit Non–Renewal Notice, shall have the right, exercisable by a sight draft, to receive the monies represented by the Letter of Credit (which moneys shall be held by Landlord as security for the faithful performance by Tenant of all a cash deposit pursuant to the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgagedArticle pending the replacement of such Letter of Credit or Lessee’s default hereunder); and d. Upon Lessor’s sale of Lessor’s interest in the Property, assigned, transferred or encumbered by Tenant without the written consent Letter of Landlord and any such act on the part of Tenant Credit shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof transferable by Lessor as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the termprovided herein. In the event of bankruptcy or other creditor-debtor proceedings against Tenanta sale of Lessor’s interest in the Property, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord Lessor shall have the right to withdraw transfer the total amount Letter of Credit deposited hereunder to the purchaser and Lessor shall thereupon be released by Lessee from all liability for the return of such Letter of Credit. In such event, Lessee agrees to look solely to the new Lessor for the return of said Letter of Credit. It is agreed that the provisions hereof shall apply to every transfer or assignment made of said Letter of Credit to a new Lessor. Lessee covenants that it will not assign or encumber, or attempt to assign or encumber, the Letter of Credit deposited hereunder as security, and that neither Lessor nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment, or attempted encumbrance. Lessor agrees that it will not draw down the proceeds of the Security Letter of Credit except in the event of a default by Lessee hereunder which continues after any required notice and Restoration Deposit the expiration of any applicable cure period or the receipt of notice of non-renewable of such Letter of Credit by the Issuing Bank without the Lessee having provided a substitute Letter of Credit at least seven (7) business days prior to the expiation date of the Letter of Credit upon substantially the same terms and hold conditions as the proceeds until Letter of Credit. The Lessee shall be obligated to maintain a Letter of Credit meeting the requirements of this Paragraph 5 during the term of this Lease, provided, however, the amount available to be drawn under such time that Tenant delivers to Landlord a letter Letter of credit to secure Credit shall reduce as follows: $200,000.00 7 ($25,000.00) $175,000.00 13 ($25,000.00) $150,000.00 19 ($25,000.00) $125,000.00 25 ($25,000.00) $100,000.00 31 ($25,000.00) $ 75,000.00 37 ($25,000.00) $ 50,000.00 In the performance event of Tenant’s obligations an occurrence of an Event of Default under this Lease throughout which is not cured or waived, the TermLetter of Credit shall not be reduced further and the Lessor shall have the right to draw upon the Letter of Credit as provided herein. The Issuing Bank may be a bank located outside of California in which event all costs and expenses of the Lessor in realizing upon such Letter of Credit, in accordance with and subject including without limitation travel outside of California, shall be a cost reimbursable to the following terms Lessor under this Lease. Nothing in this Paragraph 5 shall in any manner limit the liability of Lessee under this Lease, and conditions:Lessor is reserving all rights and remedies against Lessee in the event of an Event of Default by Tenant.

Security Deposit Letter of Credit. A. Upon a. Landlord acknowledges receipt from Tenant of the execution Security Deposit (Letter of this LeaseCredit), to be held by Landlord, as security, without interest, for and during the initial four (4) years of the Lease Term. Tenant shall deposit with Landlord thirty nine thousand one hundred forty-three dollars ($39,143.00) the first day of the forty-ninth (49th) month. If all or any part of the Security and Restoration Deposit. Said deposit Deposit is applied to an obligation of Tenant hereunder, Tenant shall be held immediately upon request by Landlord as security for restore the faithful performance by Security Deposit to its original amount. Tenant of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred have the right to call upon Landlord to apply all or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent Security Deposit to cure any default or Additional Rent or fulfill any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf obligation of the Tenant, or Tenant but such use shall fail to perform be solely in the discretion of Landlord. Upon any conveyance by Landlord of the terms of its interest under this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as the Security Deposit may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained delivered by Landlord due to Landlord's grantee or transferee provided Landlord is not in default at such time. Upon any such delivery, Tenant hereby releases Landlord herein named of any and all liability with respect to the Security Deposit, its application and return, and Tenant agrees to look solely to such breach on the part of Tenant; grantee or transferee. It is further understood that this provision shall also apply to subsequent grantees and transferees. b. Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant furnish to Landlord, said deposit at Tenant's sole cost and expense, a clean, irrevocable and unconditional letter of credit in the face amount of three hundred eighty four thousand three hundred eighteen dollars ($384,318.00), in the form of Exhibit D and drawn in favor of Landlord on a lending institution reasonably satisfactory to Landlord, together with a copy of the issuer's corporate resolution or letter from Tenant President or Board of Directors, authorizing execution of the Letter of Credit. The Letter of Credit shall have an expiration date no earlier than the first anniversary of the Commencement Date, which expiration date shall be returned automatically extended without amendment for additional periods of one year. Commencing on the thirteenth (13th) month, provided the Tenant is not in full default beyond any applicable cure period under any material term of this Lease (which includes but is not limited to Tenant at paragraphs 6, 8, 9(a), 12, 15(b), 18, and 33(b), the end Letter of Credit shall be reduced to the face amount per the following schedule: First day of the termthirteenth (13th) month: $ 304,252.00 First day of the twenty-fifth (25th) month: $ 213,510.00 First day of the thirty-seventh (37th) month: $ 117,431.00 and further provided that so long as Tenant is in occupancy of any part of the Premises, unless the issuer of the Letter of Credit notifies Landlord in writing that it elects not to renew the Letter of Credit for such additional period. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to Landlord is so notified by the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00issuer, Landlord shall have the right to withdraw the total amount of the Security so notify Tenant and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Termshall, in accordance with and subject to the following terms and conditions:within 15 days

Security Deposit Letter of Credit. A. Upon the execution As a condition of this Lease, in lieu of a third-party guaranty, Tenant shall deposit shall, with delivery of the Lease executed by Tenant, deliver to Landlord an unconditional and irrevocable letter of credit, in a form approved by Landlord, from a commercial banking institution which is a member of FDIC with assets of more than $250,000,000.00, approved by Landlord, in the Security and Restoration Deposit. Said deposit shall amount of $100,000.00 (“Letter of Credit”) to be held by Landlord as security for the faithful performance by Tenant of all the terms covenants and obligations of Tenant set forth in this Lease. Tenant shall submit its proposed form of Letter of Credit prior to execution of the Lease for Landlord’s review and approval. Tenant acknowledges and agrees that it shall keep the Letter of Credit in full force and effect throughout the Term of this Lease (and any extension or renewal thereof) and for thirty (30) days following the end thereof. In the event the term of the Letter of Credit must be renewed annually, then not less than thirty (30) days prior to any expiration date of the Letter of Credit (“Renewal Deadline”), Tenant shall provide Landlord with a replacement Letter of Credit or extension amendment. Said Letter of Credit shall contain terms whereby it can be drawn on by said Tenant to be observed and performed. The Security and Restoration Deposit Landlord at sight on any date during its term on which issuer shall not be mortgaged, assigned, transferred or encumbered receive from Landlord a certification signed by Landlord stating that an Event of Default has occurred by Tenant without under this Lease or that Tenant has failed to provide a replacement Letter of Credit, as required under the written consent Lease. Tenant acknowledges that the Landlord is the beneficiary of Landlord the Letter of Credit and any such act on the part of Tenant shall be without force and effect and shall proceeds thereof are not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf property of the Tenant. Landlord shall have the right, but not the obligation, to apply the proceeds against any or all amounts then due and owing by Tenant shall fail hereunder and/or against sums expended by Landlord, including attorneys fees. Such actions by Landlord do not negate Tenant’s obligations to perform any pay Rental thereafter. Any balance left of the terms sum received from drawing on the Letter of this LeaseCredit, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward after the curing of defaults and/or the payment of Fixed Rentamounts due by Tenant, Additional Rent or other sums or loss or damage sustained shall be held by Landlord due to such breach on Landlord, as beneficiary, until the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all earlier of the rentals replacement of the Letter of Credit, as they fall due and all other sums payable by Tenant to Landlordrequired below, said deposit shall be returned in full to Tenant at or thirty (30) days following the end of the termTerm of this Lease (and any extension or renewal thereof). In The original Letter of Credit or any portion of the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities proceeds which are not utilized by Landlord for any purpose permitted under this Lease shall be deemed to be applied first returned to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, issuing banking institution within fifteen thirty (1530) business days after the end of each quarter the Term provided Tenant has performed all of Tenant’s fiscal year, an unaudited financial statement certified as true the remaining obligations imposed upon Tenant pursuant to this Lease. In the event Landlord shall draw on any Letter of Credit provided by Tenant’s Chief Financial Officer. At , Tenant shall replace same no later than thirty (30) days after the date of such time that Tenant’s cash position falls below $10,000,000.00drawing and, if same is not replaced, such failure shall constitute an additional Event of Default under the terms of this Lease and Landlord shall have the right benefit of all remedies permitted pursuant to withdraw the total amount terms of this Lease and the laws of the Security and Restoration Deposit and hold State where the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:Premises are located.

Security Deposit Letter of Credit. A. Upon the (a) On execution of this Lease, Tenant shall deposit with Landlord the amount specified in the Basic Lease Information as the Security and Restoration Deposit. Said deposit shall be held by Landlord , if any (the "Security Deposit"), as security for the faithful performance of Tenant's obligations under this Lease. Landlord may (but shall have no obligation to) use the Security Deposit or any portion thereof to cure any breach or default by Tenant under this Lease, to fulfill any of all the terms of Tenant's obligations under this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the TenantLease, or Tenant shall fail to compensate Landlord for any damage Landlord incurs as a result of Tenant's failure to perform any of Tenant's obligations hereunder. In such event, Tenant shall pay to Landlord on demand an amount sufficient to replenish the terms Security Deposit. If at the expiration or termination of this Lease, Tenant is not in default, has otherwise fully performed all of Tenant's obligations under this Lease, and there are no outstanding claims, liabilities, losses or damages for which Tenant is responsible under Pxxxxxxxx 00, Xxxxxxxx shall return to Tenant the Security Deposit or the balance thereof then held by Landlord may, at its option and without prejudice to any other remedy which not applied as provided above. Landlord may have on account thereof, appropriate commingle the Security Deposit with Landlord's general and apply said entire deposit or so much thereof as may other funds. Landlord shall not be necessary required to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach pay interest on the part of Security Deposit to Tenant; and . (b) Tenant shall forthwith deliver to Landlord, upon demand restore said security execution and delivery of this Lease a clean, unconditional, irrevocable, transferable letter of credit (the "Letter of Credit"), naming Landlord as beneficiary, in the form of Exhibit E to the original sum depositedLease, and issued by a financial institution ("Issuer"), satisfactory to Landlord. Should Tenant comply with all The amount available to be drawn under the Letter of said terms Credit shall be One Million Five Hundred and promptly pay Ninety One Thousand Seven Hundred and Sixty Eight Dollars and No Cents ($1,591,768). So long as there is no uncured Event of Default then existing under the Lease, the amount remaining available to be drawn under the Letter of Credit shall remain the same over the term, so the amount available to be drawn under the Letter of Credit shall be as follows: Minimum Amount Months (counting from the Commencement Date through Available Under applicable monthly anniversary of Commencement Date) the Letter of Credit ---------------------------------------------------- -------------------- 01 - 12 $1,591,768 13 - 24 $1,591,768 25 - 36 $1,341,768 37 - 48 $1,091,768 8 49 - 60 $841,768 61 - 72 $591,768 73 - 84 $341,768 The foregoing reductions in the face amount of the Letter of Credit shall be accomplished through the delivery of substitute Letters of Credit. Without limiting the generality of the foregoing, no Letter of Credit shall provide for any reduction in its face value other than those resulting from draws on such Letter of Credit. (c) Landlord shall be entitled to draw any portion or all of the rentals as they fall due amount under the Letter of Credit if either (i) an Event of Default occurs under the Lease, or (ii) Tenant does not deliver to Landlord a replacement letter of credit from Issuer or another financial institution satisfactory to Landlord in the amount and all other sums payable form of the initial Letter of Credit no later than one month before the expiration date of the then existing Letter of Credit, or (iii) if upon a proposed sale or lease of the Building, Tenant does not deliver to any new landlord a replacement Letter of Credit pursuant to the provisions of (e) below. The Letter of Credit shall provide for partial draws by Tenant to Landlord, said deposit Landlord in accordance with this paragraph. Any such draws when made shall be returned deemed applied to the amounts owing under this Lease (in full to Tenant at the end of the termsuch order as Landlord may elect). In the event of bankruptcy any draw under the Letter of Credit, Tenant shall within five (5) days after demand therefor from Landlord, cause the amount remaining available to be drawn under the Letter of Credit to be increased by an amount equal to the amount drawn. (d) Tenant shall not assign or encumber or attempt to assign or encumber the Letter of Credit and neither Landlord nor its successors or assigns shall be bound by any such assignment or encumbrance or attempted assignment or encumbrance. (e) In the event of a sale or other creditor-debtor proceedings against Tenanttransfer of the Building, all securities shall be deemed Tenant will, if requested by Landlord in writing, at its sole cost and expense within ten (10) Business Days after receiving such request, cause the issuing bank of the Letter of Credit to be applied first consent to the payment assignment or to issue a substitute letter of rent and other charges due Landlord for all periods prior credit on identical terms to the filing Letter of Credit, other than the stated beneficiary, from the same issuing bank or, if the transferee so requests, from another bank acceptable to such proceedingstransferee in its reasonable discretion, naming such transferee as the beneficiary thereof, upon delivery by Landlord of the then outstanding Letter of Credit. B. (f) If Tenant shall be obligated is unable to inform Landlord ifprocure a Letter of Credit at or before its execution of this Lease, at any time, Tenant’s cash position falls below $10,000,000.00, and shall Tenant may deliver to Landlord, within fifteen (15) business days after in lieu of the end Letter of each quarter of Tenant’s fiscal yearCredit but in addition to the Security Deposit, an unaudited financial statement certified as true amount in cash equal to One Million Five Hundred Ninety One Thousand Seven Hundred and Sixty Eight Dollars ($1,591,768), which amount shall be placed in a U.S. Government-backed securities money market account, reasonably selected by Tenant’s Chief Financial OfficerLandlord. Such sum shall constitute, together with the amount referenced in Paragraph 8(a), above, the "Security Deposit" and shall be held and used by Landlord in accordance with the provisions of Paragraph 8(a). At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that as Tenant delivers to Landlord a letter Letter of credit to secure Credit that meets all of the performance requirements of Tenant’s obligations under this Lease throughout Pxxxxxxxx 0, Xxxxxxxx shall promptly return the Termadditional deposit of One Million Five Hundred Ninety One Thousand Seven Hundred and Sixty Eight Dollars ($1,591,768), in accordance with and subject to the following terms and conditions:interest that has accrued thereon, if any.

Security Deposit Letter of Credit. A. Upon Simultaneously with the execution and delivery of this Lease, Tenant shall deposit with deliver to Landlord the sum of $13,949.49 (the “Security Deposit”). During the Lease Term, including any extensions thereof, and Restoration Deposit. Said deposit for sixty (60) days after the expiration of the Lease Term, or for so long thereafter as Tenant is in possession of the Premises (or any portion thereof) or has unsatisfied obligations hereunder to Landlord, the Security Deposit shall be held by Landlord without liability for interest and as security for the faithful full and timely performance by Tenant of all Tenant’s covenants and obligations under this Lease, it being expressly understood that the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred considered an advance payment of Rent or encumbered a measure of Tenant’s liability for damages in case of any failure by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of Tenant’s covenants or obligations hereunder. Landlord shall not be required to keep the terms of this LeaseSecurity Deposit separate from its other accounts, then and shall have no fiduciary responsibilities or trust obligations whatsoever with regard to the Security Deposit. Tenant shall have no right to require Landlord to so draw and apply the Security Deposit, nor shall Tenant be entitled to credit the same against Rent or other sums payable hereunder. Landlord may, at its option and from time to time, without prejudice to any other remedy which Landlord may have on account thereofremedy, appropriate and apply said entire deposit or so much thereof as may be use the Security Deposit to the extent necessary to compensate cure or attempt to cure, in whole or in part, any failure by Tenant to perform any of Tenant’s covenants or obligations hereunder, without waiving any rights or remedies as a result of such failure. Following any such application of the Security Deposit, Tenant shall pay to Landlord toward within five (5) days after demand the amount so applied in order to restore the Security Deposit to its original amount, and failure to so restore within such time period shall be an Event of Default (as hereinafter defined) hereunder giving rise to all of Landlord’s rights and remedies applicable to an Event of Default in the payment of Fixed Rent, Additional Rent . If Tenant does not have any unsatisfied obligations hereunder at the termination of this Lease (or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and thereafter if Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all is in possession of the rentals as they fall due and all other sums payable by Tenant to LandlordPremises (or any portion thereof)), said deposit the balance of the Security Deposit remaining after any such application shall be returned in full by Landlord to Tenant at within sixty (60) days thereafter. If Landlord transfers its interest in the end Premises during the Lease Term, Landlord shall assign the Security Deposit to the transferee and thereafter shall have no further liability for the return of such Security Deposit. Notwithstanding anything to the contrary contained herein, provided that Tenant shall not be in an Event of Default (beyond any applicable notice and grace period) on the twelve-month anniversary of the term. In Commencement Date, the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities Security Deposit shall be deemed decreased to be applied first to $9,299.66 on the payment twelve-month anniversary of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Commencement Date. If Tenant shall be obligated to inform Landlord if, at in an Event of Default (beyond any time, Tenant’s cash position falls below $10,000,000.00, applicable notice and shall deliver to Landlord, within fifteen (15grace period) business days after on the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount twelve-month anniversary of the Commencement Date, the Security and Restoration Deposit and hold then in effect shall remain in place (without reduction) for the proceeds until such time that Tenant delivers to Landlord a letter balance of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:.

Security Deposit Letter of Credit. A. Upon (a) A “Security Deposit”, in an amount equal to two (2) month’s Base Rent or Forty-Two Thousand and No/100 Dollars ($42,000.00) shall be paid to Landlord by Tenant at the execution commencement of this Leasethe Term. At the commencement of the fourth (4th) year of the Term, Tenant shall deposit with Landlord increase the “Security Deposit” such that it equals a total of four (4) month’s Base Rent or Eighty-Four Thousand and Restoration DepositNo/100 Dollars. Said deposit shall The Security Deposit will be held by Landlord without interest as security for the faithful performance by Tenant of all Tenant’s covenants and obligations under this Lease, it being expressly understood that the terms Security Deposit may be commingled with Xxxxxxxx’s other funds and is not an advance payment of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Base Rent or Additional Rent or a measure of or limit to Landlord’s damages in case of an Event of Default (defined below) by Tenant. Upon the occurrence of any Event of Default by Tenant, Landlord may, from time to time, without prejudice to any other sum payable hereunder shall be overdue remedy provided herein or provided by law, use such fund to the extent necessary to make good any arrears of Base Rent or Additional Rent and unpaid any other damage, injury, expense or should liability caused to Landlord make payments on behalf by such Event of the TenantDefault, or and Tenant shall fail pay to perform any Landlord on demand the amount so applied in order to restore the Security Deposit to its original amount. Should Tenant fully comply with all of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall Security Deposit will be returned in full to Tenant at within sixty (60) days after Tenant vacates the end Leased Premises in the condition required by this Lease. (b) An irrevocable “Letter of Credit” in the amount of Five Hundred Thousand and No/100 Dollars ($500,000.00) shall be posted by Tenant naming the Landlord as beneficiary in a form and issued by a financial institution acceptable to Landlord exercising reasonable discretion. The Letter of Credit shall serve as security for Landlord in an Event of Default by Tenant resulting in a termination of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed Lease whereby Tenant fails to be applied first restore Leased Premises to the payment of rent and other charges due Landlord for all periods condition that existed prior to the filing construction of such proceedings. B. the Tenant Improvements. Should Tenant fully comply with all of the terms of this Lease, the Letter of Credit will be returned to Tenant within a reasonable period of time after Tenant vacates the Leased Premises in the condition required by this Lease. The Letter of Credit shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver remain in place until the Tenant commences Base Rent payments to Landlord, within fifteen (15) business days after at which time the end Letter of each quarter of Credit will be returned to Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:.

Security Deposit Letter of Credit. A. (a) Upon the execution of this LeaseSublease, Tenant Sublessee shall deliver to Sublessor a clean, unconditional, irrevocable, transferable letter of credit in the amount of One Hundred Eighty Four Thousand Two Hundred Forty Three and 80/100 Dollars ($184,243.80). (the “Letter of Credit”), in form and issued by a financial institution (“Issuer”) satisfactory to Sublessor in its sole discretion, which Letter of Credit (and all sums drawn by Sublessor thereunder) shall constitute a security deposit with Landlord to secure Sublessse’s obligations under this Sublease and the other Subleases (the “Security Deposit”). Sublessee hereby grants to Sublessor a security interest in the Letter of Credit and all proceeds, replacements and modifications thereof to secure Sublessee’s obligations herein, including without limitation, the obligation to pay Rent, perform its insurance and indemnity obligation and to maintain and restore the Subleased Premises. The Letter of Credit shall permit partial draws, and provide that draws thereunder will be honored upon receipt by Issuer (at its offices in San Francisco, California or such other location that Sublessor shall approve in its sole discretion) of the original or a certified copy of the Letter of Credit accompanied by a written statement signed by Sublessor or its authorized agent stating that Sublessor is entitled to draw on the Letter of Credit pursuant to the terms of this Sublease. The Letter of Credit shall have an expiration period of one (1) year from the date of issuance but shall provide that it will automatically renew by its terms to a date which is sixty (60) days following the Expiration Date of the Building 6 Sublease unless affirmatively cancelled by Issuer following not fewer than sixty (60) days prior written notice of such expiration or cancellation from Issuer to Sublessor. Sublessor shall be entitled to draw the Letter of Credit in part or in full. All costs and expenses related to the Letter of Credit, including any transfer fees, shall be paid by Sublessee. (b) Sublessor shall hold the Security and Restoration Deposit. Said deposit shall be held by Landlord Deposit as security for the full and faithful performance by Tenant Sublessee of its covenants and obligations under this Sublease and the Other Subleases. If Sublessee defaults in the full and timely performance of any or all of Sublessee’s covenants and obligations under this Sublease or any of the terms Other Subleases, then Sublessor may, from time to time, without waiving any other remedy available to Sublessor, use the Security Deposit, or any portion thereof, to the extent necessary to cure or remedy the default or to compensate Sublessor for all or any part of this Lease the damages sustained by said Tenant Sublessor resulting from Sublessee’s default. Sublessee shall pay to be observed and performedSublessor within ten (10) business days after receipt of demand, the amount so applied in order to restore the Security Deposit to its original amount. The Security and Restoration Deposit Sublessor shall not be mortgaged, assigned, transferred or encumbered by Tenant without required to keep the written consent of Landlord Security Deposit separate from its general accounts and any such act on no trust relationship is created between Sublessor and Sublessee with respect to the part of Tenant shall be without force and effect and shall not be binding upon LandlordSecurity Deposit. If the Fixed Rent or Additional Rent or any other sum payable Sublessee performs all of its obligations hereunder shall be overdue and unpaid or should Landlord make payments on behalf under all of the Tenantother Subleases, or Tenant shall fail to perform any of the terms of this LeaseSecurity Deposit, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Renthas not theretofore been applied by Sublessor, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned to Sublessee, without interest or other increment for its use, at the Expiration Date and after Sublessee has vacated the entire Subleased Premises. Sublessee’s failure to provide and keep the Letter of Credit in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent force and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, effect and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, otherwise in accordance with the terms of this Section 5.4 shall constitute a default of this Sublease and subject the Other Subleases. Similarly, any failure to maintain the following terms and conditions:letters of credit provided under the Other Subleases as required thereunder shall be a default under this Sublease.

Security Deposit Letter of Credit. A. Upon the execution of this Lease, Tenant shall deposit with Landlord the Security and Restoration Deposit. Said deposit shall be held by Landlord as security (a) As collateral for the full and faithful performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord may suffer for which Tenant is liable hereunder, Tenant shall deposit with Landlord, from time to time, the aggregate amount of all security deposits as determined, from time to time, in accordance with the provisions of Exhibit E (as so determined, the “Security Deposit”). The Security Deposit shall be provided to Landlord either in the form of cash or in the form of one or more irrevocable and unconditional negotiable letter(s) of credit in a form reasonably approved by Landlord (each a “Letter of Credit”). For purposes of the initial Letter of Credit to be delivered by Tenant, Landlord approves of the form attached hereto as Exhibit G. At Tenant’s option, from time to time during the Term (but, following the end of the 24th month of the Term, not more frequently than one (1) time every twelve (12) months), Tenant may replace or substitute cash for a Letter of Credit, or vice versa, as all or portions of the Security Deposit. The Security Deposit for the Phase I Premises shall be paid to Landlord within five (5) Business Days of the full execution and delivery of this Lease. The Security Deposit for the Phase II Premises shall be paid to Landlord no later than the Commencement Date respecting the Phase II Premises. (b) Each Letter of Credit shall be issued by a money-center bank (a bank which accepts deposits, maintains accounts, has a local office which will negotiate a letter of credit and whose deposits are insured by the FDIC) approved by Landlord, which approval shall not be unreasonably withheld. Each Letter of Credit shall be (i) at sight and irrevocable; (ii) subject to the terms of this Paragraph 7, maintained in effect, whether through replacement, renewal or extension, for the entire period from the date of execution of this Lease through that date which is ninety (90) days following the expiration or earlier termination hereof, and to the extent the Letter of Credit delivered to Landlord does not extend by said its terms until the end of the Term, Tenant shall deliver a new Letter of Credit or certificate of renewal or extension to be observed and performed. The Security and Restoration Deposit shall not be mortgagedLandlord at least thirty (30) days prior to the expiration of any Letter of Credit, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act action whatsoever on the part of Landlord; and (iii) fully assignable by Landlord in connection with a transfer of Landlord’s interest in this Lease and permit partial draws. In addition to the foregoing, any Letter of Credit shall provide that: (A) Landlord, or its then managing agent, shall have the right to draw down an amount up to the face amount of any Letter of Credit upon the presentation to the issuing bank of Landlord’s (or Landlord’s then managing agent’s) written statement that such amount is due to Landlord under the terms and conditions of this Lease and/or because Tenant failed to cause a new Letter of Credit or certificate of renewal or extension to be delivered to Landlord at least thirty (30) days prior to the expiration of the Letter of Credit; (B) the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy thereof and regardless of whether the Tenant disputes the content of such statement; and (C) in the event of a transfer of Landlord’s interest in this Lease, Landlord shall transfer the Letter of Credit, in whole or in part (or cause a substitute letter of credit to be delivered, as applicable) to the transferee and thereupon the Landlord shall, without any further agreement between the parties, be released by Tenant with respect to matters relating to the Letter of Credit arising after Landlord’s transfer. It is agreed that the provisions of this Paragraph 7(b) shall apply to every transfer or assignment of the whole or any portion of said Letter of Credit to a new Landlord. (c) If the amount of the Security Deposit shall be without force and effect and shall not be binding upon Landlord. If less than the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of amount required by the terms of this LeaseExhibit E for any reason, including as a result of any expansion of the Premises or the application or use by Landlord of all or any part of the Security Deposit, then Tenant shall, within ten (10) days after receipt of notice of the amount of the deficiency, provide Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit with additional cash or so much thereof as may be necessary to compensate Landlord toward the payment Letter(s) of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security Credit in an amount equal to the original sum deposited. Should Tenant deficiency (or a replacement Letter of Credit in the total amount then required by the terms of Exhibit E) and any such additional (or replacement) Letter of Credit shall comply with all of said terms the provisions of this Paragraph 7. If Tenant fails to comply with the foregoing, the same shall constitute a Default by Tenant. Tenant further covenants and promptly pay all warrants that it will neither assign nor encumber any Letter of Credit or any part thereof and that neither Landlord nor its successors or assigns will be bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance. Without limiting the generality of the rentals as they fall due foregoing, if any Letter of Credit expires earlier than the expiration of the Term, Landlord will accept a renewal Letter of Credit or substitute Letter of Credit such renewal or substitute Letter of Credit to be in effect and all other sums payable by Tenant delivered to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenantas applicable, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods not later than thirty (30) days prior to the filing expiration of such proceedings. B. Tenant Letter of Credit, which with respect to any Letter of Credit shall be obligated irrevocable and automatically renewable as above provided through the expiration of the Term, upon the same terms as the expiring Letter of Credit or such other terms as may be acceptable to inform Landlord ifin its reasonable discretion. However, at any timeif the Letter of Credit is not timely renewed thirty (30) days prior to the expiration of the Letter of Credit or a substitute Letter of Credit is not timely received within thirty (30) days prior to the expiration of the Letter of Credit, Tenant’s cash position falls below $10,000,000.00or if Tenant fails to maintain the Letter of Credit in the amount and in accordance with the terms set forth in this Paragraph 7, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, then Landlord shall have the right to withdraw present the total amount Letter of Credit to the bank in accordance with the terms of this Paragraph 7, and the entire sum evidenced thereby shall be paid to and held by Landlord as a cash Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure as collateral for the performance of Tenant’s obligations under this Lease throughout Lease, and Tenant shall cause to be issued and delivered to Landlord within ten (10) days of written notice to Tenant either cash or a replacement Letter of Credit, such that the Termaggregate Security Deposit held by Landlord shall be equal to the amount required pursuant to Exhibit E, and, the failure to do so shall constitute a Default by Tenant. (d) If there shall occur a default (beyond applicable notice and cure periods, or if delivery of any such notice is prohibited by applicable law, without regard to any such notice and cure periods) under this Lease, then Landlord may, but without obligation to do so, apply cash funds from the Security Deposit or draw upon any Letter(s) of Credit, in accordance part or in whole, to cure any such default of Tenant and/or to compensate Landlord for any and all damages of any kind or nature sustained or which may be sustained by Landlord resulting from such default by Tenant. Tenant hereby waives the provisions of California Civil Code Section 1950.7 and/or any successor statute, it being expressly agreed that Landlord may apply all or any portion of the Security Deposit, or proceeds thereof, in payment of any and all sums reasonably necessary to compensate Landlord as required by this Lease, and that following a Default by Tenant, all or any portion of the Security Deposit (including any Letter of Credit or proceeds), may be retained by Landlord following a termination of the Lease and applied to future damages, including damages for future rent, pending determination of the same. Tenant agrees not to interfere in any way with payment to Landlord of the proceeds of any Letter of Credit, either prior to or following a “draw” by Landlord of any portion of the Letter of Credit, regardless of whether any dispute exists between Tenant and subject Landlord as to Landlord’s right to draw from the following terms and conditions:Letter of Credit. No condition or term of this Lease shall be deemed to render the Letter of Credit conditional to justify the issuer of the Letter of Credit in failing to honor a drawing upon such Letter of Credit in a timely manner.

Security Deposit Letter of Credit. A. 5.1 Upon the execution hereof, and prior to the commencement of this Leasethe lease term under Article II hereof, Tenant shall pay to and deposit with Landlord the Security and Restoration Deposit. Said deposit shall be held by Landlord sum of Five Thousand Dollars ($5,000), as security for the full and faithful performance by Tenant of all the terms of this Lease required to be performed by said Tenant, including, but not limited to, the obligations of Tenant under Section 8.5 of this Lease. Landlord may use, apply, or retain the whole or any part of the money deposited as security hereunder to the extent required for the payment of any rent and additional rent or other sum(s) as to which Tenant is in default or for any sum(s) which Landlord may expend or may be required to expend by reason of Tenant's default in respect of any of the conditions of this Lease, including, but not limited to, any damages or deficiency in reletting of the Leased Premises whether such damages or deficiency accrued before or after summary proceedings or other reentry by Landlord or the failure of Tenant to comply with the provision of Section 8.5 of this Lease. In the event of Landlord's sale or lease of the Leased Premises of which the Leased Premises forms a part, Landlord shall have the right to transfer said security deposit to the purchaser or lessee, and Landlord shall thereupon be observed and performedreleased from all liability for the return of such security deposit. The Security and Restoration Deposit In the event of such a transfer, Tenant shall look solely to said transferee for the return of said security deposit. Tenant shall not be mortgaged, assigned, transferred assign or encumbered by Tenant encumber the money deposited as security without the prior written consent of Landlord, and Tenant agrees that neither Landlord nor its successors and assigns shall be bound by any such act on assignment or encumbrance. Tenant agrees that the part money deposited as security hereunder will not be used to pay the Rent for the last month of the term hereof without the prior written consent of Landlord. Tenant shall be without force and effect and shall not be binding upon Landlordentitled to interest at money market rates on the money deposited as security hereunder. If Subject to the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf terms of this Section, in the Tenant, or event that Tenant shall fail to perform any comply with all of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof the money deposited as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall hereunder will be returned in full to Tenant at the end expiration of the term. In term hereof and after delivery of possession of the Leased Premises to Landlord. 5.2 As a condition to the exercise of the fourth option to renew this Lease as set forth in Section 3.1 hereof, Tenant shall deliver to Landlord a Letter of Credit in the form attached hereto as Exhibit D in the amount equal to four (4) months Base Rent for the fifth Lease Year of this Lease, which Letter of Credit may be drawn upon by Landlord in the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to a default by Tenant under the payment terms of rent and other charges due Landlord for all periods prior to the filing of such proceedingsthis Lease. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:

Security Deposit Letter of Credit. A. Upon (a) Subject to the execution provisions of subsection (b) below, Article 5 of the Lease is hereby supplemented with the following: (i) The letter of credit required by Article 5 (the "Letter of Credit") at all times shall be irrevocable and issued in favor of Landlord, shall be in the LC Amount and shall be issued by a bank approved by Xxxxxxxx, and authorized to issue such letters of credit. For this purpose, a major California bank shall be acceptable to Landlord. (ii) The funds payable under such Letter of Credit shall be payable to Landlord based upon Landlord's statement that: (A) Tenant has committed an event of default under this Lease; or (B) an event or circumstance has occurred which with notice and/or passage of time would constitute an event of default by Tenant under this Lease, notwithstanding that transmittal of such notice of default by Landlord to Tenant is barred by applicable law; or (C) Tenant has failed to renew or replace the Letter of Credit within ten (10 days of the date the Letter of Credit expires; and shall not require a signature or statement from any party other than Landlord. No notice to Tenant shall deposit with be required to enable Landlord to draw upon the Security letter of credit. (iii) Tenant shall not later than ten (10) days prior to the date such Letter of Credit expires renew such Letter of Credit (or any renewal thereof) for an additional one-year period. (iv) The Letter of Credit shall also provide that following the honor of any drafts in an amount less than the aggregate amount of the Letter of Credit, the financial institution shall return the original Letter of Credit to Landlord and Restoration Deposit. Said deposit shall be held by Landlord Landlord's rights as security for to the faithful performance by Tenant remaining amount of all the terms Letter of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit Credit shall not be mortgagedextinguished. (v) If the financial institution from which Tenant has obtained the Letter of Credit shall admit in writing its inability to pay its debts generally as they become due, assignedfile a petition in bankruptcy or a petition to take advantage of any insolvency act, transferred make an assignment for the benefit of its creditors consent to the appointment of a receiver of itself or encumbered by Tenant without of the written consent of Landlord and whole or any such act on the substantial part of Tenant shall be without force and effect and shall not be binding upon Landlord. If its property, or file a petition or answer seeking reorganization or arrangement under the Fixed Rent or Additional Rent Federal bankruptcy laws or any other sum payable hereunder shall be overdue and unpaid applicable law or should Landlord make payments on behalf statute of the TenantUnited States of America or any state thereof, or then Tenant shall fail obtain a replacement Letter of Credit within thirty (30) days of such act from another financial institution satisfactory to perform any of Landlord. (b) So long as FileNet Corporation is the terms of tenant under this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have waive the right to withdraw the total amount provisions of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the TermArticle 5 hereof, in accordance with and subject to the following terms and conditions:as supplemented by Addendum Section 48.7(a) above.

Security Deposit Letter of Credit. A. Upon the Subtenant shall deliver to Sublandlord concurrently with its execution of this Lease, Tenant shall deposit with Landlord the Security and Restoration Deposit. Said deposit shall be held by Landlord as security for the faithful performance by Tenant of all Subtenant’s covenants and obligations under this Sublease, an original irrevocable standby letter of credit (the terms “Letter of this Lease by said Tenant to be observed Credit”) in the amount of Four Hundred Thousand and performed. The Security and Restoration Deposit shall not be mortgaged00/100 Dollars ($400,000.00), assignednaming Sublandlord as beneficiary, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenantwhich Sublandlord may draw upon, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereofprovided in this Sublease or by law, appropriate and apply said entire deposit to cure any default under this Sublease or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or satisfy any other sums or loss or damage sustained by Landlord due resulting from Subtenant’s breach under this Sublease. Any such draw on the Letter of Credit shall not constitute a waiver of any other rights of Sublandlord with respect to such breach on default or failure to perform. The Letter of Credit shall be issued by a major commercial bank reasonably acceptable to Sublandlord, have an expiration date not earlier than the part sixtieth (60th) day after the Expiration Date (or, in the alternative, have a term of Tenant; not less than one (1) year and Tenant shall forthwith upon demand restore said security be automatically renewable for an additional one (1) year period unless notice of non-renewal is given by the issuer to Sublandlord not later than sixty (60) days prior to the original sum depositedexpiration thereof) and shall provide that Sublandlord may make partial and multiple draws thereunder, up to the face amount thereof. Should Tenant comply with all If, at any period while the Letter of said terms and promptly pay all Credit is required to be in effect hereunder, the financial condition of the rentals issuing bank materially deteriorates from the financial condition as they fall of the date of Sublandlord’s initial approval of the bank (as evidenced by a material drop in Standard & Poor’s financial services rating for such bank), then Sublandlord may, by written notice to Subtenant, require that Subtenant replace the Letter of Credit with a Letter of Credit issued by a major commercial bank then reasonably acceptable to Sublandlord. In addition, the Letter of Credit shall provide that, in the event of Sublandlord’s assignment or other transfer of its interest in this Sublease, the Letter of Credit shall be freely transferable by Sublandlord, without charge and without recourse, to the assignee or transferee of such interest and the bank shall confirm the same to Sublandlord and such assignee or transferee. The Letter of Credit shall provide for payment to Sublandlord upon the issuer’s receipt of a sight draft from Sublandlord together with a statement by Sublandlord that the requested sum is due and all other sums payable by Tenant from Subtenant to LandlordSublandlord in accordance with the provisions of this Sublease and otherwise be in form and content satisfactory to Sublandlord. If the Letter of Credit has an expiration date earlier than sixty (60) days after the Expiration Date, said deposit shall be returned in full to Tenant at then throughout the end term hereof (including any renewal or extension of the term. In ) Subtenant shall provide evidence of renewal of the event Letter of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed Credit to be applied first to the payment of rent and other charges due Landlord for all periods Sublandlord at least sixty (60) days prior to the filing date the Letter of such proceedings. B. Tenant Credit expires. If Sublandlord draws on the Letter of Credit pursuant to the terms hereof, Subtenant shall be obligated immediately replenish the Letter of Credit or provide Sublandlord with an additional letter of credit conforming to inform Landlord if, the requirement of this section so that the amount available to Sublandlord from the Letter of Credit provided hereunder is the amount specified above. If Subtenant is not in default at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlordthe expiration or termination of this Sublease, within fifteen (15) business days after thereafter Sublandlord shall return to Subtenant the end Letter of each quarter Credit then held by Sublandlord, as applicable; provided, however, that in no event shall any such return be construed as an admission by Sublandlord that Subtenant has performed all of Tenant’s fiscal yearits covenants and obligations hereunder. Subtenant hereby unconditionally and irrevocably waives the benefits and protections of California Civil Code Section 1950.7, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00and, Landlord shall have the right to withdraw the total amount without limitation of the Security and Restoration Deposit and hold scope of such waiver, acknowledges that Sublandlord may use all or any part of the Letter of Credit or the proceeds until such time that Tenant delivers thereof to Landlord a letter compensate Sublandlord for damages resulting from termination of credit to secure this Sublease and the performance of Tenant’s obligations tenancy created hereunder (including, without limitation, damages recoverable under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:California Civil Code Section 1951.2).

Security Deposit Letter of Credit. A. Upon the execution and delivery of this LeaseLease by Tenant, Tenant shall deposit with Landlord an amendment to the Security existing Letter of Credit dated March 11, 2003 in the amount of $249,360.00, in form and Restoration Depositsubstance satisfactory to Landlord in Landlord’s sole and absolute discretion (as so amended, the “Letter of Credit”). Said deposit The Letter of Credit shall be held and, as applicable, presented and drawn upon and the proceeds thereof retained and applied by Landlord as security for and in satisfaction of the faithful payment, performance and observance by Tenant of all the terms terms, covenants, provisions, conditions and agreements of Tenant under and pursuant to this Lease by said Tenant Lease. It is agreed and understood that in the event of the occurrence of an Event of Default, Landlord may present for payment and draw upon the Letter of Credit and Landlord may use, apply or retain the whole or any part of the amounts available to be observed and performed. The Security and Restoration Deposit shall not be mortgageddrawn under the Letter of Credit to the extent required for the payment of any Annual Fixed Rent, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall which Landlord may expend or be overdue and unpaid entitled to the payment of by reason of any Event of Default or should Landlord make payments on behalf any failure of the TenantTenant to pay, perform or Tenant shall fail to perform observe any of the terms term, covenant, condition or provision of this Lease, then including without limitation, any late charges, interest payments or any damages or deficiency in the re-letting of the Premises whether said damages or deficiency occurred before or after summary proceedings or other re-entry by Landlord. If Landlord mayshall present, draw upon and apply or retain all or any portion of the amounts evidenced by the Letter of Credit, Tenant shall immediately replenish and reinstate the amount available to be drawn under the Letter of Credit or cause a substitute Letter of Credit in the form and amount required by this Lease to be re-issued so that at all times during the Term of this Lease, Landlord shall be entitled to draw upon the entire dollar amount of the Letter of Credit in the amounts required hereunder notwithstanding any prior presentation or draw thereon. The Letter of Credit must at all times be an “irrevocable clean” commercial Letter of Credit in the amount required by this Lease and payable through Bank of America, NA or other financial institution, all acceptable to Landlord in Landlord’s sole discretion. In addition, the Letter of Credit shall be payable solely to the benefit of the Landlord from time to time under this Lease and shall be automatically renewable and, upon the direction of Landlord, transferable to and payable for the benefit of any successor Landlord under the Lease, at its option no charge to Landlord or such successor. The Letter of Credit (or substitutes thereof consistent with the terms hereof) shall be and without prejudice to any other remedy which Landlord may have on account thereof, appropriate remain presentable and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward payable for the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach time period beginning on the part date of this Lease through and including the date which is the last to occur of (i) the date which is sixty (60) days after the last day of the Term of this Lease or (ii) the date which is sixty (60) days after the date of delivery of the entire Premises to Landlord in accordance with the terms and provisions of this Lease or (iii) sixty (60) days after the last of Tenant; and ’s monetary obligations to Landlord under this Lease have been satisfied in full. Tenant shall forthwith upon demand restore said security to bear all costs and expenses in connection with procuring the original sum deposited. Should Tenant comply with all Letter of said terms Credit and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned maintaining it in full to Tenant at force and effect for the end of the termtime periods required hereunder. In the event of bankruptcy a sale or other creditor-debtor proceedings against Tenanttransfer of the Building, all securities Tenant shall, at its sole cost and expense, cause the Letter of Credit, in the form required hereunder, to be issued to and for the benefit of such transferee or purchaser, as designated by Landlord. The Landlord from time to time under this Lease, shall be deemed entitled to receive sixty (60) days prior written notice of any cancellation of the Letter of Credit for any reason and the Letter of Credit shall not be cancellable unless and until Landlord shall have received such sixty (60) day advance written notice. Upon (i) receiving notice of cancellation of the Letter of Credit or (ii) failure of Tenant to deliver to Landlord a substitute Letter of Credit on or before the date which is thirty (30) days prior to any renewal date and whether or not Tenant shall then be in default in the payment, performance or observance of any term, covenant or provision of this Lease, Landlord shall be entitled to present, draw upon and retain the entire amount of the Letter of Credit and upon so doing, Landlord shall be entitled to hold, apply and retain the proceeds of such payment (without any interest payable to Tenant) as if it were a cash security deposit under this Lease to be applied first against Event of Default from time to time arising under this Lease in the same manner as if it were the proceeds of the Letter of Credit. It is agreed and understood that any failure of Tenant to perform, observe or comply with any term of provision contained in this Section 13.8 to be performed or observed by Tenant shall entitle Landlord to the payment of rent same rights and other charges due Landlord for all periods prior remedies under this Lease, as a failure by Tenant to the filing of such proceedings. B. Tenant pay Annual Fixed Rent as and when same shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, due and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officerpayable. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total The amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter Letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:Credit shall at all times be $249,360.00.

Security Deposit Letter of Credit. A. Upon As additional security for the execution performance of its obligations under this Lease, Tenant shall deposit with Landlord an Evergreen, Sight-Drawn, Irrevocable Standby Letter of Credit drawn on Custodial Trust Company or such other nationally registered commercial ban rated at least “A” by Standard and Poor’s, “A2” by Xxxxx’x or “A” by Fitch, permitting multiple partial draws and transfers without charge and otherwise in form and substance reasonably acceptable to Landlord and Landlord’s Mortgagee (“Letter of Credit” as attached as Exhibit “G”) in the Security amount of Five Million Dollars ($5,000,000). In no event may the Letter of Credit be drawn upon without Landlord (or Landlord’s Mortgagee) establishing it has provided to the issuer Landlord’s (or Landlord’s Mortgagee’s) certified statement that an Event of Default has occurred and Restoration Deposita notice of default has been delivered to Tenant and that 5 days have expired after service of the Notice of Default without cure. Said deposit The Letter of Credit shall be held by Landlord as security for in effect throughout the faithful performance by Tenant Term of all the terms of this Lease by said Tenant to be observed and performedLease. The Security Letter of Credit shall be for an initial term of not less than one (1) year. Tenant agrees that it shall, from time to time, as necessary, renew or replace the original and Restoration Deposit shall any substitute Letter of Credit not less than sixty (60) days prior its stated expiration date so that the Letter of Credit wil remain in full force and effect until the end of the Lease term. The Letter of Credit may at Landlord’s option be mortgaged, assigned, transferred to Landlord’s Mortgagee and its successors and/or assigns or encumbered by Tenant without may be issued in the written consent name of Landlord and Landlord’s Mortgagee, which Letter of Credit shall serve as additional collateral for the loan (free and clear of any claim of Tenant to such act Letter of Credit or the proceeds thereof) secured by the Mortgage. The cost of any transfer fee payable to the issuer of the Letter of Credit shall be paid by Tenant. Provided that Tenant is not in default, at such time that deCODE Genetics, Inc.’s consolidated financial statement establishes that it has operated at a net profit during any four consecutive quarterly periods during the Term, as reported to the Securities and Exchange Commission on the part Form 10Q, the amount of the Letter of Credit shall be reduced to Four Milion Dollars ($4,000,000). In addition, if at any time from and after the beginning of the tenth years of the Term, in the event deCODE Genetics, Inc. has achieved from its operations over a full 12 month period a “BB” (stable) credit rating as reported by Standard and Poor’s or such other similar credit rating from a nationally recognized credit rating service, Tenant shall no longer be without force and effect and shall not be binding upon Landlord. If required to maintain the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf Letter of Credit after the end of the Tenant, or Tenant shall fail to perform any 120th month of the terms Term. In the event the Letter of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned Credit is still in full to Tenant effect at the end of the term. In sixteenth year of the event Term and Tenant is not in default of bankruptcy or other creditor-debtor proceedings against Tenantthe Lease, all securities the amount of the Letter of Credit shall be deemed reduced to be applied first Three Million Dollars ($3,000,000). Upon the occurrence of an Event of Default under the terms of the Lease and delivery of a notice of default to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00a “Draw Event”), Landlord shall (or Landlord’s Mortgagee) will have the right to withdraw draw the total entire balance of the Letter of Credit and the proceeds thereof shall be disbursed as provided in any agreement between Landlord and Landlord’s Mortgagee. The cash proceeds from the Letter of Credit wil be maintained in a separate interest bearing account, with the interest added to and made a par of the separate account, provided, however, if the cash proceeds are held by Landlord’s Mortgagee, the cash proceeds do not need to be maintained by Landlord’s Mortgagee in a separate account but the amount of the Security cash proceeds, and Restoration Deposit the interest thereon, must be accounted separately. Upon a Draw Event, Landlord or Landlord’s Mortgagee may use all or a portion of the cash proceeds of the Letter of Credit to fully fund any reserve required under the terms of any agreement between Landlord and hold Landlord’s Mortgagee and to reimburse Landlord for any losses relating to the default, including but not limited to lost Rent and all costs associated with retenanting the Premises. Upon a Draw Event and disbursement of the proceeds until such time of the Letter of Credit, Tenant waives and shall possess no claim of any kind against Landlord’s Mortgagee or its successors and/or assigns for amounts disbursed from the account to Landlord’s Mortgagee or for the payment of costs for which the Tenant would have been responsible under the terms of the Lease, or against funds held by Landlord’s Mortgagee under the terms of any agreement between Landlord and Landlord’s Mortgagee, provided, however, that Landlord and Landlord’s Manager, Xxxxxxx Xxxxxxx, shall execute and deliver to Tenant delivers to a limited guaranty in the form of Exhibit H. If Landlord’s damages as a result of the default are less than the cash proceeds of the Letter of Credit, Tenant may maintain a separate action personally against Landlord a letter of credit to secure the performance of Tenant(but not Landlord’s obligations under this Lease throughout the Term, in accordance with and subject Mortgagee or its successors and/or assigns if it shall succeed to the following terms interests of Landlord) for such amount. If Landlord’s damages as a result of the default are more than the cash proceeds of the Letter of Credit, the Tenant and conditions:Guarantor’s liability for damages wil not, however, be limited to the amount of the Letter of Credit but shall include all damages actually suffered by Landlord as a result of the uncured event of default.

Security Deposit Letter of Credit. A. Upon the execution and delivery of this LeaseLease by Tenant, Tenant shall deposit with Landlord a Letter of Credit in the Security amount and Restoration Deposit. Said deposit shall in form and substance satisfactory to Landlord in Landlord's sole and absolute discretion (the "Letter of Credit") to be held and, as applicable, presented and drawn upon and the proceeds thereof retained and applied by Landlord as security for and in satisfaction of the faithful payment, performance and observance by Tenant of all the terms terms, covenants, provisions, conditions and agreements of Tenant under and pursuant to this Lease by said Tenant Lease. It is agreed and understood that in the event of the occurrence of a Default of Tenant, Landlord may present for payment and draw upon the Letter of Credit and Landlord may use, apply or retain the whole or any part of the amounts available to be observed and performed. The Security and Restoration Deposit shall not be mortgageddrawn under the Letter of Credit to the extent required for the payment of any Annual Fixed Rent, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall which Landlord may expend or be overdue and unpaid entitled to the payment of by reason of any Event of Default or should Landlord make payments on behalf any failure of the Tenanttenant to pay, perform or Tenant shall fail to perform observe any of the terms term, covenant, condition or provision of this Lease, then including without limitation, any late charges, interest payments or any damages or deficiency in the re-letting of the Premises whether said damages or deficiency occurred before or after summary proceedings or other re-entry by Landlord. If Landlord mayshall present, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate draw upon and apply said or retain all or any portion of the amounts evidenced by the Letter of Credit, Tenant shall immediately replenish and reinstate the amount available to be drawn under the Letter of Credit or cause a substitute Letter of Credit in the form and amount required by this Lease to be re-issued so that at all times during the Term of this Lease, Landlord shall be entitled to draw upon the entire deposit dollar amount of the Letter of Credit in the amounts required hereunder notwithstanding any prior presentation or so much draw thereon. The Letter of Credit must at all times be an "irrevocable clean" commercial Letter of Credit in the amount required by this Lease and payable through a Boston, Massachusetts Clearinghouse Bank, acceptable to Landlord in Landlord's sole discretion. In addition, the Letter of Credit shall be payable solely to the benefit of the Landlord from time to time under this Lease and shall be automatically renewable and, upon the direction of Landlord, transferable to and payable for the benefit of any successor Landlord under the Lease. The Letter of Credit (or substitutes thereof as may consistent with the terms hereof) shall be necessary to compensate Landlord toward and remain presentable and payable for the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach time period beginning on the part date of this Lease through and including the date which is the last to occur of (i) the date which is 60 days after the last day of the Term of this Lease or (ii) the date which is 60 days after the date of delivery of the entire Premises to Landlord in accordance with the terms and provisions of this Lease or (iii) 60 days after the last of Tenant; and 's monetary obligations to Landlord under this Lease have been satisfied in full. Tenant shall forthwith upon demand restore said security to bear all costs and expenses in connection with procuring the original sum deposited. Should Tenant comply with all Letter of said terms Credit and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned maintaining it in full to Tenant at force and effect for the end of the termtime periods required hereunder. In the event of bankruptcy a sale or other creditor-debtor proceedings against Tenanttransfer of the Building, all securities Tenant shall, at its sole cost and expense, cause the Letter of Credit, in the form required hereunder, to be issued to and for the benefit of such transferee or purchaser, as designated by Landlord. The Landlord from time to time under this Lease, shall be deemed entitled to receive 60 days prior written notice of any cancellation of the Letter of Credit for any reason and the Letter of Credit shall not be cancellable unless and until Landlord shall have received such sixty (60) day advance written notice. Upon (i) receiving notice of cancellation of the Letter of Credit or (ii) failure of Tenant to deliver to Landlord a substitute Letter of Credit on or before the date which is 30 days prior to any renewal date and whether or not Tenant shall then be in default in the payment, performance or observance of any term, covenant or provision of this Lease, Landlord shall be entitled to present, draw upon and retain the entire amount of the Letter of Credit and upon so doing, Landlord shall be entitled to hold, apply and retain the proceeds of such payment (without any interest payable to Tenant) as if it were a cash security deposit under this Lease to be applied first against Event of Default from time to time arising under this Lease in the same manner as if it were the proceeds of the Letter of Credit. It is agreed and understood that any failure of Tenant to perform, observe or comply with any term of provision contained in this Section 13.8 to be performed or observed by Tenant shall entitle Landlord to the payment of rent same rights and other charges due Landlord for all periods prior remedies under this Lease, as a failure by Tenant to the filing of such proceedings. B. Tenant pay Annual Fixed Rent as and when same shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, due and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officerpayable. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total The amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter Letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:Credit shall at all times be $249,360.00.

Security Deposit Letter of Credit. A. Upon At Tenant’s election, in lieu of delivering cash for the Security Deposit pursuant to Section 8 of the Lease, Tenant may elect to deliver simultaneously with the execution of this the Lease, to Landlord (as Beneficiary) an irrevocable, unconditional and transferable letter of credit (the “Letter of Credit”). The Letter of Credit shall be issued by and drawn upon a commercial bank or trust company with which Tenant has a business relationship (hereinafter referred to as the “Issuing Bank”) and which Issuing Bank is reasonably acceptable to Landlord and which has a banking office in which the Letter of Credit may be drawn upon in Sacramento, California. The Letter of Credit shall deposit with have a term of not less than one year, be in form and content reasonably satisfactory to Landlord, be subject to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590, be for the account of Landlord and be in the Security initial amount of $ 161,598.40 and Restoration Depositshall reduce annually as hereafter provided. Said deposit The Letter of Credit shall provide that: a. The Issuing Bank shall pay to Landlord or its duly authorized representative an amount up to the face amount of the Letter of Credit conditioned solely upon presentation of the Letter of Credit and a sight draft in the amount to be drawn; b. The Letter of Credit shall be automatically renewed, without amendment except for the reduction in the amount thereof as hereafter expressly set forth, for consecutive periods of one year each during the term of this Lease or any extensions thereof and extending ninety days beyond any such expiration, unless the Issuing Bank sends written notice (hereinafter referred to as the “Non-Renewal Notice”) to Landlord by certified mail, return receipt requested, not less than thirty (30) days next preceding the then expiration date of the Letter of Credit, that it shall not renew such Letter of Credit; c. Landlord, upon receipt of the Non-Renewal Notice, shall have the right, exercisable by a sight draft, to receive the moneys represented by the Letter of Credit-which moneys shall be held by Landlord as a cash security for deposit pursuant to the faithful performance by Tenant provisions of Section 8 of the Lease; and d. Upon Landlord’s sale or transfer of all or any portion of Landlord’s interest in the terms Property, the Letter of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant Credit shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent transferable one or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained more times by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the termprovided herein. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to a sale of Landlord’s interest in the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00Property, Landlord shall have the right to withdraw transfer the Letter of Credit deposited hereunder to the purchaser and Landlord shall thereupon be released by Tenant from all liability for the return of such Letter of Credit. In such event, Tenant agrees to look solely to the new landlord for the return of said Letter of Credit. It is agreed that the provisions hereof shall apply to every transfer or assignment made of said Letter of Credit to a new Landlord. Tenant further agrees and acknowledges that it shall pay upon Landlord’s demand, as Additional Rent, any and all costs or fees charged in connection with the Letter of Credit that arise due to (i) Landlord’s sale or transfer of all or a portion of the Building; or (ii) the addition, deletion, or modification of any beneficiaries under the Letter of Credit. Tenant covenants that it will not assign or encumber, or attempt to assign or encumber, the Letter of Credit deposited hereunder as security, and that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment, or attempted encumbrance. Landlord agrees that it will not draw down the proceeds of the Letter of Credit except in the event of a default by Tenant hereunder which continues after any required notice and the expiration of any applicable cure period or the receipt of notice of non-renewal of such Letter of Credit by the Issuing Bank without the Tenant having provided a substitute Letter of Credit at least seven (7) business days prior to the expiration date of the Letter of Credit meeting all requirements set forth in this Section.. The Tenant shall be obligated to maintain a Letter of Credit meeting the requirements of Section 8 during the Term of this Lease, provided, however, the amount available to be drawn under such Letter of Credit shall reduce as follows: $ 161,598.40 13 $ 32,319.68 $ 129,278.72 25 $ 32,319.68 $ 96,959.04 37 $ 32,319.68 $ 64,639.36 49 $ 32,319.68 $ 32,319.68 61 $ 32,319.68 $ 0.00 In the event of an occurrence of a default under this Lease which is not cured or waived, the amount available to be drawn under the Letter of Credit shall not be reduced further and the Landlord shall have the right to draw upon the Letter of Credit as provided herein. Landlord may use, apply, or retain the proceeds of the Letter of Credit to the same extent that Landlord may use, apply, or retain the cash security deposit as set forth in Section 8 of the Lease. Landlord may draw on the Letter of Credit in whole or in part, from time to time, at Landlord’s election. If Landlord partially draws down the Letter of Credit, Tenant shall, within ten (10) days after Landlord gives Tenant notice thereof, restore all amounts drawn by Landlord or substitute cash security instead. If Landlord elects to draw the full amount, but the full amount of the Letter of Credit is not required for the payment of any sum to which Landlord may become obligated by Tenant’s default, or to compensate Landlord for any loss or damage which Landlord may suffer as a consequence of any default by Tenant, the balance of the proceeds drawn under the Letter of Credit shall be held by Landlord (together with any sums required to restore the amount held by Landlord to the total amount of the Security required above) as a cash security deposit and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, shall be treated in accordance with the provisions of Section 8 of the Lease. Tenant hereby agrees to cooperate, at its expense, with Landlord to promptly execute and subject deliver to Landlord any and all modifications, amendments and replacements of the following Letter of Credit, as Landlord may reasonably request to carry out the terms and conditions:conditions of Section 8. Nothing in Section 8 shall in any manner limit the liability of Tenant under this Lease, and Landlord is reserving all rights and remedies against Tenant in the event of a default by Tenant.

Security Deposit Letter of Credit. A. Upon As additional security for the full and prompt performance by Tenant of the terms and covenants of this Lease, Tenant shall deliver to Landlord simultaneously with the execution of this Lease, Tenant and shall deposit with Landlord maintain throughout the Term, an unconditional and irrevocable letter of credit (the "Letter of Credit") in the amount of the Security and Restoration DepositDeposit (as defined in Section 11 of the Fundamental Lease Provisions). Said deposit The Letter of Credit shall be held by Landlord as security for in the faithful performance by Tenant form of all the terms of this Lease by said Tenant to be observed Exhibit "C" attached hereto and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon issued by First National Bank of Maryland or such other national bank approved in writing by Landlord, in its sole discretion. If at any time during the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf Term Tenant defaults in the performance of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00obligations hereunder, Landlord shall have the right to withdraw draw upon the total Letter of Credit to satisfy such obligations including, without limitation, any damages to which Landlord is entitled pursuant to Section 15 hereof. If any portion of the Letter of Credit is used, applied or retained by Landlord, Tenant shall, upon demand, reinstate the Letter of Credit in the full amount of the Security Deposit, and Restoration Deposit and hold the proceeds until such time that Tenant delivers Tenant's failure to Landlord do so shall constitute a letter of credit to secure the performance of Tenant’s obligations default under this Lease throughout for which Tenant shall not be entitled to notice or an opportunity to cure. No later than thirty (30) days prior to the expiration of any Letter of Credit then deposited hereunder, Tenant shall replace or renew the existing Letter of Credit meeting all of the requirements set forth herein extending the maturity date thereof for one (1) year. In the event that Tenant fails to timely provide such substitute Letter of Credit or amendment to the existing Letter of Credit, Landlord shall be entitled to draw the entire amount of the Letter of Credit. If Tenant fully and faithfully performs every term and covenant of this Lease during the Term, the Letter of Credit shall be returned to Tenant after the expiration of the Term. Landlord may assign and deliver the Letter of Credit to any purchaser or successor of Landlord's interest in accordance the Building, in which event Landlord shall be discharged from any further liability with and subject respect to the following terms Letter of Credit. The Letter of Credit shall not be construed as liquidated damages, and conditions:if Landlord's claims hereunder exceed the amount of the Letter of Credit, Tenant shall remain liable for the balance of such claims.

Security Deposit Letter of Credit. A. Upon The parties agree that on or before the execution of this LeaseCommencement Date, and subject to adjustment as set forth below, Tenant shall deliver to Landlord a security deposit in the amount of nine times the initial Monthly Rental (the “Security Deposit”); i.e., $5,693,541.75. In lieu of depositing a cash Security Deposit with Landlord, Tenant may provide Landlord with an irrevocable and transferable standby letter of credit in accordance with the Security rules of ISP98 (or such other commonly accepted rules governing standbys reasonably acceptable to Landlord) in a form and Restoration Depositissued by a financial institution reasonably acceptable to Landlord (“Letter of Credit”), which Letter of Credit must automatically extend for minimum one-year periods unless, at least 60 days prior to expiration, Landlord receives written notice from the issuer of the Letter of Credit that the Letter of Credit will not be extended for at least a one-year period (a “Non-Renewal Notice”). Said deposit shall Landlord may draw the Letter of Credit in part or in full in the event of any uncured default by Tenant or to pay for any Tenant obligations under this Lease or in the event Landlord receives a Non-Renewal Notice. To the extent Landlord draws more funds on the Letter of Credit than can be applied to obligations then due or payable to Landlord, the excess will be held by Landlord as security for the faithful performance by Tenant of all a cash Security Deposit subject to the terms and conditions of this Lease by said Tenant to be observed and performedSection 4.7. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) Within 10 business days after Landlord’s request, and at Landlord’s sole cost, Tenant shall cause the end Letter of each quarter Credit to be re-issued or transferred to any buyer or lender of Tenant’s fiscal yearLandlord or to be replaced if it is lost, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time mutilated, stolen, or destroyed (provided that Tenant’s cash position falls below $10,000,000.00in the case of a loss, mutilation, theft, or destruction, Landlord may be required as a condition of such replacement to sign the standard “lost instrument affidavit and indemnity” or similar agreement on the issuing bank’s standard form as a condition to replacement). Tenant shall have ensure that, on each third Adjustment Date throughout the right to withdraw Term (as it may be extended), the total amount sum of the unexpended portion of the Security and Restoration Deposit and hold plus the proceeds until such time that Tenant delivers to Landlord a letter balance of credit to secure the performance Letter of Tenant’s obligations under this Lease throughout Credit equals nine times the Term, in accordance with and subject to the following terms and conditions:then applicable Monthly Rental.

Security Deposit Letter of Credit. A. Upon (a) In the execution event that the Landlord shall draw upon any letter of credit held as security in connection with this Lease, Tenant shall deposit Lease in accordance with Landlord the Security and Restoration Deposit. Said deposit terms hereof or if any letter of credit required hereunder shall be held replaced, as permitted by this Section 31, with a cash security deposit, Landlord shall hold the funds so drawn or deposited as cash security for the faithful performance and observance by Tenant of all the terms covenants, agreements and conditions of this Lease by said lease. Notwithstanding anything to the contrary contained in any law or statute now existing or hereafter passed (i) Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and entitled to any such act interest whatever on the part of Tenant shall be without force and effect and cash security, (ii) Landlord shall not be binding upon obligated to hold the cash security in trust or in a separate account, and (iii) Landlord shall have the right to commingle the cash security with its other funds. Landlord may use, apply or retain the whole or any part of the cash security to the extent required for the payment of any minimum rent, any additional rent or any other sums payable hereunder as to which Tenant is in default or to the extent required for the reimbursement to Landlord of any sum which Landlord may expend or may be required to expend by reason of Tenant's default in respect to any of the covenants, agreements or conditions of this lease. If Tenant shall fully and faithfully comply with all of the covenants, agreements and conditions of this lease, the cash security shall be returned to Tenant after the Expiration Date and surrender of the Premises to Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail Premises are sold to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00a bona fide purchaser, Landlord shall have the right to withdraw transfer the total aforesaid cash security to such purchaser, by which transfer Landlord shall be released from all liability, and Tenant shall look solely to the new landlord for the return thereof. If Tenant terminates this Lease pursuant to any termination right granted to Tenant herein, Landlord shall return to Tenant any Letter of Credit then held by Landlord; provided, however, Landlord shall be entitled to retain any portion of the Letter of Credit proceeds previously drawn upon by Landlord that Landlord, in the exercise of its reasonable discretion, believes is necessary to remedy any existing or prior default by Tenant hereunder. (b) Tenant shall, upon the execution and delivery of this Lease, deliver a transferable Standby Irrevocable Letter of Credit (together with any successor, renewal or replacement thereof, the "Letter of Credit") to be posted initially by Norton XxXxxxxxxx of Xxxxxx, Inc. (or its successor in interest) and issued by any of: (i) NationsBank, N. A. (or any successor banking institution); (ii) Tenant's current lenders, namely, The CIT Group/Commercial Services, Inc., Nationsbanc Commercial Corporation and Fleet Bank, N.A.; or (iii) other lenders expressly approved by Landlord, in the amount of One Million One Hundred Fifty Five Thousand Dollars ($1,155,000.00), naming Landlord as beneficiary (the Security Landlord, together with any successor landlord or other transferee of the Letter of Credit, is referred to herein as the "Beneficiary"). The Letter of Credit shall be issued on the date of this Lease and Restoration Deposit shall have an initial expiration date no earlier than one (1) year from the date of this Lease. By its terms, the Letter of Credit shall be payable upon presentation of a sight draft by the Beneficiary, be transferable, permit partial draws, be renewable annually, and hold otherwise be in form and substance satisfactory to the proceeds until such time that Landlord. Tenant delivers shall cause the Letter of Credit (as it may be reduced in amount in accordance with the provisions of this Section 31) to be issued and renewed for the entire term of this Lease. Tenant shall not be required to maintain or renew the Letter of Credit where Tenant is permitted, by the express terms of this Section 31, to replace the Letter of Credit with a cash security deposit and Tenant has in fact replaced the Letter of Credit with a cash security deposit in accordance with the terms hereof. Landlord a shall have the right to absolutely assign the Letter of Credit to any successor landlord and to collaterally assign the Letter of Credit to any mortgagee. Landlord and Tenant agree that: (i) the original landlord entity under this Lease will pay all letter of credit transfer fees associated with the first assignment of this Lease to secure a successor landlord; and (ii) in the performance event of any later assignment of this Lease, Landlord shall attempt in good faith to cause the assignee of this Lease to pay all letter of credit transfer fees associated with such an assignment and, in the event Landlord in unable to cause such assignee to pay such transfer fees, such transfer fees shall be split equally between Landlord and Tenant’s . (c) The Landlord shall be permitted to draw upon the Letter of Credit upon the occurrence of a default by Tenant under the terms and conditions of this Lease and Tenant's failure to cure such default within the cure periods provided for in this Lease, whether such default be monetary or non-monetary. In such circumstances, Landlord shall be permitted to draw upon the Letter of Credit in an amount sufficient, in the sole judgment of Landlord, to cure such default and reimburse Landlord for all losses, damages, and expenses (including, without limitation, reasonable attorney's fees) which are actually incurred and are caused by such default. The amount of any drawing on the Letter of Credit shall be consistent with the amount of damages and other remedies Landlord is entitled to under the terms of this Lease. Nothing contained herein shall be deemed or construed so as to limit or otherwise impair Tenant's right to challenge Landlord's drawing under the Letter of Credit to the extent such drawing does not represent a fair measure of damages or is otherwise inconsistent with this Lease. (d) Tenant shall be entitled to replace the original Letter of Credit issued in favor of the Beneficiary in the amount of One Million One Hundred Fifty Five Thousand Dollars ($1,155,000.00) with a replacement letter of credit in the amount of Five Hundred Seventy Seven Thousand Five Hundred Dollars ($577,500.00) (the "First Reduced Letter of Credit"), and the Beneficiary agrees to provide Tenant with all documents necessary to facilitate such replacement, upon the satisfaction of the following conditions (the "First Letter of Credit Reduction Conditions"), such determination of the satisfaction of conditions to be made on a quarterly basis: (i) Tenant shall have physically continuously occupied the Premises and fully performed all of its obligations under this Lease throughout Lease, including, without limitation, the Termpayment of Minimum Annual Rent and all additional rent required by the terms of this Lease, for a period of six (6) consecutive calendar months; (ii) at the time condition (i) is satisfied, none of the following events or conditions shall exist with respect to the Tenant or Norton XxXxxxxxxx, Inc. (the "Parent") or any entity owned or controlled by Parent or Tenant (an "Affiliate"): (A) the Tenant (or the Parent or an Affiliate) has made a general assignment for the benefit of creditors or generally is not paying, or is unable to pay, or admits in writing its inability to pay, its debts as they become due; or (B) the Tenant (or the Parent or an Affiliate) or any other party has commenced any proceeding (I) relating to bankruptcy, insolvency, reorganization, conservatorship or relief of debtors, in accordance each instance with and subject respect to the Tenant (or the Parent or an Affiliate); (II) seeking to have an order for relief entered with respect to the Tenant (or the Parent or an Affiliate); (III) seeking attachment, distraint or execution of a judgment with respect to the Tenant (or the Parent or an Affiliate); (IV) seeking to adjudicate the Tenant (or the Parent or an Affiliate) as bankrupt or insolvent; (V) seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to the Tenant's (or the Parent's or an Affiliate's) debts; or (VI) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for the Tenant (or the Parent or an Affiliate) or for all or any substantial part of the Tenant's (or the Parent's or an Affiliate's) assets; and (iii) the Parent's unaudited quarterly financial statements shall reflect net income of Four Million Dollars ($4,000,000.00) or greater in the aggregate for the most recently ended four (4) consecutive fiscal quarters. (e) Tenant shall be entitled to replace the original Letter of Credit (or the First Reduced Letter of Credit) with either (i) a replacement letter of credit in the amount of One Hundred Twenty Three Thousand Two Hundred Dollars ($123,200.00) (the "Second Reduced Letter of Credit"), in which event the Beneficiary agrees to provide Tenant with all documents necessary to facilitate such replacement, or (ii) a cash security deposit in the amount of One Hundred Twenty Three Thousand Two Hundred Dollars ($123,200.00), upon the satisfaction of either of the following terms and conditionsconditions (the "Second Reduced Letter of Credit Conditions"), it being agreed that the determination of the satisfaction of the Second Reduced Letter of Credit Conditions will be made annually at each lease anniversary date: (A) Parent's credit rating published by Standard & Poor's or Xxxxx'x Investor's Services shall become "investment grade", it being agreed that the current definition of

Security Deposit Letter of Credit. A. Upon 3.3.1 As security for the full and faithful payment of all sums due under this Lease and the full and faithful performance of every covenant and condition of this Lease to be performed by Tenant, Tenant agrees to pay to Landlord upon execution of this Lease the sum specified in the definition of the term Security Deposit. If Tenant shall breach or default with respect to any payment obligation or other covenant or condition of this Lease, Landlord may apply all or any part of the Security Deposit to the payment of any sum in default or any damage suffered by Landlord as a result of such breach or default, and in such event, Tenant shall shall, upon demand by Landlord, deposit with Landlord the amount so applied so that Landlord shall have the full Security and Restoration DepositDeposit on hand at all times during the Lease Term. Said deposit shall be held by Landlord as security for the faithful performance by Tenant Landlord's use or application of all or any portion of the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not impair any other rights or remedies provided under this Lease or under applicable law and shall not be mortgagedconstrued as a payment of liquidated damages. If Tenant shall have fully complied with all of the covenants and conditions of this Lease, assignedthe Security Deposit shall be repaid to Tenant, transferred without interest, within ten (10) calendar days after the expiration of this Lease. Tenant may not mortgage, assign, transfer or encumbered by Tenant without encumber the written consent of Landlord Security Deposit and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the termeffect. In the event of bankruptcy any bankruptcy, insolvency, reorganization or other creditor-debtor proceedings shall be instituted by or against Tenant, all securities the Security Deposit shall be deemed to be applied first to the payment of rent Base Rent, Additional Rent and all other charges due sums payable under this Lease to Landlord for all periods prior to the filing institution of such proceedings. B. proceedings and the balance, if any, may be retained by Landlord and applied against Landlord's damages. If at any time or times the amount of the Base Rent is increased during the Lease Term above that set forth in subpart (a) of the definition of Base Rent, whether pursuant to the terms of this Lease or otherwise, then the required Security Deposit amount shall be proportionately increased; and Tenant shall be obligated pay to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, such additional Security Deposit within fifteen ten (1510) business calendar days after the end effective date of each quarter the increase in the Base Rent. 3.3.2 As soon as practicable and in any event not less than ten Business Days prior to commencement of Tenant’s fiscal yearthe Tenant Improvements hereunder, Tenant shall cause to be delivered to Landlord by SBC Communications, Inc., an unaudited financial statement certified as true irrevocable, standby letter of credit (the "Letter of Credit") issued by Tenant’s Chief Financial OfficerCitibank N.A. (the "Bank") for the benefit of Landlord in the amount of Seven Hundred Fifty Thousand Dollars ($750,000). At such time The Letter of Credit shall remain in effect for five years, expiring on February 1, 2005; provided, however, that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security Letter of Credit shall be reduced as of each February I anniversary date, commencing as of February 1, 2001, by an amount equal to One Hundred Fifty Thousand Dollars ($150,000), such that the amount of the Letter of Credit shall be reduced to $600,000 as of February 1, 2001, $450,000 as of February 1, 2002, $300,000 as of February 1, 2003, $150,000 as of February 1, 2004, and Restoration Deposit expiring on February 1, 2005. The Letter of Credit shall be in substantially the form of Exhibit G attached to this Lease. With respect to the Letter of Credit, Landlord and hold Tenant agree as follows: (a) Upon the proceeds until such time that Tenant delivers occurrence of a Draw Event (as defined herein) and pursuant to subparagraph (b) of this paragraph 3.3.2, Landlord may apply for payment (a letter "Draw") under the Letter of credit Credit by providing the Bank with a certificate required under, and attached as part of, the Letter of Credit (the "Draw Certificate"). A "Draw Event" shall mean and refer to secure the performance (i) Tenant's failure to satisfy its obligations as set forth in Exhibit C of Tenant’s obligations under this Lease throughout (the TermTenant Work Letter), or (ii) the occurrence of an Event of Default (provided such Event of Default is not cured by Tenant in accordance with and subject to the following terms and conditions:provisions regarding cure, as the case may be, under this Lease).

Security Deposit Letter of Credit. A. Upon 5.1 In the execution event that Tenant elects to deposit the amount specified in Item 11 of the Basic Lease Information as a security deposit (the “Security Deposit”), the provisions of this Section 5.1 shall apply to the Security Deposit. Landlord shall hold the Security Deposit as security for the performance by Tenant of Tenant’s covenants and obligations under this Lease, Tenant shall deposit with Landlord it being expressly understood and agreed that the Security and Restoration DepositDeposit shall not be considered an advance payment of Rent or a measure of Landlord’s damages in case of default by Tenant. Said deposit The Security Deposit shall be held by Landlord as security without liability to Tenant for the faithful performance interest, and Landlord may commingle such deposit with any other funds held by Tenant of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If Upon the Fixed Rent or Additional Rent or occurrence of any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf Event of the TenantDefault (defined in Section 15.1 below), or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and from time to time, without prejudice to any other remedy which Landlord may have on account thereofremedy, appropriate and apply said entire deposit or so much thereof as may be the Security Deposit to the extent necessary to compensate Landlord toward the payment make good any arrears of Fixed Base Rent, Additional Rent Rent, and any other payment, damage, injury, expense or other sums or loss or damage sustained liability caused to Landlord by such Event of Default. Following any application of the Security Deposit, Tenant shall pay to Landlord due on demand the amount so applied in order to restore the Security Deposit to the amount thereof immediately prior to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security application. Subject to the original sum deposited. Should Tenant comply with all of said terms requirements of, and promptly pay all conditions imposed by, governmental laws, rules and regulations applicable to security deposits under commercial leases (the “Applicable Security Deposit Laws”), Landlord shall, within the time required by Applicable Security Deposit Laws, or if no such requirement, within sixty (60) days after the expiration of the rentals as they fall due Term of this Lease (or the earlier termination of this Lease), return to Tenant the portion (if any) of the Security Deposit remaining after deducting all damages, charges and all other sums payable amounts owing by Tenant to Landlord under this Lease. Landlord and Tenant agree that such deductions shall include, without limitation, all damages and losses that Landlord has suffered or that Landlord reasonably estimates that it will suffer as a result of any default under this Lease by Tenant. If Landlord transfers Landlord’s interest in the Tenant Space during the Term of this Lease (including any extension thereof), said deposit shall be returned in full Landlord may assign the Security Deposit to the transferee, and upon such transfer and the delivery to Tenant at the end of an acknowledgement of the termtransferee’s responsibility for the Security Deposit, Landlord shall have no further liability for the return of the Security Deposit. In the event the provisions of bankruptcy any Applicable Security Deposit Laws, or other creditor-debtor proceedings against Tenantprovisions of Law, all securities shall be deemed to be applied first now or hereinafter in force, which restricts the amount or types of claims that a landlord may make upon a security deposit or imposes upon a landlord (or its successors) any obligation with respect to the payment handling or return of rent and other charges due Landlord for all periods prior to security deposits, conflict with the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:conditions of this Section 5, the terms and conditions of this Section 5 shall govern.

Security Deposit Letter of Credit. A. Upon the [APPLICABILITY TO BE DETERMINED] Concurrently with Tenant’s execution of this Lease, Tenant shall deposit with Landlord a security deposit (the “Security and Restoration Deposit. Said deposit shall be held by Landlord ”) in the amount set forth in Section 8 of the Summary, as security for the faithful performance by Tenant of all the terms of its obligations under this Lease. If Tenant defaults with respect to any provisions of this Lease by said Tenant Lease, including, but not limited to, the provisions relating to be observed the payment of Rent, the removal of property and performed. The Security and Restoration Deposit the repair of resultant damage, beyond the applicable cure period, Landlord may, without notice to Tenant, but shall not be mortgaged, assigned, transferred required to apply all or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Security Deposit for the payment of any Rent or any other sum payable hereunder in default and Tenant shall, upon demand therefor, restore the Security Deposit to its original amount. Any unapplied portion of the Security Deposit shall be overdue and unpaid or should Landlord make payments on behalf returned to Tenant, or, at Landlord’s option, to the last assignee of Tenant’s interest hereunder, within forty-five (45) days following the expiration of the TenantLease Term. Tenant shall not be entitled to any interest on the Security Deposit. Tenant hereby irrevocably waives and relinquishes any and all rights, benefits, or protections, if any, Tenant shall fail to perform any now has, or in the future may have, under Section 1950.7 of the terms California Civil Code, any successor statue, and all other provisions of law, now or hereafter in effect, including, but not limited to, any provision of law which (i) establishes the time frame by which a landlord must refund a security deposit under a lease, or (ii) provides that a landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of rent, to repair damage caused by a tenant, or to clean the subject premises. Tenant acknowledges and agrees that (A) any statutory time frames for the return of a security deposit are superseded by the express period identified in this Article 21, above, and (B) rather than be so limited, Landlord may claim from the Security Deposit (i) any and all sums expressly identified in this Article 21, above, and (ii) any additional sums reasonably necessary to compensate Landlord for any and all losses or damages caused by Tenant's default of this Lease, then Landlord mayincluding, at its option and without prejudice but not limited to, all damages or rent due upon termination of this Lease pursuant to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all Section 1951.2 of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedingsCalifornia Civil Code. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:

Security Deposit Letter of Credit. A. Upon Simultaneously with the Tenant’s execution and delivery of this Leasethat certain First Amendment to Lease and Extension Agreement dated as of October 1, 2004 by and between the Landlord and the Tenant, the Tenant shall deposit with the Landlord a Letter of Credit in the Security amount and Restoration Deposit. Said deposit shall form hereafter described (the “Letter of Credit”) to be held and, as applicable, presented and drawn upon and the proceeds thereof retained and applied by the Landlord as security for the faithful payment, performance and observance by the Tenant of the terms, covenants, provisions, conditions and agreements of the Tenant under and pursuant to this Lease. It is agreed and understood that in the event of the occurrence of a default of the Tenant under the Lease beyond all applicable notice, grace, or cure periods, the terms Landlord may present for payment and draw upon the Letter of Credit and the Landlord shall use, apply or retain the whole or any part of the amounts available to be drawn under the Letter of Credit to the extent required for the payment of any Yearly Rent, the Tenant’s Taxes, the Tenant’s Operating Expenses, additional rent or any other sum which the Landlord may expend or be entitled to the payment of by reason of any default of the Tenant or any failure of the Tenant to pay, perform or observe any term, covenant, condition or provision of this Lease, including without limitation, any late charges, interest payments or any damages or deficiency in the re-letting of the Premises whether said damages or deficiency occurred before or after summary proceedings or other re-entry by the Landlord. If the Landlord shall present, draw upon and apply or retain all or any portion of the amounts evidenced by the Letter of Credit, the Tenant shall immediately replenish and reinstate the amount available to be drawn under the Letter of Credit or cause a substitute Letter of Credit in the form and amount required by this Lease to be re-issued so that at all times during the Term of this Lease, the Landlord shall be entitled to draw upon the entire dollar amount of the Letter of Credit in the amounts required hereunder notwithstanding any prior presentation and draw thereon. In addition, in the event of a termination of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent Landlord as a result of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf default of the Tenant, Tenant or Tenant shall fail a rejection of this Lease pursuant to perform any the provisions of the terms of this LeaseFederal Bankruptcy Code, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw draw upon the total Letter of Credit and/or any substitute Letter of Credit or additional Letter(s) of Credit (from time to time, if necessary) to cover the full amount of damages and other amounts due from the Tenant to the Landlord under this Lease without reference, if the same is applicable, to any limitation on such damages and amounts that might otherwise be imposed by the Bankruptcy Code. The Letter of Credit must at all times be an “irrevocable clean” commercial Letter of Credit in the amount required by this Lease. The Letter of Credit shall be in the form attached hereto as Exhibit 7 or in another form approved by Landlord, which approval Landlord shall not unreasonably withhold. The Letter of Credit shall be issued by Wachovia Bank, N.A. or another bank or financial institution approved by Landlord, which approval Landlord shall not unreasonably withhold. The Letter of Credit must be payable upon presentment in New York City, New York. In addition, the Letter of Credit shall be payable solely to the benefit of the Landlord from time to time under this Lease and shall be automatically renewable and, upon the direction of the Landlord, transferable to and payable for the benefit of any successor the Landlord under the Lease. The Letter of Credit (or substitutes thereof consistent with the terms hereof) shall be and remain presentable and payable for a period of one (1) year from the original date of issuance. The Letter of Credit shall be automatically renewable in accordance with the terms set forth in the form attached as Exhibit 7; provided, however, that if the issuer of the Letter of Credit gives notice of its election not to renew the Letter of Credit, then Tenant shall be required to deliver to Landlord a new Letter of Credit satisfying the conditions set forth in this Paragraph 1 of Rider to Lease (a “Substitute Letter of Credit”) on or before the date that is thirty (30) days prior to the expiration of the term of such Letter of Credit. If Tenant fails to deliver a Substitute Letter of Credit when required, then Landlord may, without giving any additional notice to Tenant, draw down the Letter of Credit. The proceeds from any such draw shall be held by the Landlord as a cash security deposit under this Lease to be used, applied or retained as provided herein including, without limitation, application against any defaults of the Tenant hereunder, which remain uncured beyond all applicable notice, grace or cure periods herein, from time to time arising under this Lease. The Tenant shall bear all costs and expenses in connection with procuring the Letter of Credit (and any Substitute Letter of Credit) and maintaining it in full force and effect for the time periods required hereunder. In the event of a sale or other transfer of the Building, the Tenant shall, at its sole cost and expense, cause the Letter of Credit, in the form required hereunder (and any Substitute Letter of Credit, in the form required hereunder), to be issued to and for the benefit of such transferee or purchaser, as designated by the Landlord. The Landlord from time to time under this Lease, shall be entitled to receive thirty (30) days prior written notice of any cancellation of the Letter of Credit for any reason and the Letter of Credit shall not be cancellable unless and until the Landlord shall have received such thirty (30) day advance written notice. Upon (i) receiving notice of cancellation of the Letter of Credit or (ii) failure of the Tenant to deliver to the Landlord a substitute Letter of Credit on or before the date which is thirty (30) days prior to any renewal date and whether or not the Tenant shall then be in default in the payment, performance or observance of any term, covenant or provision of this Lease, the Landlord shall be entitled to present, draw upon and retain the entire amount of the Security Letter of Credit and Restoration Deposit upon so doing, the Landlord shall be entitled to hold, apply and hold retain the proceeds until of such payment as if it were a cash security deposit under this Lease to be applied against defaults of the Tenant, which remain uncured beyond all applicable notice, grace or cure periods herein, from time to time arising under this Lease. It is agreed and understood that any failure of the Tenant delivers to perform, observe or comply with any term or provision contained in this Paragraph 1 of the Rider to Lease to be performed or observed by the Tenant shall entitle the Landlord to the same rights and remedies under this Lease, as a letter failure by the Tenant to pay Yearly Rent as and when same shall be due and payable. The amount of credit to secure the performance Letter of Credit shall be Four Hundred Fifty Thousand and No/100ths ($450,000.00) Dollars. Within thirty (30) days after the last day of the term of this Lease or the date on which all of Tenant’s obligations under this Lease throughout have been satisfied, whichever is later, Landlord shall return all collateral held by Landlord as the TermSecurity Deposit for Tenant’s obligations under this Lease, whether in accordance with the form of the Letter of Credit, cash, or both. Upon Landlord’s receipt and subject approval of the Letter of Credit and the execution and delivery of this First Amendment by all the parties hereto, Landlord shall pay to Tenant $162,750.00 representing the following terms and conditions:balance of the original cash security deposit currently held by Landlord.”

Security Deposit Letter of Credit. A. Upon the execution of this Leasehereof by Tenant, Tenant shall deposit with deliver to Landlord and, subject to the provisions of this Section, shall maintain in effect at all times during the Term hereof, an unconditional, irrevocable standby letter of credit in an amount (the "Security and Restoration Deposit. Said deposit shall be held by Landlord Amount") equal to Sixty Eight Thousand Eight Hundred Fifty Dollars ($68,850.00) as security for the faithful performance and observance by Tenant of all the terms of this Lease Lease. Said letter of credit shall be in form reasonably satisfactory to Landlord, shall name Landlord as the beneficiary thereunder, and shall be issued by said Tenant a banking corporation reasonably satisfactory to Landlord having a counter upon which the letter of credit may be observed drawn and performedpresented in the City of New York or on Long Island. The Security Such initial letter of credit shall have an expiration date no earlier than August 15, 2008 and Restoration Deposit shall be automatically renewed thereafter for successive periods of at least one year until the date which is thirty (30) days following the Expiration Date hereof (herein the "L/C Maintenance Date") unless terminated by the issuer thereof by notice to Landlord given not be mortgaged, assigned, transferred or encumbered by Tenant without less than forty-five (45) days prior to the written consent stated expiration thereof. In the event of Landlord and the termination of any such act letter of credit, Tenant shall throughout the term of this Lease deliver to Landlord replacement letters of credit in lieu thereof (each such letter of credit and such replacements thereof, as the case may be, is herein referred to as a "Security Letter") no later than thirty five (35) days prior to the expiration date of the preceding Security Letter so that at all times until the L/C Maintenance Date, Landlord shall be holding a Security Letter meeting the requirements hereof. If Tenant shall fail to obtain any replacement of a Security Letter within the time limits set forth in this Section, Landlord may draw down the full amount of the existing Security Letter and retain the same as security hereunder. B. In the event Tenant defaults (beyond any applicable notice and period of cure) in respect to any of the terms, provisions, covenants and conditions of this Lease, including, but not limited to, the payment of Fixed Rent and Additional Rent or any other charges or damages, Landlord may draw down on the Security Letter and may use, apply or retain the whole or any part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the security for the payment of any Fixed Rent or and Additional Rent or any other sum payable hereunder shall be overdue and unpaid as to which Tenant is in default or should for any sum which Landlord make payments on behalf expends or is required to expend by reason of the Tenant, or Tenant shall fail to perform 's default in respect of any of the terms terms, provisions, covenants and conditions of this Lease, then including, but not limited to, any damages or deficiency accrued before or after summary proceedings or other re-entry by Landlord. To insure that Landlord may utilize the security represented by the Security Letter in the manner, for the purpose, and to the extent provided in this Section, each Security Letter shall, without limitation, provide (i) that the full amount (or any portion) thereof may be drawn down by Landlord upon the presentation to the issuing bank of Landlord's draft drawn on the issuing bank with accompanying statement purportedly executed by an officer of beneficiary to the effect that the beneficiary is entitled to draw under the Security Letter in accordance with the term of the Lease, and (ii) that the Security Letter shall be transferable by Landlord to any transferee of Landlord's interest in the Premises, without cost to Landlord, in the event of a transfer of Landlord's interest in the Premises. In the event of any such transfer, Landlord shall transfer any interest it may have in the Security Letter to the transferee thereof and Landlord (upon such transfer) shall thereupon be released by Tenant from all liability for the return of such Security Letter, and Tenant agrees to look solely to the new Landlord under the Lease for the return of said Security Letter; and it is agreed that the provisions hereof shall apply to every transfer or assignment made of the Security Letter to a new Landlord. Tenant further covenants that it will not assign or encumber or attempt to assign or encumber the monies (or Security Letter) deposited herein as security and that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance. C. In the event that Tenant defaults in respect of any of the terms, provisions, covenants and conditions of this Lease and Landlord utilizes all or any part of the security represented by the Security Letter, Landlord may, at in addition to exercising its option rights as herein, retain the unapplied and without prejudice unused balance of the principal amount of the Security Letter as security for the faithful performance and observance by Tenant thereafter of the terms, provisions and conditions of this Lease, and may use, apply or retain the whole or any part of said balance to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the extent required for payment of Fixed Rent, Additional Rent or any other sums sum as to which Tenant is in default or loss for any sum which Landlord may expend or damage sustained be required to expend by reason of Tenant's default in respect of any of the terms, covenants and conditions of this Lease. In the event Landlord due to such breach on the utilizes all or any part of Tenant; and the security represented by the Security Letter, Tenant shall forthwith upon demand restore said security immediately deposit with Landlord a further Security Letter (or cash) equal to the original sum deposited. Should amount so drawn, used or applied, as aforesaid so that at all times Landlord shall have in its possession Security Letter(s) (and cash security) totaling the Security Amount, failing which Landlord shall have the same rights and remedies against Tenant as for the nonpayment of Fixed Rent beyond the applicable grace period. D. In the event that Tenant shall fully and faithfully comply with all of said terms the terms, provisions, covenants and promptly pay all conditions of this Lease, the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit Security Letter shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen thirty (1530) business days after the end later to occur of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have (i) the right to withdraw Expiration Date hereof and (ii) the total amount delivery of the Security and Restoration Deposit and hold entire possession of the proceeds until such time that Tenant delivers Lease Premises to Landlord a letter of credit to secure in the performance of Tenant’s obligations under this Lease throughout the Term, condition and in accordance with and subject to the following terms and conditions:provisions hereof.

Security Deposit Letter of Credit. A. Upon the execution of this Lease, Tenant shall deposit with Landlord and shall maintain at all times on deposit with Landlord and keep whole and unencumbered an irrevocable, assignable, non-documentary standby letter of credit in form, and issued by, a financial institution acceptable to Landlord in the Security and Restoration Deposit. Said deposit shall be held by Landlord amount of Thirty-three Thousand Dollars ($33,000.00), as security for the faithful performance by Tenant of every term and condition of this Lease, it being expressly understood and agreed that Tenant may not direct Landlord to apply said security in payment of Rent for any month during the Lease Term. If there shall be a breach or default by Tenant in respect of any term or condition of this Lease, and such breach or default is not cured within the applicable cure period, if any, Landlord may draw upon all or any part of the terms letter of credit to perform the same for the account of Tenant, or for any damages, whether such damages or default accrue before or after summary proceedings or re-entry by Landlord. Landlord shall not be required so to use, apply or retain the whole or any part of said security nor shall the provisions herein contained limit the rights and remedies of Landlord under this Lease. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, then, upon the termination or expiration of this Lease by lapse of time or otherwise and Tenant’s surrender of the Premises in the condition required under this Lease, said security or any balance thereof remaining, shall be returned to Tenant within 30 days after such termination or expiration and surrender, as applicable. In the event of any sale, transfer or assignment of Landlord’s interest under this Lease, Landlord may transfer or assign said security to the transferee, and Landlord thereupon shall be observed released from all liability with respect to said security provided that the transferee accepts responsibility for said security. Without affecting the non-documentary status of the letter of credit and performed. The Security and Restoration Deposit without involving the issuer of the letter of credit in any matters affecting this Lease, Landlord shall not be mortgaged, assigned, transferred or encumbered by Tenant without present a draft under the written consent letter of Landlord and any such act credit for payment unless (1) a default exists on the part of Tenant shall be without force beyond any applicable notice and effect cure period or (2) the letter is scheduled to expire before the time specified above for the return of the security to Tenant, and at least 20 days before the expiration of the letter of credit a renewal letter of credit shall not be binding upon have been delivered to Landlord. If Tenant agrees to keep renewing the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf letter of credit until the time specified above for the return of the security to Tenant, or Tenant shall fail to perform without any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach need on the part of Tenant; and Landlord to give Tenant shall forthwith upon demand restore said security any notice that it is in default in supplying that renewal, any provision of this Lease as to notice of default to Tenant to the original sum depositedcontrary notwithstanding. Should Tenant comply with all The employment of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit is an accommodation to secure Tenant and the object of this Section is to preserve Landlord’s rights to deal with the security as if it were cash. Without limiting the foregoing, the issuer of the letter of credit has no interest in, or concern with, this Lease or the performance of Tenantunder it by either party. The issuer’s obligations under this Lease throughout the Term, in accordance with sole obligation is to honor a sight draft timely drawn and subject to the following terms and conditions:presented.

Security Deposit Letter of Credit. A. Tenant has paid to Landlord upon --------------------------------- signing this Lease the Security Deposit as described in Section 1(l) as security for Tenant's performance of all obligations hereunder. The Deposit may be held by Landlord in such manner as it shall elect and Landlord shall be entitled to any interest which accrues on the Deposit. Following an Event of Default by Tenant, Landlord may, at its option, require Tenant to increase its Security Deposit (such required increase not to exceed an amount equal to the then-current monthly rent payable by Tenant hereunder) and to fund such increase within ten (10) days of Landlord's notice to Tenant to increase the Security Deposit. Further, in the event of a default by Tenant, Landlord may, at its option, apply all or any part of the Deposit to cure the default, and thereupon Tenant shall immediately redeposit with Landlord the amount so applied in order that Landlord will always have the full Deposit on hand during the term of this Lease. Upon the termination of this Lease, provided that Tenant is not in default hereunder, Landlord shall refund to Tenant any of the remaining balance of the Deposit subject to final adjustments for payment of any rental required by this Lease. If the Building is sold, Landlord shall have the right to transfer the Deposit to the new owner, and upon the new owner's express assumption of the obligations for the Deposit required by this Lease, Landlord shall thereupon be released from all liability for such Deposit, and Tenant thereafter shall look only to the new owner for such Deposit. The terms hereof shall apply to every transfer of the Deposit. Upon Tenant's execution of this Lease, Tenant shall deposit with deliver to Landlord additional security in the Security and Restoration Deposit. Said deposit shall be held by Landlord as security form of an irrevocable, unconditional letter of credit (the "Letter of Credit") in the amount set forth below for the faithful performance by Tenant of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of 's consideration in entering into this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy an Event of Default by Tenant, the Letter of Credit shall be drawn upon to satisfy Tenant's obligations under this Lease. The Letter of Credit must be reasonably acceptable to Landlord as to form, content, and issuing bank, (it being agreed that the form attached hereto as Exhibit "G" is acceptable to Landlord), must ---------- not require any documentation other than a sight draft in order to be drawn/valued upon and must contain an explicit waiver by the issuing bank of any statutory, UCP or other creditorrights to delay or defer payment upon demand including, but not limited to, a waiver of such rights as are set forth in Article 5, Section 5-debtor proceedings against Tenant112(1)(a) and (b) of the Uniform Commercial Code and in Article 13-B of the Uniform Customs and Practice for Documentary Credits, all securities 1993 Revision, ICC Publication Number 500, including any amendments and revisions thereto. The Letter of Credit shall be deemed to be applied first to the payment for a period of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant five (5) years, or alternatively shall be obligated for five (5) successive periods of one (1) year each with a provision that if a renewal Letter of Credit is not delivered to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen sixty (1560) business days after of the end date of each quarter expiry on the Letter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00Credit, Landlord may draw it down. The Letter of Credit must also provide that the issuing bank, upon any presentation of a draft (at sight) for valuation thereon, shall have honor such draft by promptly delivering the right to withdraw the total amount of the Security draft, by official bank or cashier's check to Landlord or, at Landlord's sole option, by promptly wiring federal funds in the amount of the draft into such account(s) as Landlord may specifically direct in writing. The Letter of Credit must name Landlord, its successors and Restoration Deposit assigns, as the beneficiary of said Letter of Credit. All costs for the issuance (or reissuance as required by Landlord in the event of Landlord's sale of the Building) of said Letter of Credit shall be paid by Tenant. In the event of Landlord's sale of the Building, Tenant shall cooperate with Landlord in having the Letter of Credit reissued to the new property owner. Required Amounts of the Letter of Credit: Lease Year 1: $359,933.33 2: $287,946.66 3: $215,960.00 4: $143,973.33 5: $ 71,986.66 Notwithstanding the foregoing, in the event of a Tenant default hereunder, the required amount of the Letter of Credit shall remain at its then-existing face amount and hold shall not be reduced as hereinabove described from and after the proceeds date of such Tenant default unless and until such time that default is cured by Tenant delivers to Landlord a letter within the applicable cure period. Upon the occurrence of credit to secure an Event of Default by Tenant hereunder, the required amount of the Letter of Credit shall remain at its then-existing face amount and shall not be reduced as hereinabove described unless and until Tenant cures such Event of Default and thereafter resumes and maintains the full and complete performance of Tenant’s all of its obligations under this Lease throughout (without a subsequent Event of Default) for a period of one (1) year following the Termdate of the initial Event of Default, in accordance with and subject to at which time, the following terms and conditions:required amount of the Letter of Credit shall be reduced as hereinabove described.

Security Deposit Letter of Credit. A. Upon the execution Notwithstanding Section 16.1 above, instead of this Lease, Tenant shall deposit depositing cash with Landlord as the Security and Restoration Deposit. Said deposit shall be held by Landlord as security for the faithful performance by Deposit Tenant of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereofoption, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen as and for the Security Deposit, a clean, irrevocable, unconditional and negotiable commercial letter of credit (15the "Letter of Credit") business days after issued by and drawable upon SunTrust Bank or any commercial bank, trust company, national banking association or savings and loan association with offices for banking purposes in Atlanta, Georgia (the end "Issuing Bank"), which has outstanding unsecured, uninsured and unguaranteed indebtedness, or shall have issued a letter of each quarter credit or other credit facility that constitutes the primary security for any outstanding indebtedness (which is otherwise uninsured and unguaranteed), that is then rated, without regard to qualification of Tenant’s fiscal such rating by symbols such as "+" or "-" or numerical notation, "Aa" or better by Xxxxx'x Investors Service and "AA" or better by Standard & Poor's Rating Service, and has combined capital, surplus and undivided profits of not less than $500,000,000. Such Letter of Credit shall (a) name Landlord as beneficiary, (b) be in the full amount of the Security Deposit, (c) have a term of not less than one year, an unaudited financial statement (d) permit multiple drawings, (e) be fully transferable by Landlord without the payment of any fees or charges by Landlord in excess of $500, and (f) otherwise be in form and content satisfactory to Landlord in its sole discretion. If upon any transfer of the Letter of Credit, any fees or charges in excess of $500 shall be so imposed, then such fees or charges shall be payable solely by Tenant and the Letter of Credit shall so specify. The Letter of Credit shall provide that it shall be deemed automatically renewed, without amendment, for consecutive periods of one year each thereafter during the first sixty (60) full calendar months of the Lease Term (and in no event shall the Letter of Credit expire prior to the last day of the sixty first (61st) full calendar month of the Lease Term) unless the Issuing Bank sends a notice (the "Non-Renewal Notice") to Landlord by certified as true by Tenant’s Chief Financial Officermail, return receipt requested, not less than sixty (60) days next preceding the then expiration date of the Letter of Credit stating that the Issuing Bank has elected not to renew the Letter of Credit. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right right, upon receipt of the Non-Renewal Notice, to withdraw draw the total full amount of the Security Letter of Credit, by sight draft on the Issuing Bank, and Restoration Deposit and shall thereafter hold or apply the cash proceeds of the Letter of Credit pursuant to the terms of Section 16.1 above until such time that Tenant delivers to Landlord a letter substitute Letter of credit to secure Credit in the performance full amount of Tenant’s obligations under the Security Deposit which meets the requirements of this Lease throughout the Term, in accordance with and subject to the following terms and conditions:Section 16.

Security Deposit Letter of Credit. A. Upon SCT Holdings shall, upon the execution of this LeaseAgreement by SCT Holdings, Tenant shall deposit either (i) cause to be deposited with Landlord VRLP cash in the amount of the Security and Restoration Amount (the “Security Deposit. Said deposit shall ”), or (ii) subject to Paragraph 32(f), cause to be held by Landlord delivered to VRLP a letter of credit (the “Letter of Credit”) issued in favor of VRLP in the amount of the Security Amount, as security for the faithful performance and observance by Tenant SCT Holdings of all the terms terms, conditions and provisions of this Lease Agreement and as security for the performance and observance by said Tenant each of the SCT Lessees of the terms, conditions and provisions of the Property Leases and this Agreement, including, without limitation, the surrender of possession of the Facilities by the SCT Lessees as provided in the Property Leases and/or under this Agreement. Upon the occurrence and during the continuance of an Event of Default, VRLP may draw upon the Letter of Credit or apply any portion of the Security Deposit to be observed and performed. The Security and Restoration Deposit shall not be mortgagedthe extent required for the payment of any sum as to which SCT Holdings, assignedthe SCT Lessee(s) is in default under this Agreement, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent Property Lease(s) or any other Lease Document to which the applicable Event of Default relates or for any sum payable hereunder shall which VRLP may have expended or may be overdue and unpaid or should Landlord make payments on behalf required to expend by reason of the Tenantoccurrence of such Event of Default, including any damages or Tenant shall fail to perform deficiency accrued before or after summary proceedings or other re-entry by any of the terms of this Lease, then Landlord may, at its option and without prejudice Ventas Lessor pursuant to any other remedy which Landlord may have on account thereof, appropriate Property Lease or this Agreement. If VRLP draws upon the Letter of Credit and apply said entire deposit applies or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent retains any portion or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals sum received upon such draw, or applies any portion of the Security Deposit, SCT Holdings shall forthwith take such action as they fall due and is necessary to restore the face amount of the Letter of Credit to the Security Amount or pay any deficiency to VRLP in accordance with Paragraph 32(d) hereof, such that the Letter of Credit or Security Deposit, as applicable, is at all other sums payable by Tenant times equal to Landlordthe Security Amount. If SCT Holdings posts a Security Deposit pursuant to the terms hereof, said deposit unless a Facility Mortgagee requires otherwise, the Security Deposit shall be returned deposited by VRLP in full to Tenant at a segregated account of VRLP or with Facility Mortgagee in the end sole discretion of VRLP (the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities “Security Deposit Account”) and shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen invested in Short-Term Treasury Securities selected by VRLP. Within twenty (1520) business days after following the end of each Fiscal Quarter in any Lease Year, (A) VRLP shall pay to SCT Holdings the interest accrued in the Security Deposit Account with respect to such quarter (the “Security Deposit Interest”) provided, that if the Security Deposit Account is held by a Facility Mortgagee, then the Security Deposit Interest shall be the net interest relating to the Security Deposit Account that Facility Mortgagee pays to VRLP, and (B) SCT Holdings shall pay to VRLP a quarterly administration fee in respect of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have Fiscal Quarter in the right to withdraw the total amount of Two Thousand Five Hundred Dollars ($2,500.00) (the “Security Deposit Administration Fee”). VRLP may offset against any payment of Security Deposit Interest the amount of any Security Deposit Administration Fee due in any such quarter or preceding quarter. The Security Deposit Interest and Restoration Security Deposit and hold the proceeds until such time that Tenant delivers Administration Fee shall be prorated accordingly with respect to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout any partial calendar quarter occurring during the Term, in accordance with and subject to the following terms and conditions:.

Security Deposit Letter of Credit. A. Upon Article 3 of the execution Lease is amended to delete Section 3.2 in its entirety. Tenant’s existing Letter of this Lease, Tenant Credit shall deposit with Landlord the Security and Restoration Deposit. Said deposit shall be held by Landlord as security for the faithful performance by Tenant of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without remain in full force and effect through the Effective Date and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under the Lease as amended by this Third Amendment. If all of the Conditions Precedent are satisfied on the Effective Date and thereafter Tenant makes all payments due under the Lease and all payments due under the Essential Premises Lease, including payment of Rent on the Essential Premises and the Premises, on a timely basis without notice from Landlord, then on October 1, 2003, and on the first day of each month thereafter through May 1, 2004, Tenant may arrange for eight (8) monthly reductions in the Letter of Credit in the amount of Five Hundred Six Thousand Eight Hundred Fifty-nine Dollars ($506,859) each. Provided that the conditions for such reduction have been satisfied, Landlord will execute any documentation reasonably required by the issuing bank to effect the reductions. In no event however, shall the Letter of Credit be reduced below Two Million Five Hundred Thousand Dollars ($2,500,000). Notwithstanding the foregoing, until Tenant has paid for its share of the cost of the Deferred Work pursuant to Section 9 above, the Letter of Credit shall not be reduced below the sum of Two Million Five Hundred Thousand Dollars ($2,500,000) plus Tenant’s share of the estimated cost to complete the balance of the Deferred Work. Tenant shall forfeit all rights to reduce the value of the Letter of Credit under this provision if on or before May 1, 2004, any payment due under the Lease or the Essential Premises Lease is not received by Landlord on or before the due date thereof or if a Tenant default or material misrepresentation occurs under the Warrants, the Information Rights Agreement or the Registration Rights Agreement. Landlord agrees that the Letter of Credit will be the only security required of Tenant pursuant to this Lease throughout or the Term, in accordance with and subject to the following terms and conditions:Essential Premises Lease.

Security Deposit Letter of Credit. A. Upon Section 6 of the execution Lease is hereby amended by adding the following at the end of this Lease, Section 6: a. Landlord has agreed to permit Tenant shall to deposit with Landlord the Security Deposit in the amount set forth in Section 1.10 of the Lease in cash (the “Temporary Cash Security Deposit”) on the date on which Tenant executes this Lease to be held by Landlord on a temporary basis until the Security Deposit L/C (defined hereinafter) is delivered to Landlord. The original Security Deposit L/C shall be delivered to Landlord within thirty (30) days of the date of the date on which this Lease has been executed by both Landlord and Restoration DepositTenant, whichever signs last. Said deposit The Temporary Cash Security Deposit shall be held by Landlord in accordance with Section 6 of the Lease and shall be returned to Tenant within a reasonable period of time following the delivery of the original Security Deposit L/C in the form required by this Lease. Subject to the first sentence of this subparagraph (a), the Security Deposit shall be in the form of an irrevocable unconditional letter of credit (the “Security Deposit L/C”) in the amount set forth in Section 1.10, as security for the Tenant’s full and faithful performance by Tenant of all the terms of this Lease by said Tenant to be observed and performedTenant’s obligations hereunder. The Security and Restoration Deposit L/C shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of delivered to Landlord and any such act on the part of Tenant maintained at Tenant’s sole cost and expense. The Security Deposit L/C shall be without force issued by and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments drawn on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant a bank reasonably acceptable to Landlord, said deposit in Landlord’s sole discretion, and shall name Landlord as Beneficiary. The Security Deposit L/C shall be returned substantially in full the form attached hereto as Exhibit E. If the maturity date of the Security Deposit L/C is prior to Tenant at the one hundred twentieth (120th) day following the end of the termTerm of the Lease, Tenant shall renew the Security Deposit L/C as often as is necessary with the same bank or financial institution (or a similar bank or financial institution reasonably acceptable to Landlord) and upon the same terms and conditions, not less than thirty (30) days prior to the purported expiration date of the Security Deposit L/C in order that the Security Deposit L/C shall not expire prior to that day which is one hundred twenty (120) days following the expiration of the Term. Landlord shall notify Tenant of Landlord’s receipt of any notice from the bank or financial institution that the Security Deposit L/C shall not be renewed within a reasonable period of time following Landlord’s receipt of the same. In the event of bankruptcy or other creditor-debtor proceedings against Tenantthat Tenant fails to timely renew the Security Deposit L/C as aforesaid, all securities Landlord shall be deemed entitled to draw against the entire amount of the Security Deposit L/C. The Security Deposit L/C shall be applied first assignable by Landlord to any transferee of all of the Premises and upon such assignment to any party assuming in writing the lessor interest in this Lease, Landlord shall be relieved from all liability to Tenant therefor. b. Upon the occurrence of any default by Tenant in the payment of rent and other charges due Landlord for all periods prior to Base Rent or upon the filing occurrence of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days the events described in Section 13.1 of the Lease which default continues after the end expiration of each quarter of Tenant’s fiscal yearany applicable notice and cure period, an unaudited financial statement certified as true or in the event that Landlord terminates this Lease in accordance with the terms hereof following a default by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw draw the total entire amount of the Security and Restoration Deposit and hold L/C. Landlord agrees to copy Tenant on any notice to the proceeds until such time issuing bank requesting a draw against the Security Deposit L/C. In the event that Tenant delivers defaults in making any money payment required to be made by Tenant under the terms of this Lease other than the payment of Base Rent, then Landlord shall be entitled to draw upon so much of the Security Deposit L/C as is necessary to cure Tenant’s default, including without limitation, any accrued interest and Landlord’s reasonable attorneys’ fees payable by Tenant in accordance with this Lease. If Landlord elects to make a partial draw upon the Security Deposit L/C, Tenant shall promptly restore the Security Deposit L/C to its original amount within ten (10) days after written demand therefor. Landlord’s election to make a partial draw upon the Security Deposit L/C shall in no event prejudice or waive Landlord’s right to terminate this Lease if permitted under applicable provisions of this Lease, nor shall such election prejudice or waive any other remedy of Landlord reserved under the terms of this Lease, including the right to draw the entire amount of the Security Deposit L/C, if applicable. The Security Deposit L/C shall be available for payment against the presentation of a sight draft by the Landlord together with a certificate from Landlord that Tenant is in default of its obligations hereunder beyond expiration of any applicable notice and cure periods and that Landlord is entitled, by the terms of this Lease, to draw upon the Security Deposit L/C. The proceeds of the Security Deposit L/C, if drawn by Landlord pursuant to the terms hereof, shall be held by Landlord in accordance with the provisions of Section 6 of the Lease and applied to reduce any amount owed by Tenant to Landlord. No interest shall be payable for any Security Deposit L/C proceeds held on account. c. In the event that (1) Landlord draws the full amount of the Security Deposit L/C as a result of a default by Tenant, (2) this Lease is not terminated by Landlord as a result of such default, (3) such default is fully cured by Tenant, and (4) there is no outstanding uncured default by Tenant, then the balance of the sums drawn (after the payment of any sums related to the curing of any defaults) shall be applied first to obtain a replacement letter of credit to secure the performance of as security for Tenant’s obligations under performance hereunder, and the remaining balance, if any, will be refunded to Tenant. Upon the termination of this Lease throughout and the Termpayment in full to Landlord of all damages, costs and expenses to which Landlord is entitled, the balance of any funds drawn from the Security Deposit L/C after satisfying such obligations in full shall be refunded to Tenant. d. To the extent that the Security Deposit L/C is either lost or the issuing bank will not honor the Security Deposit L/C, Tenant personally guarantees the proceeds of the Security Deposit L/C and will immediately remit to Landlord the amount of the Security Deposit in cash to be held in accordance with and subject to this Section 6 of the following terms and conditions:Lease.

Security Deposit Letter of Credit. A. Upon (a) As additional security for the execution full and prompt performance by Tenant of the terms and covenants of this Lease, Tenant shall deposit deliver to Landlord simultaneously with Landlord the Security and Restoration Deposit. Said deposit shall be held by Landlord as security for the faithful performance by Tenant of all the terms execution of this Lease by said Tenant an unconditional and irrevocable letter of credit (the "Letter of Credit") in the amount of the Security Deposit (as defined in Section 11 of the Fundamental Lease Provisions), which Letter of Credit shall be in form and substance satisfactory to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any shall be issued by a bank satisfactory to Landlord. In such act on event, the part first such Letter of Credit shall expire no earlier than the first anniversary of the Commencement Date and all subsequent Letters of Credit (which shall meet all of the requirements set forth in the preceding sentence) shall expire no earlier than twelve (12) months after the expiration of the then outstanding and expiring Letter of Credit. Subject to subsection (b) below, Tenant shall be without force and effect and shall not be binding upon Landlord. If ensure at all times during the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms Term of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof an unexpired Letter of Credit in the face amount of the Security Deposit (as such amount may be necessary reduced pursuant to compensate Landlord toward subparagraph (b) below) or cash in such amount shall be in the payment possession of Fixed RentLandlord. During the Term, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security deliver a replacement Letter of Credit to Landlord no later than thirty (30) days prior to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all expiration date of the rentals as they fall due then outstanding and all other sums payable expiring Letter of Credit; provided, however, that the replacement Letter of Credit is not required to have an effective date sooner than the expiration date of the then-existing Letter of Credit. Failure by Tenant to deliver any replacement Letter of Credit as required above shall entitle Landlord to draw upon the outstanding Letter of Credit and retain the entire proceeds thereof for application as the Security Deposit hereunder. Tenant shall not be entitled to interest for any period during which Landlord is holding cash as the Security Deposit nor shall Landlord be required to keep such cash Security Deposit separate from its general funds. Each Letter of Credit shall be for the benefit of Landlord, said deposit its successors and assigns to draw from time to time under the Letter of Credit in portions or in whole upon presentation of a sight draft and statement by Landlord that Landlord is entitled to draw thereunder pursuant to the terms and provisions of this Lease. Landlord may assign and deliver the Letter of Credit to any purchaser or successor of Landlord's interest in the Building, in which event Landlord shall be returned discharged from any further liability with respect to the Letter of Credit. (b) Provided that Tenant is not then in full to Tenant at default, the end Security Deposit shall be reduced by the amount of One Hundred Twenty Five Thousand Dollars ($125,000.00) as of each of the term. In first four (4) anniversaries of the event of bankruptcy or other creditor-debtor proceedings against TenantCommencement Date and, all securities provided Tenant is not then in default, the Security Deposit shall be deemed reduced to be applied first to Zero Dollars ($0.00) as of the payment commencement of rent and other charges due Landlord for all periods prior to the filing of such proceedingsfifth (5th) lease year. B. Tenant shall be obligated to inform Landlord if, (c) If at any timetime during the Term, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after Tenant defaults in the end performance of each quarter any of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00its obligations hereunder, Landlord shall have the right to withdraw draw upon the total Letter of Credit ( or, if a cash Security Deposit, to apply such cash) to satisfy such obligations including, without limitation, the Accelerated Rent Component and any damages to which Landlord is entitled pursuant to Section 15 hereof. If any portion of the Letter of Credit (or cash Security Deposit) is used, applied or retained by Landlord, Tenant shall, upon demand, reinstate the Letter of Credit or cash in the full amount of the Security Deposit (and Restoration thereafter there shall be no further reductions of the security Deposit pursuant to subparagraph (b) above), and hold the proceeds until such time that Tenant delivers Tenant's failure to Landlord do so shall constitute a letter of credit to secure the performance of Tenant’s obligations default under this Lease throughout for which Tenant shall not be entitled to notice or an opporturiity to cure The Security Deposit shall not be construed as liquidated damages hereunder, and if Landlord's claims hereunder exceed the Termamount of the Security Deposit, in accordance with and subject to Tenant shall remain liable for the following terms and conditions:balance of such claims.

Security Deposit Letter of Credit. A. Upon the 21.1 Security Deposit Concurrent with Tenant's execution of this Lease, ---------------- Tenant shall deposit with Landlord a security deposit (the "Security and Restoration Deposit") in the amount set forth in Section 11 of the Summary. Said deposit The Security Deposit shall ---------- be held by Landlord as security for the faithful performance by Tenant of all the terms terms, covenants, and conditions of this Lease by said Tenant to be observed kept and performedperformed by Tenant during the Lease Term. The Security and Restoration Deposit If Tenant defaults with respect to any provisions of this Lease, including, but not limited to, the provisions relating to the payment of Rent, Landlord may, but shall not be mortgagedrequired to, assigneduse, transferred apply or encumbered by Tenant without the written consent of Landlord and retain all or any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Security Deposit for the payment of any Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenantin default, or Tenant shall fail to perform for the payment of any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which amount that Landlord may have on account thereofspend or become obligated to spend by reason of Tenant's default, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or for any other sums or loss or damage sustained that Landlord may suffer by Landlord due to such breach on the part reason of Tenant; 's default. If any portion of the Security Deposit is so used or applied, Tenant shall, within five (5) days after written demand therefor, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to its original amount, and Tenant's failure to do so shall be a default under this Lease. If Tenant shall forthwith upon demand restore said security fully and faithfully perform every provision of this Lease to be performed by it, the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to LandlordSecurity Deposit, said deposit or any balance thereof, shall be returned in full to Tenant Tenant, or, at Landlord's option, to the end last assignee of Tenant's interest hereunder, within thirty (30) days following the expiration of the termLease Term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall not be obligated entitled to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of interest on the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:Deposit.

Security Deposit Letter of Credit. A. Upon the execution of this Lease, Tenant shall deposit with Landlord the Security and Restoration Deposit. Said deposit shall be held by Landlord as security for the faithful performance by Tenant of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver provide to Landlord, within fifteen five (155) business days after the end of each quarter of Tenant’s fiscal yearmutual execution hereof, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00a clean, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a unconditional, irrevocable letter of credit from Silicon Valley Bank or other lending institution reasonably acceptable to secure Landlord in the form attached hereto as Exhibit F (the "Letter of Credit") as a guaranty and security for the performance of Tenant’s 's obligations under this Lease throughout the Term, in accordance with and subject to on the following terms and conditions: A. It is understood and agreed that the Letter of Credit, as renewed or substituted annually, prior to its stated expiration, in the same form as attached hereto, shall be kept in effect from the date of execution of this Lease the date that is seven years from the date the Letter of Credit is initially issued in favor of Landlord (the "LC Termination Date"). The initial Letter of Credit shall be in the amount of $300,000.00 (the "LC Maximum"). Tenant shall have the right at any time to replace the Letter of Credit with a cash Security Deposit in the amount of the then-current balance under the Letter of Credit. On the first day of each Lease Year after the first Lease Year if the Letter of Credit has not been presented for payment in accordance with this paragraph, the LC Maximum shall be reduced by $42,850.00. If the foregoing reductions are not accomplished automatically pursuant to the terms of the Initial Letter of Credit, Tenant shall present Landlord with an extension or renewal of the initial Letter of Credit, or a substitute Letter of Credit in the same form as Exhibit F in the amount of the then applicable LC Maximum, no later than thirty (30) business days prior to the expiration date of such initial (or any renewal or substituted) Letter of Credit, from a lending institution subject to Landlord's reasonable approval; such extension, renewal or substitute Letter of Credit shall be effective no later than the day prior to the expiration of the initial Letter of Credit (or any then applicable replacement thereof). Landlord shall cooperate with Tenant in coordinating any such renewal, extension or substitution, If the issuing bank notifies Landlord of its intention not to renew the Letter of Credit, Landlord shall so notify Tenant, and Landlord shall thereafter have the immediate right to draw the entire balance of the Letter of Credit which amounts will be held as a Security Deposit under this Lease. Thereafter, and provided Tenant is not in default hereunder, Tenant shall have the right to replace the amounts drawn under the Letter of Credit and held as a Security Deposit, with a replacement Letter of Credit on the terms set forth herein, and within five (5) business days of receipt of a conforming replacement Letter of Credit, Landlord will return the funds held as a Security Deposit to Tenant. Tenant agrees that if an Event of Default by Tenant (as defined in Paragraph 16), or if a replace of substitute Letter of Credit has not been presented as required herein, Landlord, without further notice, shall have a right to present the Letter of Credit (or the renewal, extension or substitute) for payment and draw thereunder amounts Landlord expects to be necessary to cure the default, with amounts received to be held and applied in accordance with subparagraph B below. Any amounts drawn and not applied to cure a default shall be held as a Security Deposit pursuant to Section 3.4. Any failure of Tenant to provide Landlord with an extension, renewal or substitute Letter of Credit as required hereunder, shall be deemed an Event of Default under the Lease and Landlord shall have a right to present the Letter of Credit in accordance with the foregoing provision. If the Letter of Credit has not been presented for payment in accordance with this paragraph on or before the LC Termination Date, Landlord shall return the Letter of Credit to Tenant within ten (10) business days after the LC Termination Date (or after a termination of this Lease except as a result of Tenant's default). The Letter of Credit shall be transferable and assignable to any person or entity who or which is the successor or assignee of Landlord's interest under the Lease and Tenant shall cooperate in effecting any such transfer or assignment from time to time, including obtaining a substitute Letter of Credit (at Tenant's cost and expense for the first such assignment and at Landlord's cost thereafter), if the existing Letter of Credit is not capable of further transfer or assignment. Landlord shall give written notice to Tenant of transfer of Landlord's interest resulting in transfer of the Letter of Credit. Landlord shall deliver the then current effective Letter of Credit to Tenant upon receipt of any conforming renewal or substitute Letter of Credit provided in accordance with this Paragraph and cooperate with the issuing bank to effect the release of such then current effective Letter of Credit. B. If an Event of Default occurs or this Lease is terminated pursuant to Paragraph 16, then in addition to any other rights or remedies Landlord may have pursuant to this Lease or applicable law, Landlord may use and apply or retain all or any portion of the amounts received under the Letter of Credit, if any, for the costs Landlord incurred related to this Lease. By the later of thirty (30) days following the later of the expiration of the Lease or Tenant's vacation of the Premises, any amounts drawn upon the Letter of Credit that are not applied for payment of amounts in accordance with the foregoing provision shall be returned to Tenant, without payment of interest. Landlord and Tenant agree that the annual fees charged by the lending institution issuing the Letter of Credit (or any renewal, extension, or substitute therefor) shall be paid by Tenant.

Security Deposit Letter of Credit. A. (a) Upon the execution and delivery of this LeaseLease by Tenant, Tenant shall deposit with Landlord a Letter of Credit in the Security amount and Restoration Depositform hereafter described and required (the “Letter of Credit”). Said deposit The Letter of Credit shall be held by Landlord as security for the faithful payment, performance and observance by Tenant of all the terms payments, terms, covenants, provisions, conditions and agreements to be paid, performed and observed by Tenant under and pursuant to this Lease and the Letter of Credit may be presented, drawn upon and the proceeds thereof may be retained and/or applied by Landlord as hereinafter provided. Upon any failure of Tenant to make any payment of any Basic Rent, Escalation Charges, Additional Rent or other sum or charge when due under this Lease or to perform any other obligation to be performed by Tenant under this Lease, in each case, without any requirement that written notice of such failure be given by Landlord under any other provision of the Lease and whether or not such failure constitutes a Default of Tenant, Landlord may (if it so elects) present for payment and draw upon the Letter of Credit and may use, apply and/or retain the whole or any part of the proceeds drawn under the Letter of Credit to the extent Landlord may elect for the payment of any Basic Rent, Escalation Charges and Additional Rent from time to time due under this Lease as well as any of Landlord’s damages and any other sums, charges and expenses which Landlord may expend or be entitled to receive by reason of or in connection with any failure of Tenant to pay, perform or observe any payment, term, covenant, condition or provision of this Lease by said Tenant to be paid, performed or observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant under this Lease, including without the written consent limitation, any late charges, interest payments and/or any damages of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf deficiency in the re-letting of the Tenant, Premises whether said damages or Tenant shall fail to perform any of the terms deficiency occurred before or after termination of this Lease, then summary proceedings or other re-entry by Landlord. (b) If Landlord mayshall present, draw upon and apply or retain all or any portion of the amounts evidenced by the Letter of Credit, Tenant shall, within ten (10) days thereafter, and without the requirement of any demand or any notice from Landlord, replenish and reinstate the amount available to be drawn under the Letter of Credit or cause a substitute Letter of Credit in the form and amount required by this Lease to be re-issued so that at all times during the Term of this Lease, Landlord shall be entitled to draw upon the of the Letter of Credit in the entire amounts from time to time required to be available hereunder notwithstanding any prior presentation or draw thereon. (c) Tenant agrees that the Letter of Credit shall at all times be an unconditional and irrevocable clean commercial Letter of Credit in form and content satisfactory to Landlord in Landlord’s sole and absolute discretion and in the amount required by this Lease (partial drawings must be permitted) and payable through a New York, New York clearinghouse bank at counters in New York, New York, which bank must be acceptable to and approved by Landlord in Landlord’s sole discretion. In addition, the Letter of Credit shall be payable solely to the benefit of the Landlord from time to time under this Lease and shall be automatically renewable and, upon the direction of Landlord, transferable to and payable for the benefit of any successor Landlord under the Lease without cost to Landlord. The Letter of Credit (or substitutes thereof consistent with the terms hereof) shall be and remain presentable and payable in the amounts required hereunder for the time period beginning on the date of this Lease through and including the date which is the last to occur of (i) the date which is 30 days after the last day of the Term of this Lease or (ii) the date which is 30 days after the date of delivery by Tenant of the entire Premises to Landlord in accordance with the terms and provisions of this Lease or (iii) 30 days after the last of Tenant’s monetary obligations to Landlord of any kind and nature under this Lease have been paid and satisfied in full. Tenant shall bear all costs and expenses in connection with procuring the Letter of Credit and maintaining it in full force and effect (including, without limitation, any annual fees, renewal fees or transfer fees) for the time periods required hereunder. In the event of a sale or other transfer of the Building, Tenant shall, at its option sole cost and expense, cause the Letter of Credit, in the form required hereunder, to be issued to and for the benefit of such transferee or purchaser, as designated by Landlord. (d) The Landlord from time to time under this Lease, shall be entitled to receive thirty (30) days prior written notice of any cancellation or non-renewal of the Letter of Credit for any reason and the Letter of Credit shall not be cancellable unless and until Landlord shall have received such thirty (30) day advance written notice and the Letter of Credit shall so provide). Upon (i) receiving notice of cancellation or non-renewal of the Letter of Credit or (ii) failure of Tenant to deliver to Landlord a substitute Letter of Credit on or before the date which is thirty (30) days prior to any renewal date and whether or not Tenant shall then be in default in the payment, performance or observance of any term, covenant or provision of this Lease, Landlord shall (if it so elects) be entitled to present, draw upon and retain the entire amount of the Letter of Credit (and the Letter of Credit shall so provide) and upon so doing, Landlord shall be entitled to hold such proceeds (Landlord having no obligation to pay interest on such proceeds and may co-mingle same with other assets of Landlord) and (if Landlord so elects) apply and retain the same to the extent Landlord may elect for the payment of any Basic Rent, Escalation Charges and Additional Rent from time to time due under this Lease as well as any of Landlord’s damages and any other sum which Landlord may expend or be entitled to receive by reason of or in connection with any failure of Tenant to pay, perform or observe any term, covenant, condition or provision of this Lease, including without limitation, any late charges, interest payments and/or any damages of Landlord and/or any deficiencies in the re-letting of the Premises whether said damages or deficiency occurred before or after termination of this Lease, summary proceedings or other re-entry by Landlord. (e) The Letter of Credit (and any proceeds thereof received by Landlord) may not be deemed by Tenant to constitute rent for any month. Landlord shall not have any obligation to draw upon the Letter of Credit and the exercise by Landlord of any rights under this Section 14.17 shall be without prejudice to any other right or remedy which Landlord may have on account thereof. Tenant shall not have the right to call upon Landlord to apply all or any part of the Letter of Credit or any proceeds thereof to cure any default or fulfill any obligation of Tenant, appropriate but such use shall be solely in the discretion of Landlord. If Landlord, in its reasonable judgment, determines that the bank issuing the applicable Letter of Credit then being held by Landlord no longer satisfies the requirements of this Lease or is no longer of sufficient net worth or creditworthiness, Landlord may require that Tenant, within thirty (30) days of receipt of notice thereof, obtain, at Tenant’s sole cost and apply said entire expense, a substitute letter of credit from another bank reasonably approved by Landlord and satisfying the requirements of this Lease. Tenant understands and agrees that its potential liability under this Lease is not limited to the amount of any security deposit or so much the amount of any Letter of Credit. (f) If Landlord conveys Landlord’s interest under this Lease, the Letter of Credit (and/or any proceeds thereof as held by Landlord) may be necessary assigned or negotiated by Landlord to compensate Landlord’s grantee, and if so assigned or negotiated, Tenant agrees to look solely to such grantee for proper application of the Letter of Credit (and any such proceeds) in accordance with the provisions of this Section 14.17 and the return thereof in accordance herewith. Upon such assignment or negotiation of the Letter of Credit (or any proceeds thereof) by Landlord toward to such grantee, Tenant hereby releases the Landlord named herein of any and all liability with respect to the Letter of Credit, any proceeds thereof and their return, and Tenant agrees to look solely to such grantee for satisfaction of any claims in any way related thereto and this provision shall also apply for the benefit of any subsequent grantees. Neither the holder of a mortgage nor the lessor in a ground lease property which includes the Premises shall ever be responsible to Tenant for the return or application of the Letter of Credit or any proceeds thereof, whether or not it succeeds to the position of Landlord hereunder unless the Letter of Credit (and, if applicable, such proceeds) shall have been received in hand by such holder or ground lessor. (g) Failure to maintain the Letter of Credit as required herein shall constitute an immediate Default of Tenant under the Lease without notice or grace periods and such Default of Tenant shall not be subject to any notice, grace or cure periods set forth in this Lease. All costs and expenses incurred by Landlord in connection with any such reduction in the amount of the Original Letter of Credit or any other letter of credit including, without limitation, Landlord’s reasonable attorneys’ fees and all fees and expenses of the issuer of the Letter of Credit shall be borne by Tenant. The reductions in the amount of the Original Letter of Credit referred to herein shall apply only to the Original Letter of Credit. Reductions in the amount of any increases in the Letter of Credit pursuant to Article XV nor with respect to any other letter of credit provided under Article XV shall be governed by the provisions of Article XV. (h) The Letter of Credit (the “Original Letter of Credit”) shall be in the amount of Dollars (the “Original LC Amount”). Provided that no Default of Tenant shall have occurred (and be continuing) under this Lease nor shall there be outstanding any failure of Tenant to make any payment of Fixed any Basic Rent, Additional Rent Escalation Charge or other sums sum or loss or damage sustained by Landlord charge due to such breach under this Lease on the part of Tenant; and First LC Reduction Date (as said term is hereinafter defined) or on the date when such reduction in the Original LC Amount in fact occurs, then Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw receive a reduction in the total Original LC Amount to . Such reduction shall be implemented by Tenant through delivery of an amendment to the Original Letter of Credit in form and substance satisfactory to Landlord, all at Tenant’s sole cost and expense. Provided that no Default of Tenant shall have occurred (and be continuing) under this Lease nor shall there be outstanding any failure of Tenant to make any payment of any Basic Rent, Escalation Charge or other sum or charge due under this Lease on the Second LC Reduction Date (as said term is hereinafter defined) or on the date when the such reduction in the amount of the Security Original Letter of Credit in fact occurs, then Tenant shall have the right to receive a reduction in the amount of Original Letter of Credit from to . Such reduction shall be implemented by Tenant through delivery of an amendment to the Original Letter of Credit in form and Restoration Deposit and hold the proceeds until such time that Tenant delivers substance satisfactory to Landlord a letter of credit to secure the performance of Landlord, all at Tenant’s obligations under this Lease throughout the Term, in accordance with sole cost and subject to the following terms and conditions:expense.

Security Deposit Letter of Credit. A. (a) Upon the execution of this LeaseSublease, Tenant Sublessee shall deliver to Sublessor a clean, unconditional, irrevocable, transferable letter of credit in the amount of Six Hundred Ninety-Four Thousand Thirty-Four Dollars and Ninety-Seven Cents ($694,034.97). (the “Letter of Credit”), in form and issued by a financial institution (“Issuer”) satisfactory to Sublessor in its sole discretion, which Letter of Credit (and all sums drawn by Sublessor thereunder) shall constitute a security deposit with Landlord to secure Sublessse’s obligations under this Sublease and the other Subleases (the “Security Deposit”). Sublessee hereby grants to Sublessor a security interest in the Letter of Credit and all proceeds, replacements and modifications thereof to secure Sublessee’s obligations herein, including without limitation, the obligation to pay Rent, perform its insurance and indemnity obligation and to maintain and restore the Subleased Premises. The Letter of Credit shall permit partial draws, and provide that draws thereunder will be honored upon receipt by Issuer (at its offices in San Francisco, California or such other location that Sublessor shall approve in its sole discretion) of the original or a certified copy of the Letter of Credit accompanied by a written statement signed by Sublessor or its authorized agent stating that Sublessor is entitled to draw on the Letter of Credit pursuant to the terms of this Sublease. The Letter of Credit shall have an expiration period of one (1) year from the date of issuance but shall provide that it will automatically renew by its terms to a date which is sixty (60) days following the Expiration Date unless affirmatively cancelled by Issuer following not fewer than sixty (60) days prior written notice of such expiration or cancellation from Issuer to Sublessor. Sublessor shall be entitled to draw the Letter of Credit in part or in full. All costs and expenses related to the Letter of Credit, including any transfer fees, shall be paid by Sublessee. (b) Sublessor shall hold the Security and Restoration Deposit. Said deposit shall be held by Landlord Deposit as security for the full and faithful performance by Tenant Sublessee of its covenants and obligations under this Sublease and the other Subleases. If Sublessee defaults in the full and timely performance of any or all of Sublessee’s covenants and obligations under this Sublease or any of the terms other Subleases, then Sublessor may, from time to time, without waiving any other remedy available to Sublessor, use the Security Deposit, or any portion thereof, to the extent necessary to cure or remedy the default or to compensate Sublessor for all or any part of this Lease the damages sustained by said Tenant Sublessor resulting from Sublessee’s default. Sublessee shall pay to be observed and performedSublessor within ten (10) business days after receipt of demand, the amount so applied in order to restore the Security Deposit to its original amount. The Security and Restoration Deposit Sublessor shall not be mortgaged, assigned, transferred or encumbered by Tenant without required to keep the written consent of Landlord Security Deposit separate from its general accounts and any such act on no trust relationship is created between Sublessor and Sublessee with respect to the part of Tenant shall be without force and effect and shall not be binding upon LandlordSecurity Deposit. If the Fixed Rent or Additional Rent or any other sum payable Sublessee performs all of its obligations hereunder shall be overdue and unpaid or should Landlord make payments on behalf under all of the Tenantother Subleases, or Tenant shall fail to perform any of the terms of this LeaseSecurity Deposit, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Renthas not theretofore been applied by Sublessor, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned to Sublessee, without interest or other increment for its use, at the Expiration Date and after Sublessee has vacated the entire Subleased Premises. Sublessee’s failure to provide and keep the Letter of Credit in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent force and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, effect and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, otherwise in accordance with the terms of this Section 5.4 shall constitute a default of this Sublease and subject to the following terms and conditions:other Subleases.

Security Deposit Letter of Credit. A. Upon the Simultaneously with its execution and delivery of this Lease, Tenant shall deposit with Landlord the sum specified in the Basic Lease Information as the "Security Deposit" in the form of the Security Deposit Letter of Credit. The Security Deposit Letter of Credit shall (i) name Landlord as beneficiary thereof, (ii) have a term of not less than one (1) year, (iii) be in the original amount equal to the Security Deposit, and Restoration Deposit(iv) otherwise be in form and content satisfactory to Landlord. Said deposit The Security Deposit Letter of Credit shall, in any event, provide that: (1) The Issuing Bank shall pay to Landlord an amount up to the face amount of the Security Deposit Letter of Credit upon presentation of only a demand for payment in the amount to be drawn; (2) The Security Deposit Letter of Credit shall be deemed to be automatically renewed, without amendment, for consecutive periods of one year each and shall have a final expiry date of not earlier than thirty (30) days after the Expiration Date, as such may be extended as provided herein, unless the Issuing Bank sends written notice (hereinafter called the "Non-Renewal Notice") to Landlord both by Federal Express or another recognized national or regional courier and by certified or registered mail, return receipt requested, not less than sixty (60) days next preceding the then expiration date of the Security Deposit Letter of Credit, that it elects not to have such Security Deposit Letter of Credit renewed; (3) Landlord, after receipt of the Non-Renewal Notice, or within sixty (60) days prior to the expiration date of any Security Deposit Letter of Credit then held by Landlord, shall have the right, exercisable by a demand for payment draft only to draw upon the Security Deposit Letter of Credit and receive the proceeds thereof (which shall be held by Landlord as security for the faithful performance by Tenant of all a cash deposit pursuant to the terms of this Lease Section 6 pending the replacement of such Security Deposit Letter of Credit or applied as permitted by said Tenant to be observed and performed. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this LeaseSection 6); and (4) Upon Landlord's sale or other transfer of the Land or the Building, then or Landlord's interest therein, or a leasing of the Building, the Security Deposit Letter of Credit shall be transferable by Landlord mayand Landlord shall thereupon be released by Tenant from all liability for the return of such Security Deposit Letter of Credit. In such event, at its option and without prejudice Tenant agrees to any other remedy which look solely to the new Landlord may have on account thereof, appropriate and apply for the return of said entire deposit or so much thereof Security Deposit Letter of Credit. Tenant shall execute such documents as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent accomplish such transfer or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount assignment of the Security Deposit Letter of Credit and Restoration shall pay any transfer fees of the Issuing Bank. Tenant covenants that it will not assign or encumber, or attempt to assign or encumber, the Security Deposit Letter of Credit or proceeds thereof, and hold that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment, or attempted encumbrance. If Landlord determines that the proceeds until such time financial condition of the Issuing Bank has so declined as to cause concern that the Issuing Bank may not honor a draw on its Security Deposit Letter of Credit and provides Tenant delivers of notice of the same, Tenant shall promptly obtain a replacement Security Deposit Letter of Credit complying with the terms hereof from another commercial bank acceptable to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:Landlord.

Security Deposit Letter of Credit. A. Upon Section 6 of the execution Lease is hereby amended by adding the following at the end of this Section 6: a. The Security Deposit shall be in the form of an irrevocable, unconditional letter of credit (the "Security Deposit L/C") in the amount set forth in Section 1.10, as security for Tenant’s full and faithful performance of Tenant’s obligations hereunder. The Security Deposit L/C shall be delivered to Landlord and maintained at Tenant's sole cost and expense. The Security Deposit L/C shall be issued by and drawn on a bank reasonably acceptable to Landlord, in Landlord's sole discretion, and shall name Landlord as Beneficiary. The Security Deposit L/C shall be substantially in the form attached hereto as Exhibit E. If the maturity date of the Security Deposit L/C is prior to the one hundred twentieth (120th) day following the end of the Term of the Lease, Tenant shall deposit with Landlord renew the Security Deposit L/C as often as is necessary with the same bank or financial institution (or a similar bank or financial institution reasonably acceptable to Landlord) and Restoration Deposit. Said deposit shall be held by Landlord as security for upon the faithful performance by Tenant same terms and conditions, not less than thirty (30) days prior to the purported expiration date of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit L/C in order that the Security Deposit L/C shall not be mortgaged, assigned, transferred or encumbered by Tenant without expire prior to that day which is one hundred twenty (120) days following the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf expiration of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the termTerm. In the event of bankruptcy or other creditor-debtor proceedings against Tenantthat Tenant fails to timely renew the Security Deposit L/C as aforesaid, all securities Landlord shall be deemed entitled to draw against the entire amount of the Security Deposit L/C. The Security Deposit L/C shall be applied first assignable by Landlord and upon such assignment to any party assuming in writing the lessor interest in this Lease, Landlord shall be relieved from all liability to Tenant therefor. b. Upon the occurrence of any default by Tenant in the payment of rent and other charges due Base Rent or upon the occurrence of the events described in Section 13.1 of the Lease or in the event that Landlord for all periods prior to terminates this Lease in accordance with the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true terms hereof following a default by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw draw the total entire amount of the Security and Restoration Deposit and hold L/C. Landlord agrees to copy Tenant on any notice to the proceeds until such time issuing bank requesting a draw against the Security Deposit L/C. In the event that Tenant delivers defaults in making any money payment required to be made by Tenant under the terms of this Lease other than the payment of Base Rent, then Landlord shall be entitled to draw upon so much of the Security Deposit L/C as equals the defaulted payment(s), plus any interest or other charges due thereon in accordance with this Lease, plus an additional twenty-five percent (25%) of such total. If Landlord elects to make a partial draw upon the Security Deposit L/C, Tenant shall promptly restore the Security Deposit L/C to its original amount within ten (10) days after written demand therefor. Landlord's election to make a partial draw upon the Security Deposit L/C shall in no event prejudice or waive Landlord's right to terminate this Lease if permitted under applicable provisions of this Lease, nor shall such election prejudice or waive any other remedy of Landlord reserved under the terms of this Lease, including the right to draw the entire amount of the Security Deposit L/C, if applicable. The Security Deposit L/C shall be available for payment against the presentation of a sight draft by the Landlord together with a certificate from Landlord that Tenant is in default of its obligations hereunder beyond expiration of any applicable notice and cure periods and that Landlord is entitled, by the terms of this Lease, to draw upon the Security Deposit L/C. The proceeds of the Security Deposit L/C, if drawn by Landlord pursuant to the terms hereof, shall be held by Landlord in accordance with the provisions of Section 6 of the Lease and applied to reduce any amount owed by Tenant to Landlord. No interest shall be payable for any Security Deposit L/C proceeds held on account. c. In the event that (1) Landlord draws the full amount of the Security Deposit L/C as a result of a default by Tenant, (2) this Lease is not terminated by Landlord as a result of such default, (3) such default is fully cured by Tenant, and (4) there is no outstanding uncured default by Tenant, then the balance of the sums drawn (after the payment of any sums related to the curing of any defaults) shall be applied first to obtain a replacement letter of credit as security for Tenant's performance hereunder, and the remaining balance, if any, will be refunded to secure Tenant. Upon the performance termination of Tenant’s obligations under this Lease throughout and the Termpayment in full to Landlord of all damages, costs and expenses to which Landlord is entitled, the balance of any funds drawn from the Security Deposit L/C after satisfying such obligations in full shall be refunded to Tenant. d. To the extent that the Security Deposit L/C is either lost or the issuing bank will not honor the Security Deposit L/C, Tenant personally guarantees the proceeds of the Security Deposit L/C and will immediately remit to Landlord the amount of the Security Deposit in cash to be held in accordance with this Section 6 of the Lease. e. Notwithstanding anything to the contrary contained in Section 6 of the Lease or herein, provided Tenant has not been in default under the Lease beyond the expiration of any applicable notice and subject cure period at any time during the Term of the Lease, Landlord shall permit the Security Deposit L/C to be amended (at Tenant's sole cost and expense) to reduce the face amount of the Security Deposit L/C according to the following terms and conditionsschedule:

Security Deposit Letter of Credit. A. Upon the execution of this Lease, Tenant shall deposit with Landlord a Letter of Credit in the Security amount and Restoration Deposit. Said deposit shall form hereafter described (the "Letter of Credit") to be held and, as applicable, presented and drawn upon and the proceeds thereof retained and applied by Landlord as security for the faithful payment, performance and observance by Tenant of all the terms terms, covenants, provisions, conditions and agreements of Tenant under and pursuant to this Lease by said Tenant Lease. It is agreed and understood that in the event of the occurrence of a Default of Tenant, Landlord may present for payment and draw upon the Letter of Credit and Landlord may use, apply or retain the whole or any part of the amounts available to be observed and performed. The Security and Restoration Deposit shall not be mortgageddrawn under the Letter of Credit to the extent required for the payment of any Basic Rent, assignedEscalation Charges, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent additional rent or any other sum payable hereunder shall which Landlord may expend or be overdue and unpaid entitled to the payment of by reason of any Default of Tenant or should Landlord make payments on behalf any failure of the Tenanttenant to pay, perform or Tenant shall fail to perform observe any of the terms term, covenant, condition or provision of this Lease, then Landlord mayincluding without limitation, at its option and without prejudice to any other remedy which Landlord may have on account thereoflate charges, appropriate and apply interest payments or any damages or deficiency in the re-letting of the Premises whether said entire deposit damages or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent deficiency occurred before or after summary proceedings or other sums re-entry by Landlord. The Letter of Credit must at all times be an "irrevocable clean" commercial Letter of Credit in the amount required by this Lease and payable through a bank or loss other financial institution having and maintaining an office at which draws may occur in New York City, New York, acceptable to Landlord in Landlord's sole discretion. In addition, the Letter of Credit shall be payable solely to the benefit of the Landlord from time to time under this Lease and shall be automatically renewable and, upon the direction of Landlord, transferable to and payable for the benefit of any successor Landlord under the Lease. The Letter of Credit (or damage sustained by Landlord due to such breach substitutes thereof consistent with the terms hereof) shall be and remain presentable and payable for the time period beginning on the part date of this Lease through and including the date which is the last to occur of (i) the date which is 60 days after the last day of the Term of this Lease or (ii) the date which is 60 days after the date of delivery of the entire Premises to Landlord in accordance with the terms and provisions of this Lease or (iii) 60 days after the last of Tenant; and 's monetary obligations to Landlord under this Lease have been satisfied in full. Tenant shall forthwith upon demand restore said security to bear all costs and expenses in connection with procuring the original sum deposited. Should Tenant comply with all Letter of said terms Credit and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned maintaining it in full to Tenant at force and effect for the end of the termtime periods required hereunder. In the event of bankruptcy a sale or other creditor-debtor proceedings against Tenanttransfer of the Building, all securities Tenant shall, at its sole cost and expense, cause the Letter of Credit, in the form required hereunder, to be issued to and for the benefit of such transferee or purchaser, as designated by Landlord. The Landlord from time to time under this Lease, shall be deemed entitled to receive 60 days prior written notice of any cancellation of the Letter of Credit for any reason and the Letter of Credit shall not be applied first cancellable unless and until Landlord shall have received such sixty (60) day advance written notice. Upon (i) receiving notice of cancellation of the Letter of Credit or (ii) failure of Tenant to deliver to Landlord a substitute Letter of Credit on or before the payment of rent and other charges due Landlord for all periods date which is 30 days prior to the filing of such proceedings. B. any renewal date and whether or not Tenant shall then be obligated to inform Landlord ifin default in the payment, at performance or observance of any timeterm, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end covenant or provision of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00this Lease, Landlord shall have be entitled to It is agreed and understood that any failure of Tenant to perform, observe or comply with any term of provision contained in this Section 14.17 to be performed or observed by Tenant shall entitle Landlord to the right same rights and remedies under this Lease, as a failure by Tenant to withdraw pay Basic Rent as and when same shall be due and payable. Initially, the total amount of the Security Letter of Credit shall be in the amount stated in Section 1.2 hereof. Thereafter, beginning as of the first day of the fourth lease year and Restoration Deposit provided that no Default of Tenant shall exist and hold be continuing, the proceeds until such time that Tenant delivers amount of the Letter of Credit shall be reduced to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:$161,692.88.

Security Deposit Letter of Credit. A. Upon Under the execution Prior Lease, Tenant provided Landlord with an irrevocable and transferable standby letter of credit (the “Original Letter of Credit”). As a condition to the effectiveness of this Lease, Tenant shall deposit provide Landlord an amendment to the letter of credit (as so amended, the “Amended Letter of Credit”) in the amount of $4,182,000.00 (the “Security Deposit”). The Amended Letter of Credit shall be issued in accordance with the rules of ISP98 (or such other commonly accepted rules governing standbys reasonably acceptable to Landlord) in a form and issued by a financial institution reasonably acceptable to Landlord, which Amended Letter of Credit must automatically extend for minimum one-year periods unless, at least 60 days prior to expiration, Landlord receives written notice from the Security and Restoration Depositissuer of the Amended Letter of Credit that the Amended Letter of Credit will not be extended for at least a one-year period (a “Non-Renewal Notice”). Said deposit shall Landlord may draw the Amended Letter of Credit in part or in full in the event of any uncured default by Tenant or to pay for any Tenant obligations under this Lease or in the event Landlord receives a Non-Renewal Notice. To the extent Landlord draws more funds on the Amended Letter of Credit than can be applied to obligations then due or payable to Landlord, the excess will be held by Landlord as security for the faithful performance by Tenant of all a cash Security Deposit subject to the terms and conditions of this Lease by said Tenant to be observed and performedSection 4.7. The Security and Restoration Deposit shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) Within 10 business days after Landlord’s request, and at Landlord’s sole cost, Tenant shall cause the end Amended Letter of each quarter Credit to be re-issued or transferred to any buyer or lender of Tenant’s fiscal yearLandlord or to be replaced if it is lost, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time mutilated, stolen, or destroyed (provided that Tenant’s cash position falls below $10,000,000.00in the case of a loss, mutilation, theft, or destruction, Landlord may be required as a condition of such replacement to sign the standard “lost instrument affidavit and indemnity” or similar agreement on the issuing bank’s standard form as a condition to replacement). Tenant shall have ensure that, on December 1 (the right to withdraw “Adjustment Date”) of both 2014 and 2017 (and each third anniversary of the total amount Adjustment Date occurring thereafter throughout the Term (as it may be extended)), the sum of the unexpended portion of the Security and Restoration Deposit and hold plus the proceeds until such time that Tenant delivers to Landlord a letter balance of credit to secure the performance Letter of Tenant’s obligations under this Lease throughout Credit equals nine times the Term, in accordance with and subject to the following terms and conditions:then applicable Monthly Rental.

Security Deposit Letter of Credit. A. Upon 32.1 Tenant shall, upon the execution of this LeaseLease by Tenant, Tenant shall deposit with deliver to Landlord a letter of credit (the "LETTER OF CREDIT") issued in favor of the Landlord in the sum of the Security and Restoration Deposit. Said deposit shall be held by Landlord Deposit ($35,127.00), as security for the faithful performance and observance by Tenant of all the terms, conditions and provisions of this Lease, including without limitation the surrender of possession of the Premises to Landlord as herein provided. In the event Tenant defaults in respect of any of the terms of this Lease including, but not limited to, the payment of Rent and additional rent after notice and the expiration of any applicable cure period, Landlord may draw upon the Letter of Credit to the extent required for the payment of any sum as to which Tenant is in default or for any sum which Landlord may have expended or may be required to expend by said reason of Tenant's default, including any damages or deficiency accrued before or after summary proceedings or other re-entry by Landlord. In addition, Landlord may draw upon the Letter of Credit to the extent required to compensate Landlord for the actual costs incurred by Landlord in leasing the Premises, including, without limitation, the unamortized portion of Tenant's free rent period, if any. In the event Landlord draws upon the Letter of Credit and applies or retains any portion or all of the sum received upon such draw, Tenant shall forthwith take such action as is necessary to restore the face amount of the Letter of Credit so that at all times the amount of the Letter of Credit shall be observed and performedequal to the Security Deposit. 32.2 The Letter of Credit shall be an irrevocable, unconditional letter of credit with an initial term of not less than one (1) year from the Commencement Date of this Lease. Without further act or instrument required by Landlord, the Letter of Credit shall be automatically renewed for successive one (1) year periods throughout the remainder of the Term unless, not less than forty-five (45) days prior to the then current expiration date of the Letter of Credit the issuing bank notifies Landlord of its intention not to renew the Letter of Credit. The Security and Restoration Deposit Letter of Credit (or any renewal, extension or replacement thereof) shall not be mortgaged, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without continue in full force and effect and shall not be binding maintained in its full face amount for two (2) calendar months beyond the expiration of the Term of this Lease (including any extension of the Term hereof). The Letter of Credit shall (i) be negotiable and freely transferable in connection with a sale or transfer by Landlord as hereinafter described; (ii) be issued or confirmed by a New York City banking institution reasonably acceptable to Landlord which is a member of the New York Clearing House Association; (iii) provide for payment of all or any portion of the face amount of the Letter of Credit to Landlord upon the receipt by the issuing bank of a statement signed by a representative of Landlord that Landlord is entitled to such amount pursuant to the terms of this Lease and (iv) be otherwise in form and substance reasonably satisfactory to Landlord. If Landlord's receipt of notice from the Fixed Rent issuing bank of its intention not to renew the Letter of Credit or Additional Rent Tenant's failure to deliver a renewal or any other sum payable hereunder replacement letter of credit shall be overdue and unpaid or should entitle Landlord make payments on behalf to draw the full face amount of the Letter of Credit and retain such sum as security hereunder in lieu of the Letter of Credit. Tenant, 's failure to maintain the Letter of Credit or to substitute a cash security deposit as a replacement therefor shall constitute a default under this Lease. 32.3 In the event that Tenant shall fail to perform any fully and faithfully comply with all of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary to compensate Landlord toward the payment Letter of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit Credit shall be returned in full to Tenant at promptly after the end Expiration Date or sooner termination of the termthis Lease (other than a termination which results from Tenant's default hereunder). In the event of bankruptcy a sale of the Building or other creditor-debtor proceedings against Tenantleasing of the Building, all securities shall be deemed to be applied first to of which the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00Premises form a part, Landlord shall have the right to withdraw transfer the total amount Letter of Credit to the vendee or lessee. Landlord upon such transfer shall be released by Tenant from all liability for the return of such security and Tenant agrees to look solely to the new landlord for the return of said security. It is agreed that the provisions hereof shall apply to every transfer or assignment made of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers security to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:new landlord.

Security Deposit Letter of Credit. A. Upon Tenant shall deposit, with Landlord, upon signing this Lease, a Letter of Credit in the execution form of Exhibit D, issued from a reputable, commercial banking institution reasonably acceptable to Landlord, as security for Tenant's payment of the Rent and Tenant's faithful performance of its obligations under this Lease. If at any time during the Term, Tenant defaults in the performance of any provisions of this Lease, Tenant shall deposit with Landlord the Security and Restoration Deposit. Said deposit shall be held by Landlord as security for the faithful performance by Tenant of all the terms of this Lease by said Tenant to be observed and performed. The Security and Restoration Deposit may, but shall not be mortgagedrequired, assignedto use, transferred apply or encumbered draw down such Letter of Credit (and any monies theretofore paid by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon to Landlord. If the Fixed , whether as advanced Rent or Additional Rent or any other sum payable hereunder shall be overdue and unpaid or should Landlord make payments on behalf of the Tenantotherwise), or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply said entire deposit or so much thereof as may be necessary necessary, to compensate Landlord toward the payment of Fixed Rentpay any Rent in default, Additional Rent or other sums to reimburse any expense or loss or damage sustained damages incurred by Landlord due to such breach on the part by reason of Tenant; and 's default. . In either such event, Tenant shall forthwith upon shall, on written demand of Landlord, immediately remit to Landlord a sufficient amount in cash to restore said the full amount of Landlord's security hereunder to the original sum depositedthen applicable balance required by Exhibit D of this Lease. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen Within sixty (1560) business days after the end of each quarter the third Lease Year, and in the event such Letter of Credit has not been entirely utilized as provided above, Landlord will return such Letter of Credit to Tenant’s fiscal year. Landlord will deliver the Letter of Credit to the purchaser of Landlord's interest in the Demised Premises in the event such interest is sold, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At and at that time Landlord will be discharged from further liability with respect to the Letter of Credit (or, if such time that Tenant’s cash position falls below $10,000,000.00Letter of Credit cannot be assigned, Landlord shall have return same to Tenant and Tenant shall thereupon reissue a replacement Letter of Credit in favor of Landlord's designated transferee). Notwithstanding the right to withdraw provisions of this Section, if the total amount claims of the Security and Restoration Deposit and hold Landlord exceed the proceeds until Letter of Credit, Tenant will remain liable for the balance of such time that Tenant delivers claims. The Letter of Credit required hereunder shall expire on December 30, 1997, or be automatically renewable on an annual basis to Landlord a letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, such date as provided in accordance with and subject to the following terms and conditions:Exhibit D.

Security Deposit Letter of Credit. A. Upon a. Prior to the execution commencement of this Leasethe Lease term, Tenant shall issue to Landlord a security deposit with Landlord in the Security and Restoration Deposit. Said deposit shall amount of $35,000.00, to be held by Landlord as security for the faithful performance by Tenant of all the terms covenants of this Lease by said Tenant to be observed and performed(the “Security Deposit”). The amount of the Security and Restoration Deposit Deposit, without interest, shall not be mortgaged, assigned, transferred or encumbered by repaid to Tenant without after the written consent termination of Landlord this Lease and any such act on the part of renewal thereof, provided Tenant shall be without force have made all such payments and effect and shall not be binding upon Landlord. performed all such agreements of this Lease. b. If the Fixed Rent or Additional Rent any rent or any other sum payable hereunder by Tenant to Landlord shall be overdue and unpaid unpaid, or should Landlord make payments on behalf of the Tenant, or Tenant shall fail to perform any of the terms of this Lease, then Landlord may, may (at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and remedy) apply said entire deposit or so much thereof of the Security Deposit as may be necessary to compensate Landlord toward the payment of Fixed Rent, Additional Rent such rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenantcost; and Tenant shall forthwith upon demand restore said security Security Deposit to the original sum depositedamount of $35,000.00. Should Tenant’s failure to restore said deficiency shall constitute a default hereunder. Tenant comply with all hereby waives the benefit of said terms and promptly pay all any provision of the rentals as they fall due and all other sums payable by Tenant law requiring such deposit to Landlord, said deposit shall be returned held in full to Tenant at the end of the termescrow or in trust. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities the security deposit shall be deemed to be applied first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings. B. Tenant c. Landlord may deliver the Security Deposit to any purchaser of Landlord’s interest in the Premises, and thereupon Landlord shall be obligated discharged from any further liability with respect to inform the Security Deposit. This provision shall also apply to any subsequent transferees. Tenant agrees that it shall hold the successor Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, and shall deliver to Landlord, within fifteen (15) business days after solely liable for the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officer. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total amount return of the Security and Restoration Deposit and hold Deposit. d. In addition to the proceeds until such time that payment of the Security Deposit, Tenant delivers shall, prior to Landlord a June 1, 2010, issue an irrevocable letter of credit in Landlord’s favor in the amount of $75,000.00 (the “Letter of Credit”). Landlord may draw upon the Letter of Credit for any reason that would otherwise justify an application of the Security Deposit as set forth in Paragraph (b) above, and Landlord may proceed to secure draw against the performance Letter of TenantCredit prior to the application of all or any part of the Security Deposit, in Landlord’s obligations sole discretion. If Tenant successfully pays to Landlord all rent and additional rent owing under this Lease throughout through November 30, 2011, then Tenant may terminate the Term, in accordance with and subject to the following terms and conditions:Letter of Credit.

Security Deposit Letter of Credit. A. Upon the execution of this Lease, Tenant shall deposit with Landlord a Letter of Credit in the amount of the Security Deposit and Restoration Deposit. Said deposit shall form hereafter described (the "Letter of Credit") to be held and, as applicable, presented and drawn upon and the proceeds thereof retained and applied by Landlord as security for the faithful payment, performance and observance by Tenant of all the terms terms, covenants, provisions, conditions and agreements of Tenant under and pursuant to this Lease by said Tenant Lease. It is agreed and understood that Landlord may present for payment and draw upon the Letter of Credit and Landlord may use, apply or retain the whole or any part of the amounts available to be observed and performed. The Security and Restoration Deposit shall not be mortgageddrawn under the Letter of Credit to the extent required for the payment of any Annual Fixed Rent, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent or any other sum payable hereunder shall which Landlord may expend or be overdue and unpaid entitled to the payment of by reason of any failure of Tenant to pay, perform or should Landlord make payments on behalf of the Tenantobserve any term, covenant, condition or Tenant shall fail to perform any of the terms provision of this Lease, including without limitation, any late charges, interest payments or any damages or deficiency in the re-letting of the Premises whether said damages or deficiency occurred before or after termination of this Lease, summary proceedings or other re-entry by Landlord. If Landlord shall present, draw upon and apply or retain all or any portion of the amounts evidenced by the Letter of Credit, Tenant shall immediately replenish and reinstate the amount available to be drawn under the Letter of Credit or cause a substitute Letter of Credit in the form and amount required by this Lease to be re-issued so that at all times during the Term of this Lease, Landlord shall be entitled to draw upon the entire dollar amount of the Letter of Credit in the amounts required hereunder notwithstanding any prior presentation and draw thereon. The Letter of Credit must at all times be an unconditional and irrevocable clean commercial Letter of Credit in the amount of the Security Deposit required by this Lease (partial drawings being permitted) and payable through a National Bank, acceptable to Landlord in Landlord's sole discretion which, at all times, maintains an office in Boston, Massachusetts where the Letter of Credit may be presented for payment. In addition, the Letter of Credit shall be payable solely to the benefit of the Landlord from time to time under this Lease and shall be automatically renewable and, upon the direction of Landlord, transferable to and payable for the benefit of any successor Landlord under the Lease. The Letter of Credit (or substitutes thereof consistent with the terms hereof) shall be and remain presentable and payable for the time period beginning on the date of this Lease through and including the date (the "LC Return Date") which is the last to occur of (i) the date which is 60 days after the last day of the Term of this Lease or (ii) the date which is 60 days after the date of delivery of the entire Premises to Landlord in accordance with the terms and provisions of this Lease or (iii) 60 days after the last of Tenant's monetary obligations to Landlord under this Lease have been satisfied in full (except if the only monetary obligation to Landlord which has not been fulfilled is the final reconciliation of Operating Cost Escalation or Real Estate Tax Escalation allocable to the stated final Lease Year of the Original Term or any extension thereof then so long as Tenant shall pay Landlord mayan amount on account thereof as estimated by Landlord upon request of Tenant (referring to this provision then such monetary obligation shall, for purposes of this clause (iii) only be deemed satisfied in full). Tenant shall bear all costs and expenses in connection with procuring the Letter of Credit and maintaining it in full force and effect for the time periods required hereunder. In the event of a sale or other transfer of the Building, Tenant shall, at its option sole cost and without prejudice expense, cause the Letter of Credit, in the form required hereunder, to be issued to and for the benefit of such transferee or purchaser, as designated by Landlord. (i) receiving notice of cancellation or non-renewal of the Letter of Credit or (ii) failure of Tenant to deliver to Landlord a substitute Letter of Credit on or before the date which is 30 days prior to any other remedy which expiration or renewal date, and, in any such case, whether or not Tenant shall then be in default in the payment, performance or observance of any term, covenant or provision of this Lease, Landlord may have on account thereofshall be entitled to present, appropriate draw upon and retain the entire amount of the Letter of Credit and upon so doing, Landlord shall be entitled to use, apply said entire deposit or so much thereof as may be necessary and/or retain the proceeds of such payment (the "Non Renewal LC Proceeds") to compensate Landlord toward the extent required for the payment of any Annual Fixed Rent, Additional Rent or any other sums sum which Landlord may expend or loss or damage sustained by Landlord due to such breach on the part of Tenant; and Tenant shall forthwith upon demand restore said security to the original sum deposited. Should Tenant comply with all of said terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned in full to Tenant at the end of the term. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, all securities shall be deemed to be applied first entitled to the payment of rent by reason of any failure of Tenant to pay, perform or observe any term, covenant, condition or provision of this Lease, including without limitation, any late charges, interest payments or any damages or deficiency in the re-letting of the Premises whether said damages or deficiency occurred before or after termination of this Lease, summary proceedings or other re-entry by Landlord. Any Non Renewal LC Proceeds which remain after application thereof by Landlord in accordance with this Section 138 shall be paid to Tenant after the LC Return Date upon request of Tenant. It is agreed and other charges due understood that any failure of Tenant to perform, observe or comply with any term of provision contained in this Section 14.13 to be performed or observed by Tenant shall entitle Landlord for all periods prior to the filing of such proceedings. B. same rights and remedies under this Lease, as a failure by Tenant to pay Annual Fixed Rent as and when same shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, due and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officerpayable under this Lease. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total The amount of the Letter of Credit shall at all times be in the amount specified as the Security Deposit under Section 1.1 of the Lease notwithstanding any draws thereon by Landlord and Restoration Deposit and hold the proceeds until Tenant shall replenish such time that Tenant delivers Letter of Credit to such amount upon demand by Landlord a letter of credit subsequent to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:any draw by Landlord.

Security Deposit Letter of Credit. A. Upon the execution of this Lease, Tenant shall deposit with Landlord ---------------------------------- a Letter of Credit in the Security amount and Restoration Deposit. Said deposit shall form hereafter described (the "Letter of Credit") to be held and, as applicable, presented and drawn upon and the proceeds thereof retained and applied by Landlord as security for the faithful payment, performance and observance by Tenant of all the terms terms, covenants, provisions, conditions and agreements of Tenant under and pursuant to this Lease by said Tenant Lease. It is agreed and understood that in the event of the occurrence of a Default of Tenant, Landlord may present for payment and draw upon the Letter of Credit and Landlord may use, apply or retain the whole or any part of the amounts available to be observed drawn under the Letter of Credit to the extent required for the payment of any Basic Rent, Tenant's payments on account of Taxes and performed. The Security and Restoration Deposit shall not be mortgagedOperating Expenses, assigned, transferred or encumbered by Tenant without the written consent of Landlord and any such act on the part of Tenant shall be without force and effect and shall not be binding upon Landlord. If the Fixed Rent or Additional Rent additional rent or any other sum payable hereunder shall which Landlord may expend or be overdue and unpaid entitled to the payment of by reason of any Default of Tenant or should Landlord make payments on behalf any failure of the TenantTenant to pay, perform or Tenant shall fail to perform observe any of the terms term, covenant, condition or provision of this Lease, then including without limitation, any late charges, interest payments or any damages or deficiency in the re-letting of the Premises whether said damages or deficiency occurred before or after summary proceedings or other re-entry by Landlord. If Landlord mayshall present, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate draw upon and apply said or retain all or any portion of the amounts evidenced by the Letter of Credit, Tenant shall immediately replenish and reinstate the amount I available to be drawn under the Letter of Credit or cause a substitute Letter of Credit in the form and amount required by this Lease to be re-issued so that at all times during the Term of this Lease, Landlord shall be entitled to draw upon the entire deposit dollar amount of the Letter of Credit in the amounts required hereunder notwithstanding any prior presentation and draw thereon. The Letter of Credit must at all times be an "irrevocable clean" commercial Letter of Credit in the amount required by this Lease and payable through a Boston, Massachusetts Bank, acceptable to Landlord in Landlord's sole discretion. In addition, the Letter of Credit shall be payable solely to the benefit of the Landlord from time to time under this Lease and shall be automatically renewable and, upon the direction of Landlord, transferable to and payable for the benefit of any successor Landlord under the Lease. The Letter of Credit (or so much substitutes thereof as may consistent with the terms hereof) shall be necessary to compensate Landlord toward and remain presentable and payable for the payment of Fixed Rent, Additional Rent or other sums or loss or damage sustained by Landlord due to such breach time period beginning on the part date of this Lease through and including the date which is the last to occur of (i) the date which is 60 days after the last day of the Term of this Lease or (ii) the date which is 60 days after the date of delivery of the entire Premises to Landlord in accordance with the terms and provisions of this Lease or (iii) 60 days after the last of Tenant; and 's monetary obligations to Landlord under this Lease have been satisfied in full. Tenant shall forthwith upon demand restore said security to bear all costs and expenses in connection with procuring the original sum deposited. Should Tenant comply with all Letter of said terms Credit and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, said deposit shall be returned maintaining it in full to Tenant at force and effect for the end of the termtime periods required hereunder. In the event of bankruptcy a sale or other creditor-debtor proceedings against Tenanttransfer of the Building, all securities Tenant shall, at its sole cost and expense, cause the Letter of Credit, in the form required hereunder, to be issued to and for the benefit of such transferee or purchaser, as designated by Landlord. The Landlord from time to time under this Lease, shall be deemed entitled to receive 60 days prior written notice of any cancellation of the Letter of Credit for any reason and the Letter of Credit shall not be cancellable unless and until Landlord shall have received such sixty (60) day advance written notice. Upon (i) receiving notice of cancellation of the Letter of Credit or (ii) failure of Tenant to deliver to Landlord a substitute Letter of Credit on or before the date which is 30 days prior to any renewal date and whether or not Tenant shall then be in default in the payment, performance or observance of any term, covenant or provision of this Lease, Landlord shall be entitled to present, draw upon and retain the entire amount of the Letter of Credit and upon so doing, Landlord shall be entitled to hold, apply and retain the proceeds of such payment as if it were a cash security deposit under this Lease to be applied first against Defaults of Tenant from time to time arising under this Lease. It is agreed and understood that any failure of Tenant to perform, observe or comply with any term or provision contained in this Section 14.8 to be performed or observed by Tenant shall entitle Landlord to the payment of rent same rights and other charges due Landlord for all periods prior remedies under this Lease, as a failure by Tenant to the filing of such proceedings. B. Tenant pay Basic Rent as and when same shall be obligated to inform Landlord if, at any time, Tenant’s cash position falls below $10,000,000.00, due and shall deliver to Landlord, within fifteen (15) business days after the end of each quarter of Tenant’s fiscal year, an unaudited financial statement certified as true by Tenant’s Chief Financial Officerpayable. At such time that Tenant’s cash position falls below $10,000,000.00, Landlord shall have the right to withdraw the total The amount of the Security and Restoration Deposit and hold the proceeds until such time that Tenant delivers to Landlord a letter Letter of credit to secure the performance of Tenant’s obligations under this Lease throughout the Term, in accordance with and subject to the following terms and conditions:Credit shall be $134,400.00.