Common use of Security Deposit Clause in Contracts

Security Deposit. Subtenant shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Concurrently with Tenant’s execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Thousand and THREE THOSAND TWO HUNDRED AND 00/100 Dollars DOLLARS ($95,000.003,200.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such The Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment be held by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit Landlord as security for Subtenant’s the faithful performance by Tenant of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any all of the terms, covenants and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the term hereof. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option including the provisions relating to the payment of any Rent, Landlord may draw down all (but shall not be required to) use, apply or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of the cash proceeds of the Letter of Credit Security Deposit to any obligation cure such default or default of Subtenant under this Sublease shall not deprive Sublandlord of to compensate Landlord for any other rights loss or remedies Sublandlord damage which Landlord may have nor shall such application suffer by Sublandlord constitute a waiver by Sublandlordreason of Tenant’s default. All costs for the issuance (or reissuance) If any portion of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Leasedeposit is so used or applied, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. Tenant shall, within ten (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (3010) days prior after written demand therefor, deposit cash with Landlord in an amount sufficient to restore the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice Security Deposit to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenantits original amount; Tenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of be a material adverse change breach of this Lease. Landlord shall not be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on such deposit. If Tenant shall fully and faithfully perform every provision of this Lease to be performed by it, the Security Deposit or any balance thereof shall be returned to Tenant (or, at Landlord’s option, to the last assignee of Tenant’s interest hereunder) upon the expiration of the Lease term and Tenant’s vacating the Premises; provided, however, that Landlord may elect in its reasonable discretion to retain a portion of the financial position Security Deposit in an amount composed of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date all of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of following: (i) the last day of the Sublease Termany unpaid amounts owed to Landlord, (ii) the date Subtenant vacated cost of any damage (excluding normal wear and tear or damage resulting from the approved installation of wall hangings by Landlord) to the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied costs of removing any personal property refuse or debris left in the Financial Condition as defined immediately below, then Premises at the amount expiration of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Lease.

Security Deposit. Subtenant Tenant shall deposit deposit, with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) Landlord, as security for Subtenant’s the full and faithful performance of Subtenant’s obligations hereunder (every provision of this Lease to be performed by Xxxxxx, those sums which, in total, are stated in the Basic Lease Provisions as the “Security Deposit”). After a Subtenant Event If Tenant defaults with respect to any provisions or covenants of Defaultthis Lease, Sublandlord including, but not limited to, the provisions of this Lease relating to the payment of Rent, Landlord may use, apply the Security Deposit, or retain all or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure the payment of the Subtenant to pay Base Rent, Additional any Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord or for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion of said deposit is so used or applied, Tenant shall return within five ten business (510) days after written demand deposit cash with Landlord in amounts sufficient to restore the Security Deposit to its original amount and Tenant's failure to do so shall be an event of default under this Lease. Landlord shall not be required to keep this Security Deposit separate from its general funds and Tenant shall not be entitled to interest on such deposit. If Tenant shall fully and faithfully perform every provision of this Lease to be performed by it, the Security Deposit or so much any balance thereof as shall not have previously been applied in accordance with the provisions of this Sublease, be returned to Subtenant Tenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of both (i) the last day expiration of the Sublease Term, and (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord Tenant’s return of possession and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount control of the Security Deposit shall be reduced Premises to Landlord in keeping with Section 21.3 of this Lease. Tenant expressly waives the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter provisions of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction Section 1950.7 of the Security DepositCalifornia Civil Code, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Depositas amended or recodified from time to time, then Sublandlord may draw against the Letter of Credit relating to Landlord's obligations in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00connection with security deposits.

Security Deposit. Subtenant Tenant shall deposit with Sublandlord Landlord, upon execution hereof the amount delivery of Ninety Five Thousand and 00/100 Dollars an executed copy of this Lease to Landlord, a security deposit ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”) for the performance of all of Tenant’s obligations hereunder in the amount set forth in the Basic Lease Provisions, which Security Deposit shall be in the form of an unconditional and irrevocable letter of credit (“Letter of Credit”): (i) in form and substance satisfactory to Landlord, (ii) naming Landlord as beneficiary, (iii) issued by an FDIC-insured financial institution satisfactory to Landlord, (iv) redeemable by presentation of a sight draft in the state of Landlord’s choice; and (v) expressly allowing Landlord to draw upon it at any time from time to time by delivering to the issuer a dated statement signed by an authorized officer of Landlord substantially stating one of the following: (a) “The beneficiary hereby certifies that [insert Tenant] or its successors or assigns under the Lease has defaulted in its obligations under the lease agreement, dated [insert lease date] by and between [insert Tenant] and [insert Landlord] (as the same may be amended and assigned from time to time, the “Lease”) and that beneficiary is due the amount requested in this draw request.” OR (b) “The beneficiary hereby certifies that [insert Tenant] or its successors or assigns under the Lease has defaulted in its obligations under the Lease, that beneficiary is barred by applicable law from sending a notice of default and that beneficiary is due the amount requested in this draw request.” OR (c) “The beneficiary is in receipt of [insert bank’s name] notice of non-extension of letter of credit no. [insert letter of credit number] (“Letter of Credit”) and certifies that it is entitled to draw the entire amount of the Letter of Credit.” OR (d) “The beneficiary hereby certifies that beneficiary is due the amount requested in this draw request pursuant to the terms and conditions of the Lease.” If Tenant does not provide Landlord with a substitute Letter of Credit complying with all of the requirements hereof at least 10 days before the stated expiration date of any then current Letter of Credit, Landlord shall have the right to draw the full amount of the current Letter of Credit and hold the funds drawn in cash without obligation for interest thereon as the Security Deposit. The Security Deposit shall be held by Landlord as security for the performance of Tenant’s obligations under this Lease. The Security Deposit is not an advance rental deposit or a measure of Landlord’s damages in case of Tenant’s default. Upon each occurrence of a Default (as defined in Section 20). After a Subtenant Event , Landlord may use all or any part of the Security Deposit to pay delinquent payments due under this Lease, and the cost of any damage, injury, expense or liability caused by such Default, Sublandlord without prejudice to any other remedy provided herein or provided by law. Upon any such use of all or any portion of the Security Deposit, Tenant shall pay Landlord, within 5 days after demand from Landlord, the amount that will restore the Security Deposit to the amount set forth in the Basic Lease Provisions. Tenant hereby waives the provisions of any law, now or hereafter in force, which provide that Landlord may apply claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of Rent, to repair damage caused by Tenant or to clean the Premises, it being agreed that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, arising out of a Default by Tenant. Upon bankruptcy or other debtor-creditor proceedings involving Tenant, the Security Deposit shall be deemed to be applied first to the payment of Rent and other charges due Landlord for periods prior to the filing of such proceedings. If Tenant shall fully perform every provision of this Lease to be performed by Tenant, the Security Deposit, or any part thereofbalance thereof (i.e., after deducting therefrom all amounts to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant which Landlord is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with entitled under the provisions of this SubleaseLease), shall be returned to Tenant (or, at Landlord’s option, to Subtenant the last assignee of Tenant’s interest hereunder) within thirty (30) 75 days following after the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of this Lease. If Landlord transfers its interest in the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. or this Lease, Landlord shall either (a) As an alternative transfer any Security Deposit then held by Landlord to a person or entity assuming Landlord’s obligations under this Section 6, or (b) return to Tenant any Security Deposit then held by Landlord and remaining after the payment deductions permitted herein. Upon such transfer to such transferee or the return of the Security Deposit to Tenant, Landlord shall have no further obligation with respect to the Security Deposit, and Tenant’s right to the return of the Security Deposit shall apply solely against Landlord’s transferee. The Security Deposit is not an advance rental deposit or a measure of Landlord’s damages in cashcase of Tenant’s default. Landlord’s obligation respecting the Security Deposit is that of a debtor, Subtenant may deliver to Sublandlord an irrevocable letter not a trustee, and no interest shall accrue thereon. Within 5 days after the date on which Tenant first uses any portion of credit the Additional Tenant Improvement Allowance (as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be defined in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00Work Letter), (hi) the Security Deposit shall be in increased so that it equals $[***]. Tenant shall deliver the form attached hereto as Exhibit C and incorporated herein; (iv) issued increased Security Deposit to Landlord by a bank with a credit rating means of not less than S&P AA, or as otherwise reasonably acceptable an amendment to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss previously issued or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the increased Security Deposit, but occurring thirty (30) days after all of which shall comply with the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date terms of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Lease.

Security Deposit. Subtenant shall If, in Section 1.2 hereof, a security deposit with Sublandlord is specified, Tenant agrees that the same will be paid upon execution hereof and delivery of this Lease, and that Landlord shall hold the amount same throughout the Term of Ninety Five Thousand and 00/100 Dollars ($95,000.00) this Lease as security for Subtenant’s faithful the performance by Tenant of Subtenant’s all obligations hereunder (on the “Security Deposit”)part of Tenant hereunder. After a Subtenant Event of DefaultLandlord shall have the right from time to time without prejudice to any other remedy Landlord may have on account thereof, Sublandlord may to apply the Security Depositsuch deposit, or any part thereof, to Sublandlord’s Landlord's damages without prejudice to any other Sublandlord remedy. Should the entire Security Depositarising from, or to cure, any portion thereofDefault of Tenant. If Landlord shall so apply any or all of such deposit, Tenant shall immediately deposit with Landlord the amount so applied to be applied by Sublandlord in accordance held as security hereunder. There then existing no Default of Tenant (nor any circumstance which, with the provisions hereofpassage of time or the giving of notice, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant or both, would constitute a Default of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base RentTenant), Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord Landlord shall return the Security Deposit deposit, or so much thereof as shall have theretofore not have previously been applied in accordance with the provisions terms of this SubleaseSection 14.17, to Subtenant within thirty (30) days following Tenant on the expiration or earlier termination of the Sublease Term of this Lease and performance by Subtenant surrender of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender possession of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative Tenant to the payment of the Security Deposit in cashLandlord at such time. While Landlord holds such deposit, Subtenant may deliver Landlord shall have no obligation to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach pay interest on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, same and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer commingle the Letter of Credit same with Landlord's other funds. If Landlord conveys Landlord's interest under this Lease, the deposit, or any part thereof not previously applied, may be turned over by Landlord to the assignee of such interest. Subtenant Landlord's grantee, and, if so turned over, Tenant agrees to look solely to such assignee grantee for proper application of the deposit in accordance with the terms of this Section 14.17, and the return thereof in accordance herewith. The holder of a mortgage shall not be responsible to Tenant for the return or application of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unlesssuch deposit, whether or not less than thirty (30) days prior it succeeds to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit Landlord hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved unless such deposit shall have been received in hand by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunderholder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Tenant has deposited with Landlord the sum of -0- Dollars. Said sum shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) be held by Landlord as security for Subtenant’s the faithful performance by Tenant of Subtenant’s obligations hereunder (all the “Security Deposit”). After a Subtenant Event of Defaultterms, Sublandlord may apply the Security Depositcovenants, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the term hereof. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option including, but not limited to the provisions relating to the payment of rent, Landlord may draw down all (but shall not be required to) use, apply or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this security deposit for the payment of any rent or any other sum in default, or for the payment of any amount which Landlord may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion of said deposit is so used or applied, Tenant shall within five (5) days after written demand therefor, deposit cash proceeds 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 material breach of this Lease. Landlord shall not be required to keep this security deposit separate from its general funds, and Tenant shall not be entitled to interest on such deposit. Tenant shall fully and faithfully perform every provision of this Lease to be performed by it, the security deposit or any balance thereof shall be returned to Tenant (or at Landlord's option, to the last assignee of Tenant's interest hereunder) at the expiration of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by SubtenantLease term. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime in this Lease, Sublandlord Landlord shall have the right transfer said deposit to transfer the Letter of Credit to the assignee of such Landlord's successor in interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.0033

Security Deposit. Subtenant Simultaneous with the signing of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Seven Thousand and 00/100 Dollars ($95,000.007,000.00) as security for Subtenant’s the faithful performance and observance by Tenant of Subtenant’s obligations hereunder (the “Security Deposit”)terms, provisions and conditions of this Lease. After a Subtenant Event It is agreed that if Tenant defaults in respect of Defaultany of the terms, Sublandlord provisions and conditions of this Lease, including, but not limited to, the payment of rent and additional rent, Landlord may use, apply or retain the Security Deposit, whole or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should of the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit security deposited to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies extent required for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable any rent and additional rent or any other sum as to which Tenant is in default or for any sum which Landlord may expend or may be required to expend by Subtenant. (a) As an alternative to the payment reason of the Security Deposit Tenant's default in cash, Subtenant may deliver to Sublandlord an irrevocable letter respect of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by SubtenantLease, then Sublandlord at its sole option may draw down all including, but not limited to, any damages or a part deficiency in the re-letting of the Letter of Credit to compensate Sublandlord for loss Premises, whether such damage accrued before or damage sustained after summary proceedings or suffered other reentry by Sublandlord due to such breach on the part of SubtenantLandlord. Should Sublandlord so apply If Tenant shall fully and faithfully comply with all or any portion of the Letter terms, provisions, covenants and conditions of Creditthis Lease, Subtenant shall, upon Sublandlord’s demand, deliver the security shall be returned to Sublandlord a replacement Letter Tenant after the date fixed at the end of Credit in the full original amountLease, and Subtenant’s failure to do so within two (2) business days after receipt delivery of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part entire possession of the cash proceeds Premises to Landlord. Upon a sale of the Letter Land and Building of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute which the Premises forms a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Leasepart, Sublandlord Landlord shall have the right to transfer the Letter of Credit security to the assignee vendee, and Landlord shall thereupon be released by Tenant from all liability for the return of such interest. Subtenant security and Xxxxxx agrees to look solely to such assignee the new Landlord for the return of said security. It is agreed that the Letter provisions hereof shall apply to every transfer or assignment made of Credit the security to a new Landlord. Tenant further covenants that it will not assign or encumber the monies deposited herein as security and thereupon Sublandlord that neither Landlord nor its assigns shall be discharged from bound by any further liability such assignment or encumbrance. Landlord shall not be required to keep the security in a segregated account and the security may be commingled with respect thereto. (b) The Letter other funds of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit in no event shall Tenant be reduced entitled to the corresponding amounts set forth in the table below any interest on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00security.

Security Deposit. Subtenant The LICENSEE, prior to the commencement of operations, shall deposit with Sublandlord upon execution hereof COUNTY a security deposit approximately three (3) times the amount estimated monthly rent, fees and charges as determined by the Airport Director. Concurrently with each revision of Ninety Five Thousand the fees and 00/100 Dollars charges pursuant to Section 3.01 in this LICENSE, the security deposit to be provided by the LICENSEE shall be adjusted to approximately three ($95,000.003) times the estimated monthly fees and charges as security for Subtenant’s determined by the Airport Director to guarantee the faithful performance by the LICENSEE of Subtenant’s its obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of under this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof LICENSE and the payment of all amounts payable fees and charges due hereunder. PFCs shall be excluded from the fees and charges used to determine the LICENSEE’s security deposit. The security deposit shall guarantee the LICENSEE's full and faithful performance of all the terms, covenants, and conditions of this LICENSE, and shall take the form of an instrument or instruments of credit from one or more financial institutions, subject to regulation by Subtenant. (athe State of California or federal government, pledging that funds necessary to secure performance of the LICENSE terms, covenants, and conditions are on deposit and guaranteed for payment, and agreeing that said funds shall be trust funds securing the LICENSEE's performance and that all or any part shall be paid to the COUNTY, or order upon demand by the Airport Director. Both the financial institution(s) As an alternative and the form of the instrument(s) must be approved by the Airport Director. All or any portion of the security deposit shall be available unconditionally to the COUNTY for correcting any default or breach of this LICENSE by the LICENSEE, its successors or assigns, or for payment of expenses incurred by the COUNTY as a result of the failure of the LICENSEE, its successors or assigns, to faithfully perform all terms, covenants, and conditions of this LICENSE. Instrument of Credit to fulfill the security deposit requirements of this LICENSE, shall have the effect of releasing depository or creditor therein from liability on account of the payment of any or all of the Security Deposit in cash, Subtenant may deliver principal sum due to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AACOUNTY, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with order upon demand by the terms hereof (the “Letter of Credit”)Airport Director. In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply Airport Director withdraws all or any portion of the Letter of Creditsecurity deposit as provided herein, Subtenant the LICENSEE shall, upon Sublandlord’s demandwithin ten (10) days of any withdrawal by Airport Director, deliver replenish the security deposit to Sublandlord a replacement Letter of Credit in maintain it at amounts herein required throughout the full original amount, and Subtenant’s failure LICENSE term. Failure to do so within two (2) business days after receipt shall be deemed a default and shall be grounds for immediate termination of such demand shall constitute a Subtenant Event this LICENSE, as per Article VIII of Default hereunderthis LICENSE. The application LICENSEE shall be obligated to maintain the security deposit in effect until the termination of the LICENSE. The security deposit, after deduction of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlordamounts due COUNTY, shall be returnedrebated, without payment of interest reassigned, released or other increment for its useendorsed by the COUNTY to the LICENSEE or order, to Subtenant within thirty as applicable, after one hundred twenty (30120) days have elapsed or at a time to be determined by the Airport Director, following the termination of the later of (i) the last day of the Sublease TermLICENSE, (ii) the date Subtenant vacated the Premisesprovided LICENSEE has fully and faithfully performed each and every term, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Creditcovenant, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date condition of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00LICENSE.

Security Deposit. Subtenant Upon the execution of this Lease Agreement, Tenant ---------------- shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient the Owner the sum of $19,000.00 as a security deposit. The security deposit will be returned to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base RentTenant, Additional Rent (hereinafter defined) less damages and other charges (collectivelylawful deductions, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day termination of the Sublease Termtenancy. The Security Deposit shall be held by Owner as security for the faithful performance by Tenant of all the terms, covenants, conditions and provisions of this Lease to be kept and performed or observed by Tenant. If Tenant defaults with respect to any provision of this Lease, including, but not limited to, the provisions relating to the payment of Rent or any other monetary sums due herewith, Owner may (iibut shall not be required to) the date Subtenant vacated the Premisesuse, apply or (iii) the date Subtenant has fulfilled retain all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter or any part of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit for the payment of any Rent or other monetary sums due herewith and/or for the Letter payment of Creditany other amount which Owner may spend or become obligated by reason of Tenant's default, or to compensate Owner for any other loss or damage which Owner may suffer thereby. If any portion of the Security Deposit is so used or applied, Tenant shall, within ten (10) days after demand therefore, deposit cash with Owner in an amount sufficient to restore the Security Deposit to the full amount thereof and (iii) Tenant's failure to do so shall be a material breach of this Lease. Furthermore, whenever the Subtenant has satisfied the Financial Condition as defined immediately belowBase Rent increases, then Tenant shall deposit additional cash with Owner so that the amount of the Security Deposit is always at least one full months rent for the entire Leased Premises. Owner shall be reduced to keep the corresponding amounts set forth Security Deposit separate from its general accounts and in the table below on the corresponding datesaccordance with provisions of New Hampshire law. If Subtenant elects to provide a Letter Tenant shall fully and faithfully perform all of Creditits obligations hereunder, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring or any balance thereof that has not theretofore been applied by Owner, shall be returned to Tenant, after any lawful deductions, within thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction Termination of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Tenancy.

Security Deposit. Subtenant Concurrently with Tenant's execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Seventy-Four Thousand Eight Hundred Eighty and 00/100 No/100 Dollars ($95,000.00) 74,880.00). Said sum shall be held by Landlord as security a Security Deposit for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the term hereof. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option may draw down all or a part including, but not limited to, the provisions relating to the payment of rent and any of the Letter of Credit to compensate Sublandlord for loss monetary sums due herewith, Landlord may (but shall not be required to) use, apply or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this Security Deposit for the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any other rights amount which Landlord may spend by reason of Tenant's default or remedies Sublandlord to compensate Landlord for any other loss or damage which Landlord may have nor suffer by reason of Tenant's default. If any portion of said Deposit is used or applied, Tenant shall, within ten (10) days after written demand therefor, deposit cash with Landlord in the amount sufficient to restore the Security Deposit to its original amount. Tenant's failure to do so shall be a material breach of this Lease. Landlord shall not be required to keep this Security deposit separate from its general funds, and Tenant shall not be entitled to interest on such application Deposit. If Tenant fully and faithfully performs every provision of this Lease to be performed by Sublandlord constitute a waiver by Sublandlord. All costs for it, the issuance Security Deposit or any balance thereof shall be returned to Tenant (or reissuanceat Landlord's option, to the last assignee of Tenant's interest hereunder) at the expiration of said Letter of Credit shall be paid by Subtenantthe Lease term and after Tenant has vacated the Premises. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime in this Lease, Sublandlord Landlord shall have the right transfer said Deposit to transfer the Letter of Credit to the assignee of such interest. Subtenant Landlord's successor in interest whereupon Tenant agrees to look solely to such assignee release Landlord from liability for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00accounting therefor.

Security Deposit. Subtenant Upon the date this Lease is executed by Lessee, Lessee shall deposit with Sublandlord upon execution hereof Lessor a Security Deposit equal to twelve (12) month’s estimated Base Rent in the amount of Ninety Five Thousand Million, Nine Hundred Sixty-Four Thousand, Six Hundred Thirty and 00/100 Dollars no cents ($95,000.006,051,864.00) in the form of cash or an unconditional, irrevocable letter of credit without documents, with Lessor as security beneficiary, drawable in whole or in part, and providing for Subtenantpayment in San Francisco on presentation of Lessee’s faithful performance of Subtenant’s obligations hereunder drafts on sight, drawable and otherwise from a bank and in a form acceptable to Lessor (the “Security Deposit”). After a Subtenant Event The Security Deposit shall be held by Lessor as security for the faithful performance by Lessee of Defaultall of the terms, Sublandlord covenants, and conditions of this Lease applicable to Lessee. If Lessee is in breach of this Lease (beyond any applicable cure period provided herein) with respect to any provision of this Lease, including but not limited to the provisions relating to the condition of the Premises upon Lease Termination, Lessor may (but shall not be required to) use, apply the Security Deposit, or retain all or any part thereof, of the Security Deposit for the payment of any amount which Lessor may spend by reason of Lessee’s default or to Sublandlordcompensate Lessor for any loss or damage which Lessor may suffer by reason of Lessee’s damages without prejudice to any other Sublandlord remedydefault. Should the entire Security Deposit, or If any portion thereofof the Security Deposit is so used or applied, be applied by Sublandlord Lessee shall, within ten days after written demand therefor, deposit cash with Lessor in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such the Security Deposit to the amount thereof prior its original amount. Lessee’s failure to such applicationdo so shall be a Default by Lessee. Sublandlord shall The rights of Lessor pursuant to this Section 4.06. are in addition to any rights which Lessor may have the same rights pursuant to Article 12 below. If Lessee fully and remedies for the non-payment faithfully performs every provision of this Lease to be performed by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rentit, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much any balance thereof as shall be returned (without interest) to Lessee (or, at Lessor’s option, to the last assignee of Lessee’s interests hereunder) at Lease expiration or termination and after Lessee has vacated the Premises. Lessor shall not have previously been applied be required to keep the Security Deposit separate from Lessor’s general funds or be deemed a trustee of same. Subject to the prior written approval of Lessor and Lessor’s lender(s), the letter of credit may be reduced to an amount not less than the total of three (3) months of Base Rent at the then current rate, if Lessee establishes through financial statements prepared in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease generally accepted accounting principles and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the a form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be Lessor that Lessee has achieved annual revenue for a term period of at least one (1) year, subject to extension fiscal year of at least Seven Hundred Fifty Million Dollars ($750,000,000) and has further achieved quarterly operating profit of at least One Hundred Million Dollars ($75,000,000) for not less than four (4) consecutive calendar quarters. If the Security Deposit is in accordance with whole or in part in the terms hereof (the “Letter form of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, failure of Lessee to deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two Lessor at least forty-five (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (3045) days prior to the expiration date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding any current Letter of Credit shall expire without extension, obtain constitute a separate default entitling Lessor to draw down immediately and deliver to Sublandlord a replacement entirely on the current Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period Credit and the proceeds shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant Upon execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the Security Deposit in the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) set forth in Article 1. The Security Deposit shall be held by Landlord as security for Subtenant’s the full and faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations terms, covenants and provisions of Subtenant this Lease during the term hereof. In no event shall Landlord be obligated to pay, or Tenant is entitled to receive, any interest or other earnings on the security deposit. Landlord shall not be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative obligated to the payment of hold the Security Deposit in cash, Subtenant trust or in a separate account but may deliver to Sublandlord an irrevocable letter of credit as freely commingle the security for Subtenantdeposit with Landlord’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”)other funds. In the event that Subtenant Tenant fails to keep and perform any of the terms, covenants and conditions or provisions of this Sublease Lease, then Landlord, at Landlord’s option, may appropriate and apply the Security Deposit, or so much thereof as may be necessary to pay any Rent or other sums due hereunder for which Tenant shall be in default of payment. Tenant, upon notice from Landlord, immediately shall remit to Landlord an amount sufficient to restore this Security Deposit to the amount required to be kept maintained in accordance with this Article. Upon Xxxxxx’s full and performed by Subtenant, then Sublandlord at its sole option may draw down complete performance and compliance with all or a part of the Letter terms, covenants and provisions of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on this Lease during the part of Subtenant. Should Sublandlord so apply all or any portion lease term, upon the expiration of the Letter of Credit, Subtenant shall, upon Sublandlordterm and within thirty (30) days following Xxxxxx’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part surrender of the cash proceeds Premises in accordance with the terms of this Lease, the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit Security Deposit shall be paid by Subtenantreturned to Tenant. In the event of an assignment a sale of the tenant’s interest under Building, Landlord may deliver the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit Security Deposit to the assignee of purchaser, and upon such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord delivery, Landlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant shall deposit Concurrently with Sublandlord upon Tenant’s execution hereof of this Lease, Tenant has deposited with Landlord the amount sum of Ninety Five One Million Four Hundred Twenty Seven Thousand and 00/100 No/100 Dollars ($95,000.001,427,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After Landlord shall not be deemed a Subtenant Event trustee of Default, Sublandlord may apply the Security Deposit, may use the Security Deposit in business, and shall not be required to segregate it from its general accounts. Tenant shall not be entitled to interest on the Security Deposit. If Tenant defaults with respect to any provisions of the Lease, including but not limited to the provisions relating to payment of Base Monthly Rent or any part thereofother charges, Landlord may, to Sublandlordthe extent reasonably necessary to remedy Tenant’s damages without prejudice to default, use any or all of the Security Deposit towards payment of the following: (i) Base Monthly Rent or other charges in default; (ii) any other Sublandlord remedyamount which Landlord may spend or become obligated to spend by reason of Tenant’s default including, but not limited to Tenant’s failure to restore or clean the Premises following vacation thereof. Should the entire Security Deposit, or If any portion thereofof the Security Deposit is so used or applied, be applied by Sublandlord Tenant shall, within ten (10) days after written demand from Landlord, deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such the Security Deposit to the amount thereof prior its full original amount, and shall pay to Landlord such applicationother sums as necessary to reimburse Landlord for any sums paid by Landlord. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of Tenant may not assign or encumber the Security Deposit as Sublandlord has hereunder for failure without the consent of the Subtenant Landlord. Any attempt to pay Base Rent, Additional Rent (hereinafter defined) do so shall be void and other charges (collectively, “Rent”)shall not be binding on Landlord. Provided that Subtenant is not then in default, Sublandlord shall return the The Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, be returned to Subtenant Tenant within thirty (30) days following after the expiration or earlier termination of the Sublease Expiration Date and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises to Landlord, less any amount deducted in compliance accordance with this Section, together with Landlord’s written notice itemizing the provisions hereof amounts and purposes for such deduction. In the payment event of all amounts payable by Subtenant. (a) As an alternative to the payment termination of Landlord’s interest in this Lease, Landlord may deliver or credit the Security Deposit to Landlord’s successor in cashinterest in the Premises and thereupon be relieved of further responsibility with respect to the Security Deposit to the extent that Landlord’s successor assumes all obligations under this Lease. Landlord agrees that in lieu of a cash Security Deposit, Subtenant Tenant may deliver to Sublandlord an irrevocable deposit a letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which in a form reasonably acceptable to Landlord. Landlord shall be entitled to draw against the letter of credit at any time provided only that Landlord certifies to the issuer of the letter of credit that Tenant is in default under the Lease. Tenant shall keep the letter of credit in effect during the entire Lease Term, as the same may be extended, plus a period of four (i4) name Sublandlord as beneficiaryweeks after expiration of the Lease Term. At least thirty (30) days prior to expiration of any letter of credit, (ii) the term thereof shall be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, renewed or as otherwise reasonably acceptable to Sublandlord; and (v) be extended for a term period of at least one (1) year, subject . Tenant’s failure to extension in accordance with so renew or extend the terms hereof (the “Letter letter of Credit”)credit shall be a material default of this Lease by Tenant. In the event that Subtenant fails to keep and perform any Landlord draws against the letter of credit, Tenant shall replenish the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding existing letter of credit with or cause a like new letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure be issued such that the aggregate amount of letters of credit available to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after Landlord at all times during the scheduled expiration date Lease Term is the amount of the Sublease TermSecurity Deposit originally required. If Subtenant performs all of Subtenant’s obligations hereunderNotwithstanding the foregoing, Tenant may reduce the Letter of Credit, or so much amount of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of Security Deposit upon the later of following conditions: (i) after the last day 36th month of the Sublease Lease Term, the amount of the Security Deposit may be reduced by $713,500.00 provided Tenant has not been in monetary default under the Lease during the previous 36 months; (ii) after the date Subtenant vacated 72nd month of the PremisesLease Term, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter amount of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or may be reduced by $583,500.00 provided Tenant has not been in monetary default under the Letter of Credit, Lease during the previous 36 months; and (iii) provided Tenant has not been in monetary default under the Subtenant has satisfied Lease during the Financial Condition as defined immediately belowLease Term, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide $130,000.00 after Tenant’s parent company, Metromedia Fiber Network, Inc., has posted a Letter of Creditnet profit (before interest, then the Letter of Credit may provide tax, depreciation, and amortization expenses) for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty four (304) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00consecutive quarters.

Security Deposit. Subtenant shall Tenant will deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Thousand and 00/100 Dollars ($95,000.00) 0.00 which sum shall be held by Landlord as security for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the term hereof. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option including but not limited to the provisions relating to the payment of Monthly Base Rent or Additional Rent, Landlord may draw down all (but shall not be required to) use, apply or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this security deposit for the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any Monthly Base Rent or Additional Rent or any other rights sum in default, or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (payment of any amount which Landlord may spend or reissuance) become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Leasesecurity deposit-is so used or applied, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant Tenant shall, within five (5) business days thereafterafter written demand therefor, replace deposit cash with Landlord in an amount sufficient to restore the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable security deposit to Sublandlord its original amount and Prime Landlord. Subtenant’s Tenant's failure to do so shall be a material breach of this Lease. Tenant hereby waives any right, by statute or otherwise, to earn any interest on security deposits or any right to have any security deposits held in a separate account. Landlord shall not be required to keep any security deposits separate from its general funds and Landlord may commingle said security deposits with any other funds of Landlord. Tenant shall not be entitled to interest on its security deposits. If Tenant shall fully and faithfully perform every provision of this Lease to be performed by Tenant, the balance of any security deposits made shall be returned to Tenant (or, at Landlord's option, to the last assignee of Tenant's interest hereunder) within such five sixty (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (9060) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much term of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefromthis Lease. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Tenant shall not be required to pay a security deposit, except if and as expressly provided in this subsection (d). If Tenant shall be required to pay a security deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”)) as provided below, same shall be held as security for the prompt and complete performance by Tenant of every provision of this Lease. After a Subtenant Event of Default, Sublandlord may apply No interest shall be paid to Tenant on the Security Deposit. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder deposit for failure the payment of the Subtenant to pay Base Rent, Additional Rent (hereinafter definedi) and any rent or other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall sums of money which Tenant may not have previously been applied paid when due, (ii) any sum expended by Landlord in accordance with the provisions of this SubleaseLease, and/or (iii) any sum which Landlord may expend or be required to expend by reason of Tenant’s default. The use of the Security Deposit by Landlord shall not prevent Landlord from exercising any other remedy provided by this Lease or by law and shall not operate as either liquidated damages or as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Security Deposit is used, applied or retained by Landlord, Tenant agrees, within five (5) days after the written demand therefor is made by Landlord, to Subtenant within thirty deposit cash with the Landlord in an amount sufficient to restore the Security Deposit to its original amount. In addition to the foregoing, if Tenant defaults (30) days following the expiration or earlier termination irrespective of the Sublease fact that Tenant cured such default) more than once in its performance of a monetary obligation and performance by Subtenant such monetary defaults aggregate in excess of $ under this Lease, Landlord may require Tenant to pay a Security Deposit in an amount equal to twice the Fixed Rent then paid monthly. If Tenant shall fully comply with all of the obligations provisions of Subtenant to be performed hereunder, including, without limitationthis Lease, the Security Deposit, or any balance thereof, shall be returned to Tenant within a reasonable time after the later of the expiration of the Term or Tenant’s surrender of the Premises in compliance with as required hereunder. Upon the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment return of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations the original Tenant hereunder, which letter of credit shall (i) name Sublandlord as beneficiaryor the remaining balance thereof, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit Landlord shall be paid by Subtenantcompletely relieved of liability with respect to the Security Deposit. In the event of an assignment a transfer of the tenant’s interest under the Prime LeaseBuilding, Sublandlord Landlord shall have the right to transfer the Letter of Credit to Security Deposit and Landlord shall thereupon be released by Tenant from all liability for the assignee return of such interestSecurity Deposit. Subtenant Upon the assumption of such Security Deposit by the transferee, Tenant agrees to look solely to such assignee the new landlord for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the said Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant shall deposit a. Tenant has deposited with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Thousand $4,231.50 to secure the full and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (every provision of this Lease to be performed by Tenant. If Tenant defaults with respect to any provision of this Lease; including but not limited to the “Security Deposit”). After a Subtenant Event provisions relating to the payment of Defaultrent, Sublandlord Landlord may use, apply the Security Deposit, or retain all or any part thereof, to Sublandlord’s damages without prejudice to of this security deposit for the payment of any rent or any other Sublandlord remedysum. Should the entire Security Depositin default, or for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant's default, or-to compensate Landlord for any other loss or damage which Landlord may suffer bar reason of Tenant's default. If any portion thereofof said deposit `is so used or applied, be applied by Sublandlord Tenant shall within five (5) days after written demand therefor deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit the security deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s Tenant's failure to do so shall be a material breach of this Lease. Said deposit shall not be considered as liquidated damages. If claims of Landlord exceed said deposit, Tenant shall remain liable for the balance of such, claims. Landlord shall not be required to keep this security deposit separate from its general funds, and Tenant shall not be entitled to interest on such deposit. b. If Tenant shall fully and faithfully perform every provision of this Lease to be performed by it, the security deposit or any balance thereof shall be returned to Tenant (or, at Landlord's option, to the last assignee of Tenant's interest hereunder) within two sixty (260) business days after receipt the later of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part expiration of the cash proceeds Lease term and Tenants vacation of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenantpremises. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime in this Lease, Sublandlord Landlord shall have the right to transfer the Letter of Credit deposit to the assignee of such Landlord's successor in interest. Subtenant , whereupon Tenant agrees to look solely to such assignee release Landlord from liability for the return of such deposit or the Letter accounting therefore. c. As of Credit the close of each calendar year, Landlord shall compute the actual. Operating Expenses and thereupon Sublandlord Taxes of the Building for the previous twelve-month period (if the Building has been operating for less than twelve months, the cost of operating the Building for a year shall be discharged determined by dividing the actual Operating Expenses and Taxes by the number of days of actual operating and multiplying by 365). Landlord shall deliver to Tenant notice of such cost and the amount due (taking into account the base year expenses per square foot annual allowance, if any, from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term Tenant no later than April 15 of the Letter of Credit from year immediately subsequent to the year to year throughout the Sublease Term unless, not less than thirty (30) which such costs relate. Tenant shall reimburse Landlord within thirty-days prior to the date on which the Letter after notice of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extensionany deficiency between estimated Operating Expenses and Taxes paid and actual Operating Expenses and Taxes incurred. In the event of notice from over-payment by Tenant, the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior Landlord shall apply the excess to the date on next successive installments of Rent due hereunder unless there are no further rent payments due from Tenant, in which the outstanding Letter case Landlord shall pay such excess to Tenant within thirty days of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Creditnotice. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change Nothing in the financial position of previous sentence shall require Landlord to apply or reimburse any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date part of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefromBase Rent. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Lessee further agrees to pay to Lessor Thirty-One Thousand Four Hundred Eighty-Three and 00/100 Dollars 62/100 ($95,000.0031,483.62) Dollars as a security deposit to be held by Lessor as security for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Lessee of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease Lease to be kept and performed by SubtenantLessee during the term hereof. If Lessee defaults with respect to any provision of this Lease, then Sublandlord at its sole option including, but not limited to the provisions relating to the payment of rent, Lessor may draw down all (but shall not be required to) use, apply or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this security deposit for the payment of rent or any other sum in default, or for the payment of any amount which Lessor may spend or become obligated to spend by reason of Lessee's default, or to compensate Lessor for any other loss or damage which Lessor may suffer by reason of Lessee's default. If any portion of said deposit is so used or applied, Lessee shall within ten (10) days after written demand therefor, deposit cash proceeds with Lessor in an amount sufficient to restore the security deposit to its original amount and Lessee's failure to do so shall be a material breach of this Lease. Lessor shall not be required to keep this security deposit separate from its general funds, and Lessee shall not be entitled to interest on such deposit. If Lessee shall fully and faithfully perform every provision of this Lease to be performed by it, the security deposit or any balance thereof shall be returned to Lessee or, at Lessee's option, to the last assignee of Lessee's interest hereunder at the expiration of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by SubtenantLease term. In the event of an assignment termination of the tenant’s Lessor's interest under the Prime in this Lease, Sublandlord Lessor shall have the right transfer said deposit to transfer the Letter of Credit to the assignee of such Lessor's successor-in-interest. Subtenant agrees If the monthly rent shall, from time to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend time, increase during the term of the Letter of Credit from year to year throughout the Sublease Term unlessthis Lease, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier Lessee shall thereupon deposit with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do Lessor additional security so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of deposit held by Lessor shall at all times bear the Security Deposit shall be reduced same proportion to the corresponding amounts then current rent as the original security deposit bears to the original monthly rent set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January paragraph 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00hereof.

Security Deposit. Subtenant Contemporaneously with the execution of this Lease by Tenant, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Eleven Thousand Four Hundred andThirty Four Dollars and 00/100 Dollars ($95,000.00) 11,434.00). Said deposit shall be held by Landlordwithout liability for interest as security for Subtenant’s the faithful performance by Tenant of Subtenant’s obligations hereunder (all of the “Security Deposit”)terms,conditions, and covenants of this Lease. After a Subtenant Event If any of Default, Sublandlord may apply the Security Depositrents herein reserved or any other sumpayable by Tenant to Landlord shall be overdue and unpaid or should Landlord make paymentson behalf of the Tenant, or Tenant shall fail to perform any part thereofof the terms of this Lease, to Sublandlord’s damages thenLandlord may, at its option and without prejudice to any other Sublandlord remedy. Should remedy which Landlord may have on account thereof, appropriate the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the of said deposit and apply said entire amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, may be necessary to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and compensate Landlord toward the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, rent or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all additional rent or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord Landlord due to such breach on the part of SubtenantTenant; if only part of said funds are needed to be applied toward such payment(s), then the rest of said funds shall be held as a security deposit; and Tenant shall forthwith upon demand restore said deposit to the sum of such fund which are still available. Should Sublandlord so apply Tenant comply with all or any portion of said terms and promptly pay all of the Letter of Creditrentals as they fall due and all other sums payable by Tenant to Landlord, Subtenant shall, upon Sublandlord’s demand, deliver said deposit shall be returned in full to Sublandlord a replacement Letter of Credit in Tenant at the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part end of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by SubtenantTerm. In the event of an assignment of bankruptcy or other debtor-creditor proceedings against Tenant, such amounts from the tenant’s interest under the Prime Lease, Sublandlord deposit may be appropriated and shall have the right be deemed to transfer the Letter of Credit be applied first to the assignee payment of rent and other charges due to Landlord for all periods prior to filing of such interestdocuments. Subtenant agrees Landlord shall not be required to look solely to keep such assignee for the return deposit in a separate account, but may commingle such deposit with other funds of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof Landlord as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction Landlord deems appropriate in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord sole and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00absolute discretion.

Security Deposit. Subtenant Tenant shall deposit with Sublandlord pay to Landlord, immediately upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Defaultthis Lease, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, which shall be applied held by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit Landlord as security for Subtenant’s the faithful performance by Tenant of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any all of the terms, covenants and conditions of this Sublease Lease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part Tenant during the Term hereof. If Tenant defaults with respect to any provision of the Letter Lease, including but not limited to, the provisions relating to the payment of Credit to compensate Sublandlord for loss Rent, Landlord may (but shall not be required to) use, apply or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of the cash proceeds Security Deposit for the payment of any Rent or any other sum in default, or for the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any other rights amount which Landlord may spend or remedies Sublandlord become obligated to spend by reason of Tenant's default or to compensate Landlord for any other loss or damage which landlord may have nor shall such application suffer by Sublandlord constitute a waiver by Sublandlordreason of Tenant's default. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment If any portion of the tenant’s interest under the Prime LeaseSecurity Deposit is so used or applied, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant Tenant shall, not later than five (5) business days prior upon demand therefor, deposit with Landlord cash, in an amount sufficient to restore the date on which the outstanding Letter of Credit shall expire without extension, obtain Security Deposit to its original amount and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s Tenant's failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of be a material adverse change in breach of this Lease. Landlord shall not be required to keep the financial position Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on the Security Deposit. If Tenant shall fully and faithfully perform every provision of any bank or institution which has issued this Lease to be performed by it, the Letter of Credit Security Deposit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds balance thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment returned to Tenant (or at Landlord's option to the last assignee of Tenant's interest or other increment for its use, to Subtenant hereunder) within thirty (30) days following expiration of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either Landlord may retain the Security Deposit or the Letter of Credit, and (iii) the Subtenant until such time as any amount due from Tenant in accordance hereof has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth been determined paid in the table below on the corresponding datesfull. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Initials /s/ EJC -------- Initials --------

Security Deposit. Subtenant Upon the execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof ---------------- pay to Landlord $[*] ("the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00Deposit") as security for Subtenant’s the faithful performance by Tenant of Subtenant’s obligations hereunder all of the terms, covenants, and conditions of this Lease (including, but not limited to, the “Security Deposit”payment of Rent). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such The Security Deposit shall be given in cash in the minimum amount of $[*]. In the event Tenant pays to Landlord the full amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure in the form of the Subtenant cash, Tenant may elect to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return convert $[*] of the Security Deposit into the form of an unconditional, irrevocable letter of credit in the name of the Landlord and payable upon presentation at a federally-insured national bank in the Commonwealth of Virginia, in such form and content as landlord shall reasonably require, or so much thereof in such form as Landlord may approve, or in a combination of the foregoing. Upon Landlord's receipt of an approved letter of credit, Landlord shall not have previously been applied in accordance with refund to Tenant the provisions full amount of this Sublease, the letter of credit up to Subtenant a maximum amount of $[*] within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunderdays. Landlord may, includingbut is not obligated to, without limitation, the surrender waiving or satisfying such Event of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AADefault, or as otherwise reasonably acceptable waiving or limiting any other rights or remedies of Landlord or limiting Tenant's liability to Sublandlord; and (v) be for a term of at least one (1) yearLandlord, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter Deposit on account of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant any Event of Default hereunder, as well as on account of any expense incurred or paid, or damages suffered, by Landlord in connection with such failure, and Tenant, within ten (10) days following receipt of written notice of demand, shall replenish the amount necessary to restore the full Deposit. The application of all or Landlord may commingle the Deposit with any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease other accounts that Landlord holds, and Landlord shall not deprive Sublandlord of be obligated to pay any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for interest accrued on the issuance (or reissuance) of said Letter of Credit shall be paid by SubtenantDeposit to Tenant. In the event of an assignment a sale or other transfer of the tenant’s Project (or Landlord's interest under the Prime Leasetherein), Sublandlord Landlord shall have the right to transfer to such purchaser or other party the Letter of Credit to Deposit and Landlord thereupon shall be released by Tenant from all liability for the assignee of such interest. Subtenant return thereof, and Tenant agrees to look to the new landlord solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect theretothereof. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Tenant, contemporaneously with the execution of this Lease, has deposited with Landlord the sum specified in Section 1.10 hereof, the receipt of which is hereby acknowledged by Landlord, said deposit being given to secure the faithful performance by the Tenant of all terms, covenants, and conditions of this Lease by the Tenant to be kept and performed during the term hereof. Tenant agrees that if the Tenant shall fail to pay the rent herein reserved or any other sum required hereby promptly when due, said deposit with Sublandlord upon execution hereof may, at the option of the Landlord be applied to any rent or other sum due and unpaid (provided that the Landlord shall not be required to do so), and if the Tenant violates any of the other terms, covenants, and conditions of this Lease, said deposit may, at Landlord's option, be applied to any damages suffered by Landlord as a result of Tenant's default to the extent of the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) the damages suffered. Nothing contained in this Section 33.26, shall in any way diminish or be construed as security for Subtenant’s faithful performance waiving any of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security DepositLandlord's other remedies as provided in Section 23 hereof, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedyby law or in equity. Should the entire Security Depositsecurity deposit, or any portion thereof, be appropriated and applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies Landlord for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts overdue rent or other sums due and payable to Landlord by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations Tenant hereunder, which letter of credit shall (i) name Sublandlord as beneficiarythen Tenant shall, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part written demand of Subtenant. Should Sublandlord so apply all or any portion of the Letter of CreditLandlord, Subtenant shall, upon Sublandlord’s demand, deliver forthwith remit to Sublandlord Landlord a replacement Letter of Credit sufficient amount in the full cash to restore said security deposit to its original amount, and Subtenant’s Tenant's failure to do so within two five (25) business days after receipt of such demand shall constitute a Subtenant Event breach of Default hereunderthis Lease. The application of Should Tenant comply with all or any part of the cash proceeds terms, covenants, and conditions of this Lease and promptly pay all of the Letter of Credit rental herein provided for as it falls due, and all other sums payable by Tenant to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of Landlord hereunder, said Letter of Credit security deposit shall be paid by Subtenant. In returned in full to Tenant at the event end of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of this Lease, or upon the Letter earlier termination of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior this Lease pursuant to the date on which the Letter provisions of Credit would expire absent such extensionSection 21 hereof, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In except in the event the Demised Premises are sold as a result of notice the exercise of any power of sale under any mortgage or deed of trust, in which event, this Lease shall be automatically amended to delete any reference to this Section 33.26, and Tenant shall be entitled to immediate reimbursement of its security deposit from the issuing bank of non-extension, Subtenant shall, not later than party then holding said deposit. Within five (5) business days prior following the increase of the GMMR pursuant to the date on which the outstanding Letter of Credit terms contained herein, Tenant shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure Landlord an amount equal to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change percentage increase in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then GMMR times the amount of the Security Deposit shall be reduced security deposit Landlord is then entitled to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00hold hereunder.

Security Deposit. Subtenant Concurrently with Tenant's execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Thousand and 00/100 ONE HUNDRED NINETY THREE THOUSAND FOUR HUNDRED EIGHTY FOUR AND 80/100 Dollars ($95,000.00) $ 193,484.80). Said sum shall be held by Landlord as security a Security Deposit for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the term hereof. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option may draw down all or a part including, but not limited to, the provisions relating to the payment of rent and any of the Letter of Credit to compensate Sublandlord for loss monetary sums due herewith, Landlord may (but shall not be required to) use, apply or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this Security Deposit for the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any other rights amount which Landlord may spend by reason of Tenant's default or remedies Sublandlord to compensate Landlord for Initials: [ILLEGIBLE] any other loss or damage which Landlord may have nor suffer by reason of Tenant's default. If any portion of said Deposit is so used or applied, Tenant shall, within ten (10) days after written demand therefor, deposit cash with Landlord in the amount sufficient to restore the Security Deposit to its original amount. Tenant's failure to do so shall be a material breach of this Lease. Landlord shall not be required to keep this Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on such application Deposit. If Tenant fully and faithfully performs every provision of this Lease to be performed by Sublandlord constitute a waiver by Sublandlord. All costs for it, the issuance Security Deposit or any balance thereof shall be returned to Tenant (or reissuanceat Landlord's option, to the last assignee of Tenant's interest hereunder) at the expiration of said Letter of Credit shall be paid by Subtenantthe Lease term and after Tenant has vacated the Premises. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime in this Lease, Sublandlord Landlord shall have the right transfer said Deposit to transfer the Letter of Credit to the assignee of such interest. Subtenant Landlord's successor in interest whereupon Tenant agrees to look solely to such assignee release Landlord from liability for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00accounting therefor.

Security Deposit. Subtenant Tenant, contemporaneously with the execution ---------------- of this Lease, has deposited with Landlord the sum set forth in paragraph (F) of Section I of this Lease, the receipt of which is hereby acknowledged by Landlord. Said deposit shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) be held by Landlord, without liability for interest, as security for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations terms, covenants and conditions of Subtenant this Lease by said Tenant to be kept and performed hereunder, including, without limitation, during the surrender Term hereof. Said deposit may be commingled with other funds of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”)Landlord. In the event that Subtenant fails of the failure of Tenant to keep and perform any of the terms, covenants and conditions of this Sublease Lease to be kept and performed by SubtenantTenant, then Sublandlord at its sole the option of Landlord, Landlord may draw down all appropriate and apply said entire deposit, or a part of the Letter of Credit so much thereof as may be necessary, to compensate Sublandlord Landlord for all loss or damage sustained or suffered by Sublandlord Landlord due to such breach on the part of SubtenantTenant. Should Sublandlord so apply all the entire deposit, or any portion thereof, be so appropriated or so applied by Landlord for the payment of the Letter of Creditoverdue rent or other sum due and payable by Tenant hereunder, Subtenant then Tenant shall, upon Sublandlord’s demandthe written demand of Landlord, deliver forthwith remit to Sublandlord Landlord a replacement Letter of Credit sufficient amount in cash to restore said security to the full original amountsum deposited, and Subtenant’s Tenant's failure to do so within two five (25) business days after receipt of such demand shall constitute a Subtenant Event breach of Default hereunderthis Lease. The application of Should Tenant comply with all or any part of the cash proceeds terms, covenants and conditions and promptly pay all of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any rental herein provided for as it falls due, and all other rights or remedies Sublandlord may have nor shall such application sums payable by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of Tenant hereunder, said Letter of Credit deposit shall be paid returned in full to Tenant at the end of the Term, or upon the earlier termination of this Lease. Landlord may deliver the funds deposited hereunder by Subtenant. In Tenant to the purchaser of Landlord's interest in the Premises in the event of an assignment of the tenant’s that such interest under the Prime Leaseis sold, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord Landlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period deposit; provided, however, that the purchaser shall constitute a Subtenant Event of Default hereunderagree to assume Landlord's obligations hereunder with respect to said deposit. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Concurrently with Tenant's execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Two Thousand and 00/100 Seven hundred Thirty-Eight Dollars ($95,000.002,738.00) as security (hereinafter the "Security Deposit"). The Security Deposit shall be held by Landlord for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the term of this Lease. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option may draw down including but not limited to the provisions relating to the payment of Monthly Base Rent, and any costs, expenses, and charges payable under the provisions of this Lease, Landlord may, but shall not be obligated to use, apply or retain all or a part of the Letter Security Deposit for the payment of Credit any amount which Landlord may spend by reason of Tenant's default or to compensate Sublandlord Landlord for any other loss or damage sustained or suffered which Landlord may suffer by Sublandlord due to such breach on the part reason of SubtenantTenant's default. Should Sublandlord so apply all or If any portion of the Letter of CreditSecurity Deposit is so used or applied, Subtenant Tenant shall, upon Sublandlord’s within ten (10) days after written demand, deliver deposit with Landlord an amount sufficient to Sublandlord a replacement Letter of Credit in restore the full Security Deposit to its original amount, ; and Subtenant’s Tenant's failure to do so within two (2) business days after receipt shall be a material breach of such demand this Lease. Landlord shall constitute a Subtenant Event not be required to keep the Security Deposit separate from Landlord's general funds, and Tenant shall not be entitled to interest on the Security Deposit. If Tenant shall fully and faithfully perform every provision of Default hereunder. The application of all this Lease to be performed by Tenant, the Security Deposit or any part balance thereof shall be returned to Tenant or, at Landlord's option, to the last permitted assignee of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant Tenant's interest under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant Lease within thirty (30) days of the later of (i) the last day expiration of the Sublease Term, (ii) the date Subtenant term of this Lease and after Tenant or Tenant's permitted assignee has vacated the PremisesPremises or within fifteen (15) days of receipt of Tenant's new mailing address, or (iii) whichever is later. In the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding event of termination of Landlord's interest in this Lease, Landlord shall transfer the Letter Security Deposit to Landlord's successor in interest whereupon Tenant agrees to release Landlord from liability for the return of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00any accounting therefore.

Security Deposit. Subtenant shall deposit with Sublandlord upon execution Landlord acknowledges receipt, subject to clearance if by check, from Tenant of an amount as specified in the Basic Lease Provisions hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or such amount as partial consideration for Landlord to enter into this Lease, and which is to be held as collateral security for the payment of any part rentals and other sums of money payable by Tenant under this Lease and for the faithful performance of all other covenants and agreements of Tenant hereunder; amount of said Security Deposit without interest to be repaid to Tenant after the termination of this Lease and any renewal thereof, to Sublandlordprovided Tenant shall have made all such payments, performed all such covenants and agreement and left Demised Premises in same physical condition as when Tenant first occupied Demised Premises, normal wear and tear excepted, and has made no modifications requiring a building permit without first obtaining such permit and consent of Landlord. Upon any default by Tenant hereunder, after expiration of any applicable notice or cure period set forth herein, all or part of said Security Deposit may at Landlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereofsole option, be applied by Sublandlord on account of such defaults, and thereafter Tenant shall promptly restore the resulting deficiency in accordance with Security Deposit. Tenant hereby irrevocably waives the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore benefit of any provision of law requiring such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights be held in escrow or by a third party, and remedies for the non-payment by Subtenant of any amounts due on account of the said Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent shall (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative subject to the payment terms and conditions set forth herein) remain the property of the Security Deposit in cashTenant, Subtenant but may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall be co-mingled by Landlord (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”its own funds). In the event that Subtenant fails Landlord’s interest in the Demised Premises be sold, Landlord may deliver or merely credit the funds deposited hereunder by Tenant to keep and perform any the purchaser of Landlord’s interest; and, thereupon, provided such purchaser acknowledges receipt of the termsSecurity Deposit, covenants Landlord shall by virtue of such circumstance and conditions of this Sublease to be kept and performed by Subtenantthese terms fully, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amountfinally, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall absolutely be discharged from any further liability with respect thereto. (b) The Letter of Credit to such Security Deposit; and this provision shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior also apply to the date on which the Letter benefit of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior any and all other deposits; and this provision shall also apply to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position benefit of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require and all subsequent transferees. Tenant agrees that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced Tenant will look solely to the corresponding amounts set forth Landlord or its successor(s) in interest, as applicable, for the table below on the corresponding dates. If Subtenant elects to provide a Letter return of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after and not in any event to any mortgagee who has assumed Landlord’s position, either by mortgagee in possession, foreclosure or the date acceptance of reduction a deed in lieu thereof, unless said mortgagee shall have first in writing actually acknowledged receipt of the that specific Security Deposit, provided . Tenant further agrees that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00cannot be used as last month’s rent.

Security Deposit. Subtenant Upon execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Four Thousand Two Hundred Fifteen and 00/100 90/100 Dollars ($95,000.004,215.90) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event The Security Deposit shall be held by Landlord as security for the full and faithful performance by Tenant of Defaultall of Tenant’s obligations hereunder. If Tenant defaults with respect to any provision of this Lease, Sublandlord may including but not limited to the provisions relating to the payment of Rent, Landlord may, but shall not be required to, use, apply the Security Deposit, or retain all or any part thereof, to Sublandlord’s damages without prejudice to of this Security Deposit for the payment of any Rent or any other Sublandlord remedy. Should the entire Security Depositsum in default, or for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant’s default or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant’s default. If any portion thereofof the Security Deposit is so used or applied, be applied by Sublandlord Tenant shall, upon demand, deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such the Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant. Tenant’s failure to do so within two (2) business days after receipt shall be a material breach of such demand this Lease. Landlord shall constitute a Subtenant Event not be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on the Security Deposit. If Tenant shall fully and faithfully perform all of Default hereunder. The application of all its obligations under this Lease, and if Tenant is not in default under this Lease, the Security Deposit or any part balance thereof shall be returned to Tenant (or, at Landlord’s option, to the last assignee of Tenant’s interests hereunder) after the expiration of the cash proceeds Term and after Landlord after such time as any amount due from Tenant in accordance with Article 4 hereof has been determined and paid in full. Tenant hereby waives the benefit of the Letter of Credit California Civil Code Section 1950.7 with regards to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime LeaseSecurity Deposit, Sublandlord it being agreed and understood that Landlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unlessright, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant upon an Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either to apply the Security Deposit or to satisfy the Letter payment of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00future rent obligations.

Security Deposit. Subtenant Concurrently with Tenant's execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Seven Thousand Two Hundred Seventeen Dollars and 00/100 Dollars Sixty Cents ($95,000.00) 7,217.60). Said sum shall be held by Landlord as security a Security Deposit for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the term hereof. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option may draw down all or a part including, but not limited to, the provisions relating to the payment of rent and any of the Letter of Credit to compensate Sublandlord for loss monetary sums due herewith, Landlord may (but shall not be required to) usc, apply or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this Security Deposit for the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any other rights amount which Landlord may spend by reason of Tenant's default or remedies Sublandlord to compensate Landlord for any other loss or damage which Landlord may have nor suffer by reason of Tenant's default. If any portion of said Deposit is so used or applied, Tenant shall, within ten (10) days after written demand thereof, deposit cash with Landlord in the amount sufficient to restore the Security Deposit to its original amount. Tenant's failure to do so shall be a material breach of the Lease. Landlord shall not be required to keep this Security f7Pposit separate from its general funds, and Tenant shall not be entitled to interest on such application Deposit. If Tenant fully and faithfully performs every provision of this Lease to be performed by Sublandlord constitute a waiver by Sublandlord. All costs for it, the issuance Security Deposit or any balance thereof shall be returned to Tenant (or reissuanceal Landlord's option, to the last assignee of Tenant's interest hereunder) at the expiration of said Letter of Credit shall be paid by Subtenantthe Lease term and after Tenant has vacated the Premises. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime in this Lease, Sublandlord Landlord shall have the right transfer said Deposit to transfer the Letter of Credit to the assignee of such interest. Subtenant Landlord's successor interest whereupon Tenant agrees to look solely to such assignee release Landlord from liability for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00accounting therefore.

Security Deposit. Subtenant Contemporaneously with the execution of this Lease, (i) Landlord shall retain and apply the Existing Security Deposit set forth in Section 2.2 above as part of the Security Deposit set forth in Section 10 of the Summary, and (ii) Tenant shall deposit with Sublandlord upon execution hereof Landlord the balance of such Security Deposit in the amount of Ninety Five Thousand $38,898.28 (such amounts retained by Landlord and 00/100 Dollars ($95,000.00) deposited by Tenant shall be collectively referred to herein as the "SECURITY DEPOSIT"). The Security Deposit shall be held by Landlord as security for Subtenant’s the faithful performance by Tenant of Subtenant’s obligations hereunder all the terms, covenants, and conditions of this Lease to be kept and performed by Tenant during the Lease Term. 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 required to, use, apply or retain all or any part of the Security Deposit for the payment of any Rent or any other sum in default, or for the payment of any amount that Landlord may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage that Landlord may suffer by reason of Tenant's default. If any portion of the Security Deposit is so used or applied, Tenant shall, within ten (10) days after written demand therefor, deposit cash with Landlord in an amount sufficient to restore the “Security Deposit”)Deposit to its original amount, and Tenant's failure to do so shall be a default under this Lease. After a Subtenant Event If Tenant shall fully and faithfully perform every provision of Defaultthis Lease to be performed by it, Sublandlord may apply the Security Deposit, or any part balance thereof, shall be returned to Sublandlord’s damages without prejudice Tenant, or, at Landlord's option, to any other Sublandlord remedy. Should the entire last assignee of Tenant's interest in the Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration (or earlier termination for any reason other than an event of default by Tenant) of the Sublease and performance by Subtenant of all of Lease Term. Tenant shall not be entitled to any interest on the obligations of Subtenant to be performed hereunderSecurity Deposit, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative except to the payment of extent Landlord fails to return the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days after expiration (or such earlier termination) of the later of (i) the last day of the Sublease Lease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of in which case the Security Deposit shall be reduced accrue interest at the Interest Rate from and after the expiration of such 30-day period until returned to Tenant. Tenant hereby waives the corresponding amounts set forth provisions of Section 1950.7 of the California Civil Code, and all other provisions of law, now or hereafter in force, which provide that Landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the table below on payment of rent, to repair damage caused by Tenant or to clean the corresponding dates. If Subtenant elects Premises, it being agreed that Landlord may, in addition, claim those sums reasonably necessary to provide a Letter compensate Landlord for any other loss or damage, foreseeable or unforeseeable, caused by the act or omission of CreditTenant or any officer, then the Letter employee, agent or invitee of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Tenant.

Security Deposit. Subtenant Concurrently with Tenant’s execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount additional sum of Ninety Five Thousand $408,700.00. Said sum shall be held by Landlord as a Security Deposit for the full and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations terms, covenants, and conditions of Subtenant this Lease to be kept and performed hereunderby Tenant during the term hereof. If Tenant breaches or defaults with respect to any provision of this Lease, Landlord may (but shall not be required to) use, apply or retain all or any part of this Security Deposit for the payment of any rent, any breach or default, or for any amount which Landlord may incur or spend by reason of Tenant’s breach or default, or to reimburse or compensate Landlord for any other loss, damage, liability, breach or expense or cost which Landlord may incur or suffer by reason of Tenant’s breach or default, including, without limitation, reimbursement for any real estate commissions paid or costs incurred for preparation for Tenant’s occupancy. If any portion of said Security Deposit is so used, applied or retained, then Tenant shall, within ten (10) days after written demand therefor, deposit cash with Landlord in the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative amount sufficient to the payment of restore the Security Deposit in cashto its original amount. Tenant’s failure to do so shall be a material breach of this Lease. Landlord shall not be required to keep this Security Deposit separate from its general funds, Subtenant may deliver and Tenant shall not be entitled to Sublandlord an irrevocable letter interest on such Deposit. If Tenant fully and faithfully performs and observes every provision of credit as security for Subtenantthis Lease to be performed and observed by Tenant, the Security Deposit or any then unused balance thereof shall be returned to Tenant (or at Landlord’s faithful performance option, to the last assignee of SubtenantTenant’s obligations interest hereunder, which letter ) after the expiration of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand Lease term and 00/100 Dollars ($95,000.00), (hi) be in after Tenant has vacated and surrendered the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension Premises in accordance with the terms hereof (the “Letter of Credit”)hereof. In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease Tenant shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to apply this Security Deposit or [UNREADABLE] transfer the Letter unused balance of Credit said Deposit to the assignee of such interest. Subtenant Landlord’s successor in interest whereupon Tenant hereby agrees to look solely to such assignee release Landlord from liability for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect theretosuch Deposit. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant shall deposit The parties herein acknowledge that Lessee was the tenant of the Premises pursuant to a Standard Industrial Lease-Net dated January 6, 1995 (the "Former Lease") between Lessee and the Xxx X. Xxxxxx] 1989 Trust (the "Prior Landlord") dated February 8, 1989 which has been terminated and superseded by this Lease. Pursuant to the terms of the Former Lease, Lessee deposited with Sublandlord upon execution hereof the Prior Landlord a security deposit, for which Lessee has received a cash payment in full satisfaction of the Prior Landlord's obligation with respect thereto. Prior Landlord has delivered to Lessor funds in the amount of Ninety Five Thousand $45,234 (the "Security Deposit") for the account and 00/100 Dollars ($95,000.00) benefit of Lessee, which Lessor shall hold as security for Subtenant’s Lessee's faithful performance of Subtenant’s Lessee's obligations hereunder (the “Security Deposit”)hereunder. After a Subtenant Event of Default, Sublandlord may apply the Security DepositIf Lessee fails to pay rent or other charges due hereunder, or any part thereof, to Sublandlord’s damages without prejudice otherwise defaults with respect to any other Sublandlord remedy. Should provision of this Lease after the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account expiration of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rentapplicable cure period provided in this Lease, Additional Rent (hereinafter defined) and other charges (collectivelyLessor may use, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit apply or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply retain all or any portion of the Letter Security Deposit for the payment of Creditany rent or other charge in default or for the payment of any other sum to which Lessor may become obligated by reason of Lessee's default, Subtenant shallor to compensate Lessor for any loss or damage which Lessor may suffer thereby. If Lessor so uses or applies all or any portion of the Security Deposit, upon Sublandlord’s demand, deliver Lessee shall within ten (10) days after written demand therefore and deposit cash with Lessor in an amount sufficient to Sublandlord a replacement Letter of Credit in restore the Security Deposit to the full original amount, amount hereinabove stated and Subtenant’s Lessee's failure to do so within two (2) business days after receipt shall be material breach of such demand shall constitute a Subtenant Event of Default hereunderthis Lease. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease Lessor shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for be required to keep the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged Security Deposit separate from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlordits general accounts. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant Lessee performs all of Subtenant’s Lessee's obligations hereunder, the Letter of CreditSecurity Deposit, or so much of the cash proceeds thereof as has not theretofore been applied by SublandlordLessor, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty Lessee (30or, at Lessor's option, to the last assignee, if any, of Lessee's interest hereunder) days at the expiration of the later of (i) the last day of the Sublease Termterm hereof, (ii) the date Subtenant and after Lessee has vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord Lessor and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced Lessee with respect to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant shall deposit Tenant has deposited with Sublandlord upon execution hereof the amount Landlord the sum of Ninety Five Thousand Three Hundred Sixty-One Dollars and 00/100 Ninety-Two Cents Dollars ($95,000.00$ 5,361.92) as security for Subtenant’s the full and faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions every provision of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant lease to be performed hereunderby Tenant. If Tenant defaults with respect to any provision of this lease, including, without limitation, the surrender of the Premises in compliance with including but not limited to the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative relating to the payment of the Security Deposit in cashRent, Subtenant Landlord may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunderuse, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, apply or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this security deposit for the cash proceeds payment of any Rent or any other sum in default or for the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any other rights amount which Landlord may spend or remedies Sublandlord become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss, cost or damage which Landlord may have nor shall such application suffer by Sublandlord constitute a waiver by Sublandlordreason of Tenant's default. All costs for the issuance (or reissuance) If any portion of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Leasedeposit is so used or applied, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant Tenant shall, within five (5) business days thereafterafter written demand therefor, replace deposit cash with Landlord in an amount sufficient to restore the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable security deposit to Sublandlord its original amount and Prime Landlord. Subtenant’s Tenant's failure to do so within such five (5) business day period shall constitute be a Subtenant Event breach of Default hereunder. (d) The Letter of Credit this Lease. Landlord shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Termnot, unless otherwise required by law, be required to keep this security deposit separate from its general funds, nor pay interest to its Tenant. If Subtenant performs all Landlord is required to maintain said deposit in an interest bearing account, Landlord will retain the maximum amount permitted under applicable law as a bookkeeping and administrative charge. If Tenant shall fully and faithfully perform every provision of Subtenant’s obligations hereunderthis lease to be performed by it, the Letter of Credit, security deposit or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, any balance shall be returned, without payment of interest returned to Tenant by Landlord (or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day transferee of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations Tenant's interest hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount expiration of the Security Deposit shall lease term and upon Tenant's vacation of the Premises. In the event the Building is sold, the security deposit will be reduced transferred to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amountXXXXXX. The “Financial Condition” XXX hereunder is not and shall not be defined as the satisfaction classified or deemed a prepayment or advance payment of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant any rent or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00reimbursable expense described hereunder.

Security Deposit. Subtenant Concurrently with Tenant’s execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) Security Deposit specified in the Basic Lease Information as security for Subtenant’s the full and faithful performance of Subtenant’s obligations hereunder (each and every term, covenant and condition of this Lease. Landlord may use, apply or retain the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, whole or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder may be reasonably necessary (a) to remedy any Default by Tenant under this Lease, (b) to repair damage to the Premises caused by Tenant, (c) to clean the Premises upon termination of this Lease, (d) to reimburse Landlord for failure the payment of any amount which Landlord may reasonably spend or be required to spend by reason of Tenant’s Default, and (e) to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant’s Default. Should Tenant faithfully and fully comply with all of the Subtenant to pay Base Rentterms, Additional Rent (hereinafter defined) covenants and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions conditions of this SubleaseLease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunderTerm, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit or any balance thereof shall be returned to Tenant or, at the option of Landlord, to the last assignee of Tenant’s interest in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit this Lease. Landlord shall (i) name Sublandlord as beneficiary, (ii) not be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails required to keep the Security Deposit separate from its general funds and perform Tenant shall not be entitled to any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all interest on such deposit. If Landlord so uses or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply applies all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shalldeposit, within five (5) business days thereafterafter written demand therefor Tenant shall deposit cash with Landlord in an amount sufficient to restore the Security Deposit to the full extent of the above amount, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. SubtenantTenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returneda default under this Lease. In the event Landlord transfers its interest in this Lease, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of Landlord shall transfer the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the remaining amount of the Security Deposit to Landlord’s successor in interest, and thereafter Landlord shall be reduced have no further liability to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects Tenant with respect to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the such Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) Security Deposit, as security for Subtenant’s the prompt, full and faithful performance by Tenant of Subtenant’s each and every provision of this Lease and of all obligations hereunder of Tenant hereunder. The Security Deposit shall be in the form of cash. If an Event of Default occurs, Landlord may use, apply or retain the whole or any part of the Security Deposit for the payment of (i) any Base Rent or Additional Rent which Tenant shall not have paid or which may become due after the “Security Deposit”). After a Subtenant occurrence of such Event of Default, Sublandlord may apply (ii) any sum expended by Landlord on Tenant's behalf in accordance with the Security Deposit, provisions of this Lease or any part thereof, to Sublandlord’s damages without prejudice to (iii) any other Sublandlord remedysum which Landlord may expend or be required to expend by reason of Tenant's default, including damages or deficiency in the reletting of the Premises. Should The use, application or retention of the entire Security Deposit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Security Deposit is used, applied or retained by Sublandlord Landlord for the purposes set forth above, Tenant agrees, within fifteen (15) days to deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such the Security Deposit to the amount thereof held by Landlord prior to such applicationLandlord's exercising any of its rights to use or apply the Security Deposit hereunder. Sublandlord If Tenant shall have fully and faithfully comply with all of the provisions of this Lease, the Security Deposit, or any balance thereof, shall be returned to Tenant within Thirty (30) days after the expiration of the Term, with interest accruing at three percent (3%) per annum. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Security Deposit, or the remaining balance thereof, Landlord may return the same rights and remedies for to Tenant, regardless of one or more assignments of Tenant's interest in this Lease or the non-payment by Subtenant of any amounts due on account Security Deposit. In such event, upon the return of the Security Deposit as Sublandlord has hereunder for failure (or balance thereof) to Tenant, Landlord shall be completely relieved of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant liability under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by SubtenantArticle. In the event of an assignment a transfer of Landlord's interest in the Premises, Landlord shall transfer the Security Deposit to the transferee thereof. In such event, upon the delivery by Landlord to the transferee of Landlord's interest of the tenant’s interest under Security Deposit, Landlord shall be deemed to have been released by Tenant from all liability or obligation for the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee return of such interest. Subtenant Security Deposit, and Tenant agrees to look solely to such assignee transferee for the return of the Letter of Credit Security Deposit and thereupon Sublandlord the transferee shall be discharged from any further liability with respect thereto. (b) The Letter bound by all provisions of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior this Lease relating to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount return of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide provided however that Landlord's lender is not responsible for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in Deposit unless actually received by Landlord's lender or its amountaffiliate. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31shall not be mortgaged, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord to be granted or withheld in Landlord's sole and absolute discretion.

Security Deposit. Subtenant Concurrently with execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Thousand and 00/100 Dollars ($95,000.00) 10,000.00, which shall be held by Landlord as security for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the term hereof. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option including but not limited to the provisions relating to the payment of Rent, Landlord may draw down all from time to time (but shall not be required to) use, apply or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this security deposit for the cash proceeds payment of any rent or any other sum in default, or for the Letter payment of Credit any amount which Landlord may spend or become obligated to spend by reason of Tenant’s default, or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant’s default without any prejudice to any obligation other remedy provided herein, Landlord’s Initials KW Tenant’s Initials MO or default of Subtenant under this Sublease shall not deprive Sublandlord of provided by law. If any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee portion of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery deposit is so used or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant applied Tenant shall, within five (5) business days thereafterafter written demand therefore, replace deposit cash with Landlord in an amount sufficient to restore the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable security deposit to Sublandlord its original amount and Prime Landlord. SubtenantTenant’s failure to do so shall be a default under this Lease. Landlord shall not be required to keep this security deposit separate from its general funds, and Tenant shall not be entitled to interest on such deposit. If Tenant shall fully and faithfully perform every provision of this Lease to be performed by it, the security deposit or any balance thereof shall be returned to Tenant (or, at Landlord’s option, to the last assignee of Tenant’s interest hereunder) within such five three (53) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled months following expiration date of the Sublease Lease Term. If Subtenant performs all In the event of Subtenanttermination of Landlord’s obligations hereunderinterest in this Lease, Landlord shall transfer the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of security deposit to Landlord’s successor in interest or other increment for its use, and Landlord will have no further liability to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefromTenant with respect thereto. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant (A) Concurrently with the execution of this Lease, Tenant shall deposit the Letter of Credit (as defined in Section 8.01(B) hereof) with Sublandlord upon execution hereof Landlord as the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) Security Deposit, as security for Subtenant’s the payment by Tenant of all Base Rent and Additional Rent and for the faithful performance of Subtenant’s all the terms, covenants and conditions hereof. Landlord shall not be required to segregate the Security Deposit from other deposits or from other funds of Landlord or pay interest thereon, unless required by applicable law. If, at any time during the Term, Tenant does not fulfill any of its obligations hereunder (under this Lease, Landlord shall have the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply right to use the Security Deposit, or so much thereof as necessary, on account of such obligations including, without limitation, any part thereofdamages to which Landlord is entitled pursuant to Section 7.02 hereof. If any portion of the Security Deposit is used, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Depositapplied, or any portion thereofretained by Landlord as herein permitted, be applied by Sublandlord in accordance then within five (5) days after written demand therefor, Tenant shall deposit with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord Landlord an amount sufficient to restore such the Security Deposit to its original or adjusted amount, and Tenant’s failure to do so shall be a breach of this Lease. If Tenant fully and faithfully performs every term, covenant, condition and obligation of this Lease during the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of Term, the Security Deposit as Sublandlord has hereunder for failure (or any balance thereof), without interest, shall be returned to Tenant after the expiration of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”)Term. Provided that Subtenant is not then in default, Sublandlord shall return Landlord may deliver the Security Deposit or so much thereof as to any purchaser of Landlord’s interest in the Premises if such interest is sold, in which event Landlord shall be discharged from any further liability with respect to the Security Deposit. The Security Deposit shall not have previously been applied in accordance with be construed as liquidated damages, and if Landlord’s claims hereunder exceed the provisions Security Deposit, Tenant shall remain liable for the balance of this Subleasesuch claims. Tenant further covenants that it will not assign or encumber or attempt to assign or encumber the Security Deposit and that Landlord shall not be bound by any such assignment, to Subtenant within thirty (30) days following the expiration encumbrance, attempted assignment or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenantattempted encumbrance. (aB) As an alternative to Upon the payment execution of the Security Deposit in cashthis Lease, Subtenant may deliver to Sublandlord an Tenant shall deposit with Landlord a clean, irrevocable letter of credit as security for Subtenant’s faithful performance issued by a bank which is a member of Subtenant’s obligations hereunder, the New York Clearinghouse Association and which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be is acceptable to Landlord in its reasonable judgment in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be 2,655,172.00 in the form attached annexed hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In At any time that Tenant is in default under this Lease beyond any applicable notice and grace period, Landlord shall have the right to draw down the entire Letter of Credit and apply the proceeds or any part thereof in accordance with the provisions of this Section 8.01. Landlord shall also have the right to draw down the entire Letter of Credit in the event Landlord receives notice that Subtenant fails to keep and perform any the date of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part expiry of the Letter of Credit to compensate Sublandlord will not be extended by the issuing bank, or, if the Letter of Credit does not provide for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion automatic one-year extensions of the term of such Letter of Credit, Subtenant shalland in either case, upon Sublandlord’s demand, deliver to Sublandlord in the event a replacement Letter letter of Credit credit, issued in accordance with this Lease in form satisfactory to Landlord, is not delivered at least thirty (30) days before the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds expiration of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application which is then held by Sublandlord constitute a waiver by SublandlordLandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord If Landlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of drawn down the Letter of Credit and thereupon Sublandlord applied all or a portion thereof in accordance with the terms of this Section 8.01, then Tenant shall be discharged from any further liability deposit with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shallLandlord, within five (5) business days thereafterafter notice from Landlord, replace an amount of cash sufficient to bring the then-outstanding letter balance of credit with a like letter the cash then being held by Landlord under this Section 8.01 to the amount of credit from another bank or institution acceptable the Security Deposit. The failure by Tenant to Sublandlord and Prime Landlord. Subtenant’s failure to do so deposit such additional amount within such five (5) business day the foregoing time period shall constitute be deemed a Subtenant Event default pursuant to Section 7.01 of Default hereunderthis Lease. (dC) The Letter of Credit Security Deposit shall remain be reduced from the amount set forth in effect for ninety Section 1.01(P) hereof to the Reduction Amount (90as defined below) days after on the scheduled expiration date first day of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereundermonth following the month in which the first (1st), the Letter of Credit, or so much fifth (5th) and eighth (8th) anniversaries of the cash proceeds thereof as has not theretofore been applied by SublandlordRent Commencement Date applicable to the Additional Premises shall occur, shall be returnedrespectively (each, without payment of interest or other increment for its use, to Subtenant within thirty (30a “Reduction Date”) days of provided and upon the later of condition that (i) the last day of the Sublease Termthis Lease shall be in full force and effect and Tenant shall not then be in monetary default hereunder, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations Landlord shall not have delivered more than one written notice of monetary default hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) Landlord has not previously drawn on the Subtenant has satisfied Security Deposit by reason of an Event of Default by Tenant. For the Financial Condition as defined immediately belowpurposes hereof, then the “Reduction Amount” for the Security Deposit shall mean (i) $1,991,379 in respect of the Reduction Date occurring on the first (1st) anniversary of the Rent Commencement Date applicable to the Additional Premises, (ii) $1,455,239.00 in respect of the Reduction Date occurring on the fifth (5th) anniversary of the Rent Commencement Date applicable to the Additional Premises and (iii) $970,156.00 in respect of the Reduction Date occurring on the eight (8th) anniversary of the Rent Commencement Date applicable to the Additional Premises. In the event Tenant shall have deposited with Landlord a Letter of Credit, Landlord shall consent to a modification of the Letter of Credit to reduce the amount thereof to the Reduction Amount (the form and substance of such modification to be satisfactory to Landlord in its reasonable discretion) or shall accept a replacement Letter of Credit in the reduced amount of the Security Deposit on the applicable Reduction Date which is in form and substance reasonably satisfactory to Landlord and which otherwise satisfies the requirements hereof and shall thereupon return to Tenant the original Letter of Credit then being held by Landlord. (D) In the event Tenant defaults under the terms of the Existing Lease (or the sublease with respect to the Additional Premises) prior to the Commencement Date or if the Existing Lease is terminated by Landlord or Tenant pursuant to the terms thereof and this Lease is void pursuant to the provisions of Section 1.08(C) hereof, in addition to Tenant’s liability thereunder, Landlord shall be reduced entitled to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then draw down the Letter of Credit may provide to recover all costs funded by Landlord for an automatic reduction Landlord’s Contribution, plus any brokerage commissions paid by Landlord in its amount corresponding connection with this Lease. Landlord’s right to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against down the Letter of Credit in order as aforesaid is a material inducement to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by SubtenantLandlord’s updated financial statements delivered agreement to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately fund Landlord’s Contribution prior to the date Commencement Date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Lease.

Security Deposit. Subtenant 5.1 Concurrent with the execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00sum specified in Paragraph 1(c) above. Said sum shall be held by Landlord as security for Subtenant’s the faithful performance by Tenant of Subtenant’s all of the obligations hereunder of this Lease to be kept and performed by Tenant. Said deposit shall not be assigned, transferred or encumbered by Tenant, and any attempt to do so by Tenant shall not be binding upon Landlord. 5.2 If Tenant defaults with respect to any provision of this Lease, and such default is not cured within any applicable cure period, or should Landlord make any payment on behalf of Tenant, Landlord may (the “Security Deposit”). After a Subtenant Event of Defaultbut shall not be required to) use, Sublandlord may apply the Security Deposit, or retain all or any part thereof, to Sublandlord’s damages without prejudice to of said deposit for the payment of any rent or any other Sublandlord remedy. Should the entire Security Depositsum in default, or for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage which Landlord has suffered or may suffer by reason of Tenant's default. If any portion thereofof said deposit is so used, be applied by Sublandlord or retained, Tenant shall, within five (5) days after Landlord's written demand therefor, deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit said deposit to its original sum. Tenant's failure to do so shall constitute a material breach of this Lease, and Landlord may, without any further notice, exercise its remedies specified in Article 25 hereof. 5.3 Landlord shall not be required to keep said deposit separate from its general funds and is in no event to be deemed a trustee thereof, and Tenant shall not be entitled to interest on any sums deposited or redeposited under this Article. Tenant acknowledges that said deposit under no circumstances will be applied toward the amount thereof prior to such applicationpayment of Tenant's final monthly rental payment. Sublandlord If Tenant shall have the same rights fully and remedies for the non-payment by Subtenant faithfully performed all of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant its obligations under this Lease, said deposit or its then remaining balance, if any, shall be refunded to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant Tenant within thirty (30) days following after the expiration or earlier termination of the Sublease this Lease. If Tenant has not hilly and performance by Subtenant of faithfully performed all of its obligations under this Lease, including but not limited to the obligations requirements of Subtenant to be performed hereunder, including, without limitation, the Paragraph II.1 herein regarding Tenant's surrender of the Premises in compliance with upon expiration or sooner termination, Landlord may apply the provisions hereof and security deposit towards the payment of all amounts payable by Subtenant. (a) As an alternative to costs for the payment cleaning and/or repair of the Security Deposit in cash, Subtenant may deliver Premises or the costs associated with Tenant's failure to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”)perform other obligations. In the event that Subtenant fails Landlord's interest in this Lease is sold or otherwise terminated, Landlord shall transfer said deposit to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit successor in the full original amountinterest, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord Landlord shall be discharged from any further liability with respect thereto. The provisions of the preceding sentence shall likewise apply to any subsequent transferees. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days 5.4 If for any reason this Lease is terminated prior to the date on which the Letter Rent Commencement Date (other than for nonperformance of Credit would expire absent such extensionLandlord), the issuing bank gives notice in addition to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extensionany other rights it may have, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit Landlord shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves have the right to require that Subtenant change retain the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereundersecurity deposit, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, prepaid rent amount deposited pursuant to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefromSection 3.2 above. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Concurrently with Tenant’s execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as Landlord a security for Subtenant’s faithful performance of Subtenant’s obligations hereunder deposit (the “Security Deposit”)) in the amount set forth in Section 11 of the Summary. After The Security Deposit shall be held by Landlord as security for the faithful performance by Tenant of all the terms, covenants, and conditions of this Lease to be kept and performed by Tenant during the Lease Term and not as prepayment of rent. Landlord shall not be required to maintain the Security Deposit separate and apart from Landlord’s general or other funds and Landlord may commingle the Security Deposit with any of Landlord’s general or other funds. 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 required to, use, apply or retain all or any part of the Security Deposit for the payment of any Rent or any other sum in default, or for the payment of any amount that Landlord may spend or become obligated to spend by reason of Tenant’s default, or to compensate Landlord for any other loss or damage that Landlord may suffer by 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 Subtenant Event default under this Lease. If Tenant shall fully and faithfully perform every provision of Defaultthis Lease to be performed by it, Sublandlord may apply the Security Deposit, or any part balance thereof, shall be returned to SublandlordTenant, or, at Landlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Depositoption, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant last assignee of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base RentTenant’s interest hereunder, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier of the Lease Term. Tenant shall not be entitled to any interest on the Security Deposit. Upon termination of the Sublease and performance by Subtenant of all of original Landlord’s or any successor owner’s interest in the obligations of Subtenant to be performed hereunder, including, without limitationPremises or the Building, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, Landlord or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit successor owner shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged released from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit upon the original Landlord’s or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenantsuch successor owner’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00complying with California Civil Code Section 1950.

Security Deposit. Subtenant Concurrently with Tenant’s delivery of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum, if any, stated in Item 9 of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder the Basic Lease Provisions (the “Security Deposit”), to be held by Landlord as security for the full and faithful performance of Tenant’s obligations under this Lease to pay any rental sums, including without limitation such additional rent as may be owing under any provision hereof, and to maintain the Premises as required by Sections 7.1 and 15.3 or any other provision of this Lease. After a Subtenant Event For purposes of Defaultthe foregoing and notwithstanding any provision of Section 1950.7 of the California Civil Code to the contrary, Sublandlord rental sums shall include prospective rent that would have been payable by Tenant but for the early termination of this Lease due to Tenant's default or insolvency. Upon any breach of the foregoing obligations by Tenant, Landlord may apply all or part of the Security Deposit, Deposit as full or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedypartial compensation. Should the entire Security Deposit, or If any portion thereofof the Security Deposit is so applied, be applied Tenant shall within five (5) days after written demand by Sublandlord Landlord deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such the Security Deposit to its original amount. Landlord shall not be required to keep this Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on the amount thereof prior to such applicationSecurity Deposit. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of Except as provided below Tenant may not utilize all or any amounts due on account portion of the Security Deposit as Sublandlord has hereunder for failure a payment toward any rental sum due under this Lease. Any unapplied balance of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Subleasebe returned to Tenant or, at Landlord’s option, to Subtenant the last assignee of Tenant’s interest in this Lease within thirty (30) days following the expiration or earlier termination of the Sublease this Lease and performance by Subtenant of all Tenant's vacation of the obligations Premises. Notwithstanding the foregoing and provided Landlord is then in bankruptcy or the Building has been the subject of Subtenant a foreclosure or deed in lieu of foreclosure and Landlord has failed to be performed hereunder, including, without limitation, transfer the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative Security Deposit to the payment mortgagee or its assignee, Tenant shall be entitled to apply $146,980.00 of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be against Basic Rent payable by Tenant under the Lease for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any last month of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect theretoTerm. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Concurrently with Tenant's execution of this lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Sixty Six Thousand and 00/100 Dollars ($95,000.00) 66,000.00), which sum shall be held by Landlord as a security deposit for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease lease to be kept and performed by SubtenantTenant. If Tenant defaults with respect to any provision of this lease, then Sublandlord at its sole option including but not limited to, the provisions relating to the payment of basic rent and common area charges, Landlord may draw down all (but shall not be required to) use, apply, or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this security deposit for the payment of any amount which Landlord may spend by reason of Tenant's default or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of default. If any portion of said deposit is so used, Tenant shall, within ten (10) days after written demand therefor, deposit cash proceeds with Landlord in the amount sufficient to restore the security deposit to its original amount; Tenant's failure to do so shall be a material breach of the Letter of Credit to any obligation or default of Subtenant under this Sublease lease. Landlord shall not deprive Sublandlord be required to keep this security deposit separate from its general funds and Tenant shall not be entitled to interest on such deposit. If Tenant is not in default at the expiration or termination of this lease, the security deposit or any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit balance thereof shall be paid by Subtenantreturned to Tenant after Tenant has vacated the Premises. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime Leasein this lease, Sublandlord Landlord shall have the right transfer said deposit to transfer the Letter of Credit to the assignee of such Landlord's successor in interest. Subtenant , and Tenant agrees to look solely to such assignee that Landlord shall thereupon be released from liability for the return of such deposit or any accounting therefor. Notwithstanding the Letter above and provided that Tenant is not in default under any of Credit the terms and thereupon Sublandlord conditions of this lease, Landlord shall be discharged from any further liability with respect thereto. credit such security deposit against monthly basic rent due for the third (b3rd), fifteenth (15th), twenty-seventh (27th), thirty-ninth (39th) The Letter and fifty-first (51rst) lease months of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term in the amounts of the Letter of Credit from year to year throughout the Sublease Term unless$10,400.00, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent $10,400.00, $10,800.00, $11,200.00 and $11,600.00 respectively. Once Landlord has granted all such extensionsecurity deposit credits as described above, the issuing bank gives notice remaining security deposit held by Landlord shall amount to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five Eleven Thousand Six Hundred and 00/100 Dollars (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder$11,600.00). (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Concurrently with Tenant’s execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord in the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as set forth in Section 1.7, a security for Subtenant’s faithful performance of Subtenant’s obligations hereunder deposit (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies as security for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of Tenant’s obligations under this Lease. Following the obligations expiration of Subtenant to be performed hereunder, including, without limitation, the Term and Tenant’s surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease Lease, Landlord shall (provided that Tenant is not in default under this Lease) return the Security Deposit to be kept and performed Tenant, less such portion as Landlord shall have appropriated to make good any default by SubtenantTenant. Landlord shall have the right, then Sublandlord at its sole option may draw down all or a part of but not the Letter of Credit obligation, to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of CreditSecurity Deposit to cure any Tenant default at any time, Subtenant shall, upon Sublandlord’s demand, deliver in which event Tenant shall be obligated to Sublandlord a replacement Letter of Credit in restore the full Security Deposit to its original amountamount within ten (10) business days, and SubtenantTenant’s failure to do so within two shall be deemed to be a material default of this Lease. Tenant hereby waives (2i) business days any and all provisions of Applicable Law applicable to security deposits in the commercial context, including, without limitation, any laws which provide that 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 Tenant or to clean the Premises (“Security Deposit Laws”), and (ii) any and all rights, duties and obligations either party may now or, in the future, will have under, relating to or arising from the Security Deposit Laws. Notwithstanding anything to the contrary contained herein, the Security Deposit may be retained and applied by Landlord (a) to offset Rent which is unpaid either before or after receipt the termination of such demand shall constitute a Subtenant Event this Lease, and (b) against other damages suffered by Landlord before or after the termination of Default hereunderthis Lease, whether foreseeable or unforeseeable, caused by the act or omission of Tenant or any officer, employee, agent or invitee of Tenant. The application Security Deposit shall be held by Landlord free of all trust, and may be commingled with other funds and accounts of Landlord or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease its agents, and Tenant shall not deprive Sublandlord of be entitled to receive any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenantinterest earned with respect thereto. In the event of an a sale of the Project or assignment of the tenant’s interest under the Prime Leasethis Lease by Landlord to any person other than a mortgagee/deed of trust beneficiary, Sublandlord Landlord shall have the right to transfer the Letter of Credit Security Deposit to the assignee of such interest. Subtenant agrees its vendee or assignee, subject to look solely to such assignee for Tenant’s aforesaid rights regarding the return of the Letter of Credit Security Deposit, and thereupon Sublandlord Landlord shall be discharged released and relieved from any further liability with respect thereto. (b) The Letter to the return of Credit shall contain a clause whereby such Security Deposit to Tenant, such vendee or assignee to be solely responsible to Tenant therefor. Notwithstanding anything to the issuing bank agrees to automatically extend contrary contained in this Lease, provided that Tenant is not then in default under this Lease at the term time of any reduction of the Letter of Credit from year to year throughout the Sublease Term unless, Security Deposit provided for in this sentence and has not less than thirty previously committed and does not subsequently commit a default (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In in the event of notice from the issuing bank of non-extensionany such default, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter reduction of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit provided in this sentence shall terminate and be of no further force or effect and Tenant shall, to the Letter of Creditextent applicable, and (iii) promptly restore the Subtenant has satisfied Security Deposit to the Financial Condition as defined immediately belowfull, then the amount of unreduced amount), the Security Deposit shall be reduced to $20,000.00 on December 31, 2012, and to $10,000.00 on December 31, 2013, and the corresponding amounts set forth amount of each such reduction shall, in Landlord’s sole discretion, either be returned to Tenant or applied by Landlord against the table below on next consecutive monthly installment(s) of Base Rent then-payable by Tenant; provided, that the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security DepositDeposit provided in this sentence shall at all times be a right personal to Ampio Pharmaceuticals, provided that if conditions above are not satisfied on Inc., a Delaware corporation, the relevant date for reduction Tenant named in this Lease (the “Named Tenant”) only, and shall terminate and be of no further force or effect (and Tenant shall, to the extent applicable, promptly restore the Security DepositDeposit to the full, then Sublandlord may draw against unreduced amount) in the Letter of Credit in order to prevent event the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal Named Tenant is succeeded to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior assigns, subleases or otherwise transfers any interest under this Lease or to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Premises.

Security Deposit. Subtenant shall deposit with Sublandlord upon execution hereof As security for performance by Tenant of Tenant’s obligations under this Lease, and under the Other Master Leases (as hereinafter defined) subject to the provisions set forth in this Paragraph 7, Tenant has delivered to Landlord an irrevocable standby letter of credit (the “Letter of Credit”) in favor of Landlord in the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default3,150,000.00, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C H and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise financial institution reasonably acceptable to Sublandlord; and (v) Landlord. The Letter of Credit shall be for a term of one year, and shall be replaced by Tenant annually at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the expiry date on thereof until the expiration of the fifth (5th) year of the term of this Lease; provided, however, in the event that Tenant obtains a corporate credit rating of BBB or better, as rated by Standard & Poor’s Ratings Group or its legal successor and, if there is no default under this Lease by Tenant which has not been cured, Landlord shall surrender the Letter of Credit would expire absent such extensionor Replacement Letter of Credit (as hereinafter defined), as the issuing bank gives notice case may be, to Sublandlord by hand delivery the issuer thereof, and Tenant shall be entitled to cancel the Letter of Credit or nationally recognized overnight courier with receipted delivery Replacement Letter of non-extensionCredit, as the case may be. In Tenant agrees that for so long as the event Letter of notice from the issuing bank of non-extensionCredit is required under this Lease, Subtenant shall, not later than five (5) business days prior to the expiry date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Replacement Letter of Credit, as the case may be, Tenant shall provide to Landlord another Letter of Credit hereunder(a “Replacement Letter of Credit”) in the same form, Sublandlord reserves for the right to require that Subtenant change same length of term and in the issuing bank or institution to another bank or institution reasonably approved by Sublandlordsame amount as the Letter of Credit. If Tenant fails to provide a Replacement Letter of Credit to Landlord at least thirty (30) days prior to the bank or institution on which expiry date of the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Replacement Letter of Credit, as the case may be, then Landlord shall be permitted to draw upon the Letter of Credit or so much such Replacement Letter of Credit in the full amount thereof and to hold the full amount of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later Letter of Credit as security for the performance of the obligations of Tenant under this Lease, until the earlier of (i) the last day delivery by Tenant of the Sublease Terma Replacement Letter of Credit, (ii) the date Subtenant vacated expiration of the Premisesfifth (5th) year of the term of this Lease, or (iii) the date Subtenant Tenant obtains a credit rating of BBB. Upon the happening of any of the events described in (i), (ii) and (iii) above and, if there is no default under this Lease by Tenant which has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding not been cured, Landlord shall deliver to Tenant the full amount of the proceeds obtained by Landlord by drawing on the Letter of Credit or Replacement Letter of Credit, as the proceeds therefrom. (e) Provided that case may be. Upon (i) at the time there is no outstanding and continuing Subtenant Event failure by Tenant to pay any Rent under this Lease or the Other Master Leases (whether Base Rental or Additional Rental), following the expiration of Defaultany applicable grace or cure period, or (ii) there the occurrence of any other default by Tenant not involving the payment of Rent under this Lease or either of the Other Master Leases (other than a default under Paragraph 31 of any of such leases (a “Non-Curable Default”)), and if such default remains uncured following the expiration of any applicable grace or cure period, and (a) has not been disputed by Tenant by written notice to Landlord during such period, or (b) involves more than $250,000.00, Landlord shall be entitled to present the Letter of Credit or Replacement Letter of Credit, as the case may be, to the issuer thereof for payment. Such presentation of the Letter of Credit or Replacement Letter of Credit for payment must be accompanied by a sight draft thereof in the amount equal to (i) the Rent Tenant has so failed to pay if the default is the failure to pay Rent (whether Base Rental or Additional Rental), or (ii) the amount to be drawn to cure any other default and such other documentary evidence as may be required by the Letter of Credit or Replacement Letter of Credit. If the event of any default by Tenant not involving the payment of Rent (other than a Non-Curable Default) which has been no prior timely disputed by Tenant as provided hereinabove and which involves less than $250,000.00, Landlord shall not be entitled to draw on the Letter of Credit until the default has been arbitrated in the manner set forth herein, an award has been rendered in favor of Landlord for all or charge by Sublandlord against either any part of the Security Deposit or amount which is disputed, and Tenant has failed to pay the amount of the award to Landlord within ten (10) days after receiving written notice of the award from Landlord, at which time Landlord shall be entitled to draw on the Letter of Credit for the amount of the award. In the event that Landlord makes a partial draw on the Letter of Credit under any of the circumstances in which Landlord is allowed to do under this Paragraph 7, Tenant shall be obligated to restore the amount of the Letter of Credit to $3,150,000.00, within thirty (30) days after Landlord has made a draw on the Letter of Credit, and (iii) if Tenant fails to do so, Landlord shall be entitled to draw the Subtenant full amount of the Letter of Credit. Landlord shall also be allowed to draw the full amount of the Letter of Credit as a result of a default by Tenant under Paragraph 31 of this Lease or either of the other two Master Leases, or under any other circumstances under which Landlord has satisfied terminated this Lease or either of the Financial Condition Other Master Leases, or terminated Tenant’s right to possession of the Leased Premises under this Lease or either of the other two Master Leases. The Letter of Credit and any proceeds drawn thereon are referred to herein as defined immediately belowthe “Security Deposit.” Landlord may, then from time to time, in accordance with the amount foregoing and without prejudice to any other remedy, use the Security Deposit to the extent necessary to pay arrearages of rent or to satisfy any other obligation of Tenant under this Lease or the Other Master Leases, or to be applied to any damages to which Landlord is entitled to receive from Tenant under this Lease or the Other Master Leases. If Landlord transfers its interest in the Leased Premises during the term of this Lease, Landlord may assign its rights in the Security Deposit to the transferee and shall have no further liability for the return thereof, provided that such assignee executes an agreement in favor of Tenant acknowledging the receipt of the Security Deposit and assuming Landlord’s obligations with respect thereto. Landlord shall be reduced refund to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction Tenant any unused portion of the Security Deposit, provided that if conditions above are Tenant is not satisfied on then in default, at the relevant date for reduction expiration of the Security Depositfifth (5th) year of the term of this Lease, then Sublandlord may draw against or in the event that the Letter of Credit is drawn by Landlord in accordance with the foregoing and as a result of any default by Tenant as provided herein, after Landlord has applied the Security Deposit against all amounts owed by Tenant to Landlord, if there is any amount of the Security Deposit remaining. In the event that an arbitration is required pursuant to this Paragraph 7, the parties agree that arbitration shall be conducted by the American Arbitration Association and in accordance with the Rules for Commercial Disputes of the American Arbitration Association with a request for an expedited decision under the Fast Track process. The parties may, if they are able to agree to an alternate method, conduct the arbitration through one or more private arbitrators agreed upon by the parties in order to prevent further expedite the automatic reduction process. In any event, in its amount. The “Financial Condition” whichever manner the arbitration is conducted, the award shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord final and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00binding upon both parties and non-appealable.

Security Deposit. Subtenant Tenant shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply pay Landlord the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance concurrently with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions execution of this SubleaseLease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease which sum shall be retained by Landlord as security for Tenant’s full, timely and faithful performance by Subtenant of all of the Tenant’s obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative including but not limited to the payment of the Security Deposit in cashAnnual Base Rent, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand Operating Expenses and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”)Real Estate Taxes. In the event that Subtenant If Tenant fails to keep and perform pay such amount or any of the terms, covenants and conditions other charges hereunder or otherwise defaults with respect to any provisions of this Sublease to be kept and performed by SubtenantLease, then Sublandlord Landlord may, at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so option, apply all or any portion of the Letter Security Deposit to the payment thereof or for payment of Creditany other sums for which Landlord may become obligated by reason of Tenant’s default, Subtenant or to compensate Landlord for any loss or damage that Landlord may suffer thereby. If Landlord so uses or applies all or any portion of the Security Deposit, Tenant shall, upon Sublandlord’s demandwithin ten (10) days after written demand therefor, deliver deposit with Landlord an amount sufficient to Sublandlord a replacement Letter of Credit in restore the Security Deposit to the full original amountamount stated in Section 1.17, above, and SubtenantTenant’s failure to do so within two (2) business days after receipt shall be a material breach of such demand this Lease. Tenant shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit not be entitled to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have interest upon the Security Deposit, nor shall Landlord be required to segregate or hold the Security Deposit separate from Landlord’s other funds, but shall carry such application by Sublandlord constitute sum as a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenantbookkeeping entry only. In the event that Tenant shall fully perform the covenants and provisions of an assignment of the tenant’s interest under the Prime this Lease, Sublandlord Landlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in refund the Security Deposit, but occurring or the unused balance thereof, if any, to Tenant within thirty (30) days after the date of reduction expiration or sooner termination of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date term of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Lease.

Security Deposit. Subtenant Concurrently with Tenant's execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Thousand and 00/100 THIRTY NINE THOUSAND EIGHT HUNDRED NINE AND 70/100 Dollars ($95,000.00) 39,809.70). Said sum shall be held by Landlord as security a Security Deposit for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the Term hereof. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option may draw down all or a part including, but not limited to, the provisions relating to the payment of Rent and any of the Letter of Credit to compensate Sublandlord for loss monetary sums due herewith, Landlord may (but shall not be required to) use, apply or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this Security Deposit for the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any other rights amount which Landlord may spend by reason of Tenant's default or remedies Sublandlord to compensate Landlord for any other loss or damage which Landlord may have nor suffer by reason of Tenant's default. If any portion of said Deposit is so used or applied, Tenant shall, within ten (10) days after written demand therefor, deposit cash with Landlord in the amount sufficient to restore the Security Deposit to its original amount. Tenant's failure to do so shall be a material breach of this Lease. Landlord shall not be required to keep this Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on such application Deposit. If Tenant fully and faithfully performs every provision of this Lease to be performed by Sublandlord constitute a waiver by Sublandlord. All costs for it, the issuance Security Deposit or any balance thereof shall be returned to Tenant (or reissuanceat Landlord's option, to the last assignee of tenant's interest hereunder) at the expiration of said Letter the Lease Term and after Tenant has vacated the Premises; provided, however, that Landlord may withhold therefrom the amount necessary to cover the cost of Credit shall be paid restoration of the Premises if Tenant fails to do so as required under Lease Paragraph 8 and to cure any then uncured default by SubtenantTenant under this Lease. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime in this Lease, Sublandlord Landlord shall have the right transfer said Deposit to transfer the Letter of Credit to the assignee of such interest. Subtenant Landlord's successor in interest whereupon Tenant agrees to look solely to such assignee release Landlord from liability for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00accounting therefor.

Security Deposit. Subtenant Concurrently with Tenant’s execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Forty-Three Thousand Four Hundred Three and 00/100 80/100 Dollars ($95,000.00) 43,403.80). Said sum shall be held by Landlord as security a Security Deposit for Subtenant’s the faithful performance by Tenant of Subtenant’s obligations hereunder all of the terms, covenants, and conditions of this Lease to be kept and performed by Tenant during the Term hereof. If Tenant defaults with respect to any provision of this Lease, including, but not limited to, the provisions relating to the payment of Rent and any of the monetary sums due hereunder, Landlord may (the “Security Deposit”). After a Subtenant Event of Defaultbut shall not be required to) use, Sublandlord may apply the Security Deposit, or retain all or any part thereof, to Sublandlord’s damages without prejudice to of this Security Deposit for the payment of any other Sublandlord remedyamount which Landlord may spend by reason of Tenant’s default or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant’s default. Should the entire Security Deposit, or If any portion thereofof said Security Deposit is so used or applied, be applied by Sublandlord Tenant shall, within five (5) days after written demand therefore, deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such the Security Deposit to the amount thereof prior its original amount. Tenant’s failure to such applicationdo so shall be a material breach of this Lease. Sublandlord Landlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of not be required to keep the Security Deposit as Sublandlord has hereunder for failure separate from its general funds, and Tenant Initial: [Illegible] Multi Tenant/Single Parcel Page 5 of the Subtenant 30 BUILDING: Potrero 1 PROPERTY: 01-0034 UNIT: 1 LEASE ID: 0034-RUCK01-01 shall not be entitled to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”)interest on such Security Deposit. Provided that Subtenant is not then in default, Sublandlord shall return the The Security Deposit or so much any balance thereof as shall not have previously been applied in accordance with the provisions of this Subleasebe returned to Tenant (or at Landlord’s option, to Subtenant within thirty (30the last assignee of Tenant’s interest hereunder) days following at the expiration or earlier termination of the Sublease Term and performance by Subtenant after Tenant has vacated the Premises; provided, however, that Landlord may withhold therefrom the amount necessary to cover the cost of all restoration of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender non-common portion of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant if Tenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or as required under Paragraph 5 and to cure any part of the cash proceeds of the Letter of Credit to any obligation or then uncured default of Subtenant by Tenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by SubtenantLease. In the event of an assignment termination of the tenantLandlord’s interest under the Prime in this Lease, Sublandlord Landlord shall have the right transfer said Security Deposit to transfer the Letter of Credit to the assignee of such interest. Subtenant Landlord’s successor in interest whereupon Tenant agrees to look solely to such assignee release Landlord from liability for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter accounting therefore. Tenant hereby waives the protection of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount Section 1950.7 of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00California Civil Code.

Security Deposit. Subtenant Tenant shall deposit with Sublandlord upon execution hereof Landlord one (1) month's rent (the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00"Deposit") as security for Subtenant’s the full and faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event each and every obligation of Default, Sublandlord may apply the Security Deposit, or any part thereof, Tenant pursuant to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant Lease to be performed hereunderby Tenant, includingand any renewals or extensions of this Lease, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”)if any. In each instance when the event that Subtenant fails to keep and perform any of Fixed Rent increases during the termsLease Term, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant Tenant shall, within five (5) business days thereafterafter written demand therefor, replace deposit with Landlord an additional sum so that the then-outstanding letter amount of credit the Deposit held by Landlord shall at all times be the equivalent of one month's rent. If Tenant defaults with a like letter respect to any provision of credit from another bank this Lease, including, without limitation, the provisions relating to the payment of Rent, the reimbursement of all costs incurred by Landlord in the enforcement of its remedies under this Lease, including, without limitation, attorneys' fees and expenses, the repair of damage to the Premises or institution acceptable the Common Areas and/or the cleaning of the Premises upon termination of this Lease, Landlord may, to Sublandlord the full extent permitted by law, use, apply or retain all or any portion of the Deposit for payment of any Rent or other sum in default, for reimbursement of such costs and Prime Landlordexpenses, the repair of such damage, the cost of such cleaning or the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant's default or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's default. Subtenant’s failure to do If any portion of the Deposit is so used or applied, Tenant shall, within such five (5) business day period days after written demand therefor, deposit cash with Landlord in an amount sufficient to restore the Deposit to its original amount, and Tenant's failure to do so shall constitute a Subtenant Event material breach of Default this Lease. Landlord's obligations with respect to the Deposit are those of a debtor and not a trustee. Landlord shall not be required to keep the Deposit separate from its general funds, and Tenant shall not be entitled to interest on the Deposit. If Tenant shall fully and faithfully perform each and every provision of this Lease to be performed by it, the Deposit or any balance thereof shall be returned to Tenant (or, at Landlord's option, to the last assignee of Tenant's interest hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after within a reasonable period following the scheduled expiration date of the Sublease TermLease term. If Subtenant performs all of Subtenant’s obligations hereunderThe Deposit shall not constitute advance rent or liquidated damages, the Letter of Credit, or so much nor shall Landlord's application of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall Deposit in any way limit or restrict the remedies which would otherwise be returned, without payment of interest or other increment for its use, available to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunderLandlord. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced Notwithstanding anything to the corresponding amounts set forth in contrary contained herein, so long as Tenant is the table below on original tenant named herein, Tenant shall not be required to deposit the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant shall Upon its execution of this Lease, Tenant will deposit with Sublandlord upon execution hereof Landlord the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) sum set forth in Section 1.1 as security for Subtenant’s the full and faithful performance of Subtenant’s obligations hereunder every provision of this Lease to be performed by Tenant (the “"Security Deposit”"). After a Subtenant Event If Tenant Defaults with respect to any provision of Defaultthis Lease including, Sublandlord but not limited to, the provisions relating to the payment of rent or other charges, Landlord may use, apply the Security Deposit, or retain all or any part thereofof the Security Deposit for the payment of any rent or other charge in Default, to Sublandlord’s damages without prejudice to or for the payment of any other Sublandlord remedy. Should the entire Security Depositamount which Landlord may spend or become obligated to spend by reason of Tenant's Default, or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's Default. If any portion thereofof the Security Deposit is so used or applied, be applied by Sublandlord Tenant shall, within ten days after written demand therefor, deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such the Security Deposit to the full amount thereof prior originally deposited with Landlord, and Tenant's failure to such applicationdo so shall be a material breach of this Lease. Sublandlord If Tenant shall have the same rights fully and remedies for the non-payment faithfully perform every provision of this Lease to be performed by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rentit, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by SublandlordLandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty Tenant (30or, at Landlord's option, to the last assignee of Tenant's interest hereunder) days at the expiration of the later of (i) the last day Term. The making by Tenant of the Sublease Term, (ii) the date Subtenant vacated the PremisesSecurity Deposit, or (iii) the date Subtenant has fulfilled all its obligations hereunderapplication thereof by Landlord in the manner originally deposited with Landlord, shall not constitute nor be construed as a limitation upon the exercise by Landlord of any other rights or remedies provided to Landlord under the terns of this Lease in the event of Tenant's Default. In the event Landlord sells the Center, then Landlord may assign the Security Deposit to the purchaser of Landlord's interest in the Premises without liability to Tenant. No trust relationship is created herein in this Lease between Sublandlord Landlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either Tenant with respect to the Security Deposit or the Letter of CreditDeposit. Upon Tenant's written request, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced invested in a joint interest bearing account at The Bank of California or any other recognized financial institution selected by Landlord which is reasonably acceptable to Tenant. At Tenant's request it shall be held in a pass book account or such other form as will allow Landlord to draw all or any portion of the corresponding amounts set forth principal thereof from time to time or at any time in the table below accordance with this Article. As long as Tenant is not in Default under this Lease, Tenant shall be entitled to receive, directly, any interest earned on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after only Landlord and not Tenant shall be entitled to withdraw principal. Any interest accruing during any period in which there exists an outstanding and uncured default of Tenant, as evidenced by a statement of such Default delivered to such financial institution by Landlord, and on which such financial institution shall be entitled to rely without further inquiry, shall be added to the date principal amount of reduction such Security Deposit. At the expiration of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction fifth year of the Term if Tenant has not been in material Default under this Lease since the commencement of the Term the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” Deposit shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered returned to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Tenant.

Security Deposit. Subtenant Concurrently with Tenant's execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum set forth in Section 6 of Ninety Five Thousand and 00/100 Dollars ($95,000.00) Exhibit A, which sum shall be held by Landlord as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “a "Security Deposit”)" for the performance by Tenant of Tenant's covenants and obligations under this Lease, it being expressly understood that the deposit shall not be considered an advance payment of Rent or a measure of Landlord's damage in case of default by Tenant. After a Subtenant Event If Tenant fully and faithfully performs its obligations under this Lease, and delivers possession of Defaultthe Premises to Landlord, Sublandlord may apply in accordance with this Lease, the Security Deposit, or balance thereof then held by Landlord, shall be returned to Tenant at the expiration of the Term and after Tenant has delivered and surrendered to Landlord possession of the entire Premises and further provided that no default by Tenant under the Lease shall have occurred and be continuing without cure at such time. Landlord may, but shall not be obligated to, use or apply all or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should of the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Subleasenecessary, to Subtenant within thirty (30) days following the expiration or earlier termination cure any default of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”)Tenant under this Lease. In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of CreditSecurity Deposit is applied by Landlord to cure any default or pay for any cost, Subtenant expense, damage or loss pursuant to this Lease, Tenant shall, upon Sublandlord’s within five (5) days of Landlord's demand, deliver deposit with Landlord such sums as may be necessary to Sublandlord restore the Security Deposit to its original amount. The failure of Tenant to restore the Security Deposit to its full amount shall entitle Landlord to all of the same rights and remedies Landlord has for non-payment of Rent by Tenant. Landlord shall be free to commingle the Security Deposit with Landlord's own funds. In the event of a replacement Letter transfer by Landlord of Credit Landlord's interest in the full original amountPremises, Landlord may deliver the Security Deposit to the transferee of Landlord and Subtenant’s failure Landlord shall thereupon be discharged from any further liability to do so within two (2) business days after receipt of Tenant with respect to such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit Security Deposit, provided such transferee assumes Landlord's obligations with respect to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by SubtenantSecurity Deposit. In the event of an assignment of the tenant’s interest under the Prime Leasethis Lease by Tenant, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced deemed to be held by Landlord as a deposit made by the assignee, and Landlord shall have no further responsibility for the return of such Security Deposit to the corresponding amounts set forth in the table below on the corresponding datesassignor. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in Tenant shall not assign or otherwise encumber or pledge the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant shall deposit Amount, of Deposit. Tenant, simultaneously with Sublandlord upon the execution hereof of this Lease, has deposited with the amount Landlord the sum of Ninety Twenty-Five Thousand and 00/100 Dollars ($95,000.00) as security 2,500), receipt of which is hereby acknowledged by Landlord. Said deposit shall be held by Landlord and may be commingled with other funds of Landlord, and Landlord shall have no liability for Subtenant’s faithful performance the accrual or payment of Subtenant’s obligations hereunder (any interest thereon. If at any time during the “Security Deposit”). After a Subtenant Event term of Default, Sublandlord may apply this Lease any of the Security Depositrent herein reserved shall be overdue and unpaid, or any part thereofother sum payable by Tenant to Landlord hereunder shall be overdue and unpaid, then Landlord may, at the option of Landlord, apply all or any portion of said deposit to Sublandlord’s damages without prejudice to the payment of any such overdue rent or other Sublandlord remedysum. Use and Return of Deposit. Should the entire Security Depositdeposit, or any portion thereof, be appropriated and applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies Landlord for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts overdue annual rent or additional rent or other sums due and payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations Tenant hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant Tenant shall, upon Sublandlord’s demandthe demand of Landlord, deliver forthwith remit to Sublandlord Landlord a replacement Letter of Credit sufficient amount in cash to restore said security to the full original amountsum deposited, and Subtenant’s Tenant's failure to do so within two five (25) business days after receipt of such demand shall constitute a Subtenant Event de-fault of Default hereunderthis Lease. The application Should Tenant comply with all of said terms, covenants and conditions and promptly pay all or any part of the cash proceeds annual rent and additional rent herein provided for as it falls due, and all other sums payable by Tenant to Landlord hereunder, the said deposit, together with any interest thereon, shall be returned in full to Tenant at the end of the Letter term of Credit this Lease, or upon the earlier termination hereof. Transfer of deposit. Landlord may deliver the deposit to any obligation or default the purchaser of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for Landlord's interest in the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In Leased Premises, in the event of an assignment of the tenant’s that such interest under the Prime Leasebe sold, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord Landlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunderdeposit. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant shall deposit with Sublandlord upon execution hereof (a) Owner acknowledges the amount receipt of Ninety Five Thousand and 00/100 Dollars (the sum of $95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder 17,983.00 (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies ) as security for the non-payment faithful performance and observance by Subtenant of any amounts due on account Tenant of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rentterms, Additional Rent (hereinafter defined) conditions and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunderlease, including, without limitation, the surrender of possession of the Premises to Owner upon the expiration or earlier termination of this lease. If Tenant is in compliance with the provisions hereof and default in performing or observing any term, provision or condition of this lease, including, without limitation, the payment of all amounts payable by Subtenant. (a) As an alternative to rent, additional rent or other charges, Owner may apply or retain the payment whole or any part of the Security Deposit so deposited to the extent required for the payment of any rent, additional rent or any other sum as to which Tenant is in cashdefault or for any sum which Owner may expend or may be required to expend by reason of Tenant’s default in performing or observing any term, Subtenant may deliver to Sublandlord an irrevocable letter covenant or condition of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunderthis lease, which letter of credit shall (i) name Sublandlord as beneficiaryincluding, (ii) be without limitation, any damages or deficiency in the original face reletting of the Premises, whether such damages or deficiency accrues before or after summary proceedings or other reentry by Owner. If Owner applies or retains any part of the Security Deposit, Tenant, upon demand, shall deposit with Owner the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in so applied or retained so that Owner shall have the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a full Security Deposit on hand at all times during the term of at least one (1) year, subject to extension in accordance this lease. If Tenant shall fully and faithfully comply with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any all of the terms, provisions, covenants and conditions of this Sublease lease, the Security Deposit shall be returned to be kept Tenant after the expiration date of this lease and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part after delivery of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion entire possession of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver Premises to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by SubtenantOwner. In the event of an assignment a sale of the tenant’s interest under the Prime LeasePremises, Sublandlord Owner shall have the right to transfer the Letter of Credit Security Deposit to the assignee vendee and Owner shall thereupon be released by Tenant from all liability for the return of such interest. Subtenant the Security Deposit; and Tenant agrees to look solely to such assignee the new landlord for the return of the Letter Security Deposit. The provisions of Credit this Section shall apply to every transfer or assignment of the Security Deposit to a new landlord. Tenant further covenants that it will not assign or encumber or attempt to assign or encumber the Security Deposit and thereupon Sublandlord that neither Owner nor its successors or assigns shall be discharged from bound by any further liability with respect theretosuch assignment, encumbrance, attempted assignment or attempted encumbrance. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced placed by Owner in a separate interest-bearing account in any commercial or savings bank designated by Owner until used or applied. Owner shall have the same rights to use and apply the accrued interest as Owner has to use and apply the Security Deposit as provided in this Section. Provided Tenant is not then in default under this lease, to the corresponding amounts set forth extent such accrued interest has not been used or applied as herein provided, Owner shall pay such accrued interest (less any sum which Owner is permitted by law to retain as a service charge or otherwise, which Owner may withdraw and retain annually) to Tenant once each year during the term, promptly following Tenant’s request in that year. Upon the table below on expiration of the corresponding dates. If Subtenant elects to provide a Letter term of Creditthis lease, then the Letter of Credit may provide for an automatic reduction in its amount corresponding subject to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date provisions of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31Section, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Owner shall pay to Tenant all accrued interest remaining in such account (less any sum which Owner is permitted by law to retain as a service charge or otherwise).

Security Deposit. Subtenant Tenant agrees that Tenant shall deposit with Sublandlord upon execution hereof Landlord on the amount date Tenant opens for business from the Premises the sum of Ninety Five Thousand Twenty-three Thousand, Seven Hundred Seventeen and 00/100 20/100 Dollars ($95,000.00) 23,717.20), to be held by Landlord as security for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the lease term. If Tenant defaults with respect to any provisions of this Lease, then Sublandlord at its sole option including, but not limited to payment of monthly rent or Direct Expenses, Landlord may draw down all (but shall not be required to) use, apply or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of the cash proceeds of security deposit for the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any amount which Landlord may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other rights loss or remedies Sublandlord damage which Landlord may have nor shall such application suffer by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) reason of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by SublandlordTenant's default. If the bank any portion of Tenant's deposit is so used or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivershipapplied, Subtenant Tenant shall, within five (5) business days thereafterafter written demand therefor, replace deposit with Landlord cash in an amount sufficient to restore the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable security deposit to Sublandlord the original amount, and Prime Landlord. Subtenant’s Tenant's failure to do so within shall be a material breach of this Lease. Landlord shall not be required to maintain Tenant's security deposit separate from Landlord's general funds, and Tenant shall not be entitled to interest on such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Termdeposit. If Subtenant performs all Tenant shall fully and faithfully perform every provision of Subtenant’s obligations hereunderthis Lease to be performed by Tenant, the Letter of Credit, security deposit or so much of the cash proceeds any balance thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest returned to Tenant (or other increment for its useat Landlord's option, to Subtenant within thirty (30) days of the later of (i) the last day assignee of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations Tenant's interest hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount expiration of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction second year of the Security Depositlease term. In the event of termination of Landlord's interest in this Lease, provided that if conditions above are not satisfied on the relevant date for reduction of the Security DepositLandlord shall assign and transfer said deposit to Landlord's successor in interest hereunder, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” whereupon Landlord's obligations hereunder shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00terminate.

Security Deposit. Subtenant Tenant contemporaneously with the execution of this Lease, has deposited with Landlord the sum of Five thousand two hundred fifty Five dollars ($5,255.00), receipt of which is hereby acknowledged by Landlord, said deposit being given to secure the faithful performance by Tenant of all the terms, covenants and conditions of this Lease by Tenant to be kept and performed during the term hereof. Tenant agrees that if Tenant shall fail to pay the rent herein served, promptly when due, said deposit with Sublandlord upon execution hereof may at the option of Landlord (but Landlord shall not be required to) be applied to any rent due and unpaid, and if Tenant violates the terms, covenants and conditions of this Lease, said deposit shall be applied to any damages, suffered by Landlord as a result of Tenant's default to the extent of the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) the damages suffered. Nothing contained in this paragraph shall in any way diminish or be construed as waiving any of Landlord's other remedies as provided herein or by law. If the security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be deposit is applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies Landlord for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts overdue rent or other sums due and payable to Landlord by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations Tenant hereunder, which letter then Tenant shall, on the written demand of credit Landlord, forthwith remit to Landlord a sufficient amount in cash to restore said security deposit to its original amount, and Tenant's failure to do so within fifteen (15) days after receipt of such demand, shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount constitute a breech of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”)this Lease. In the event that Subtenant fails to keep and perform any Should Tenant comply withal] of the terms, covenants and conditions of this Sublease to be kept Lease and performed by Subtenant, then Sublandlord at its sole option may draw down promptly pay all or a part of the Letter of Credit to compensate Sublandlord rental herein provided for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amountas it falls due, and Subtenant’s failure all other sums payable by Tenant to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default Landlord hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of , said Letter of Credit security deposit shall be paid by Subtenant. In returned in full to Tenant at the event end of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of this Lease, or upon the Letter earlier termination of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior this Lease pursuant to the date on which the Letter of Credit would expire absent such extensionprovisions hereof, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In except in the event that the demised premises are sold as a result of notice the exercise of any power of sale under any mortgage or deed of trust, in which event this Lease shall be automatically amended to delete any reference to this paragraph, and Tenant shall be entitled to immediate - reimbursement of its security deposit from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunderparty then holding said deposit. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant 6.1 Upon execution of this Lease, Tenant has deposited with Landlord the sum specified in Paragraph 1(d) above. Said sum shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) be held by Landlord as security for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease Lease to be kept and performed by SubtenantTenant. Said deposit shall not be assigned, then Sublandlord at its sole option may draw down all transferred or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered encumbered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amountTenant, and Subtenant’s failure any attempt to do so within two by Tenant shall not be binding upon Landlord. 6.2 If Tenant defaults with respect to any provision of this Lease, or should Landlord make any payment on behalf of Tenant, Landlord may (2but shall not be required to) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of use, apply or retain all or any part of said deposit for the cash proceeds payment of any rent or any other sum in default, or for the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any other rights amount which Landlord may spend or remedies Sublandlord become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage which Landlord has suffered or may have nor suffer by reason of Tenant's default. If any portion of said deposit is so used, applied or retained, Tenant shall, within five (5) days after written demand by Landlord therefor, deposit cash with Landlord in an amount sufficient to restore said deposit to its original sum. Tenant's failure to do so shall such application by Sublandlord constitute a waiver by Sublandlordmaterial breach of this Lease, and Landlord may, without any further notice, exercise its remedies specified in Paragraph 26 hereof. 6.3 Landlord shall not be required to keep said deposit separate from its general funds and is in no event to be deemed a trustee thereof, and Tenant shall not be entitled to interest on any sums deposited or redeposited under this Article. All costs for the issuance (If Tenant shall have fully and faithfully performed all of its obligations under this Lease, said deposit or reissuance) of said Letter of Credit its then remaining balance shall be paid by Subtenantrefunded to Tenant, or the last assignee or successor in interest thereto, within five (5) business days after the termination of this Lease. In the event of an assignment of the tenant’s Landlord's interest under the Prime Leasein this Lease is sold or otherwise terminated, Sublandlord Landlord shall have the right transfer said deposit to transfer the Letter of Credit to the assignee of such its successor in interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit , and thereupon Sublandlord Landlord shall be discharged from any further liability with respect thereto. The provisions of the preceding sentence shall likewise apply to any subsequent transferees. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days 6.4 If for any reason this Lease is terminated prior to the date on which commencement of the Letter term (other than for nonperformance of Credit would expire absent such extensionLandlord), the issuing bank gives notice in addition to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extensionany other rights it may have, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit Landlord shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves have the right to require that Subtenant change retain the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereundersecurity deposit. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Contemporaneously with the execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply pay to Landlord the Security Deposit, which shall be held by Landlord to secure Tenant’s performance of its obligations under this Lease. The Security Deposit is not an advance payment of Rent or any part thereof, to Sublandlorda measure or limit of Landlord’s damages 5 0000 XXXXXXXX XXXXXXX – XXXXX XXXXXXXX XXXXX, XX 00000 4812-0074-7958.V2 upon an Event of Default (as defined herein). Landlord may, from time to time following an Event of Default and without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, use all or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account a part of the Security Deposit as Sublandlord has hereunder for failure to perform any obligation Tenant fails to perform hereunder. Following any such application of the Subtenant Security Deposit, Tenant shall pay to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”)Landlord on demand the amount so applied in order to restore the Security Deposit to its original amount. Provided that Subtenant is not then in defaultTenant has performed all of its obligations hereunder, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this SubleaseLandlord shall, to Subtenant within thirty (30) 60 days following after the expiration or earlier termination of the Sublease Term and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the Tenant’s surrender of the Premises in compliance with the provisions hereof of this Lease, return to Tenant the portion of the Security Deposit which was not applied to satisfy Tenant’s obligations. Notwithstanding the preceding sentence and to the payment extent permitted by applicable Law, Landlord may retain the Security Deposit until such time after the expiration of the Term that Landlord is able to reconcile and confirm all amounts payable by Subtenant. Tenant under this Lease have been paid in full by Tenant (a) As an alternative to e.g., Landlord cannot reconcile and confirm Tenant has paid Tenant’s Proportionate Share of Taxes for the payment calendar year in which the Term expires if Landlord has not received a Tax xxxx from all applicable taxing authorities at the time of such expiration). The Security Deposit may be commingled with other funds, and no interest shall be paid thereon. If Landlord transfers its interest in the Premises and the transferee assumes Landlord’s obligations under this Lease, then Landlord shall, in Landlord’s sole discretion, either assign any unused balance of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with transferee or provide a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject the Transferee in an amount equal to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any unused balance of the termsSecurity Deposit, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord whereupon Landlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee no further liability for the return of the Letter Security Deposit. The rights and obligations of Credit Landlord and thereupon Sublandlord shall be discharged from Tenant under this Section 6 are subject to any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees other requirements and conditions imposed by Laws applicable to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant Concurrently with Tenant’s execution and delivery of this Lease to Landlord, Tenant shall deposit with Sublandlord upon execution hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply Landlord the Security Deposit, if any, designated in the Summary. The Security Deposit shall be held by Landlord as security for the full and faithful performance by Tenant of all of the terms, covenants and conditions of this Lease to be performed by Tenant during the Term. If Tenant defaults with respect to any of its obligations under this Lease, Landlord may (but shall not be required to) use, apply or retain all or any part thereofof the Security Deposit for the payment of any Monthly Base Rent, to Sublandlord’s damages without prejudice to Additional Rent or any other Sublandlord remedy. Should the entire Security Depositsum in default, or for the payment of any other amount, loss or damage which Landlord may spend, incur or suffer by reason of Tenant's default. If any portion thereofof the Security Deposit is so used or applied, be applied by Sublandlord Tenant shall, within ten (10) days after demand therefor, deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such the Security Deposit to the amount thereof prior its original amount. Landlord shall not be required to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of keep the Security Deposit as Sublandlord has hereunder for failure of separate from its general funds, and Tenant shall not be entitled to interest on the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”)Security Deposit. Provided that Subtenant Tenant is not then in default, Sublandlord shall return the Security Deposit or so much any balance thereof as shall not have previously been applied in accordance with the provisions of this Sublease, be returned to Subtenant Tenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunderTerm, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of provided that Landlord may retain the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit until such time as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face any amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension then due from Tenant in accordance with this Lease has been determined and paid in full. If Landlord sells its interest in the terms hereof Building during the Term and if Landlord deposits with or credits to the purchaser the Security Deposit (the “Letter of Credit”or balance thereof). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shallthen, upon Sublandlord’s demandsuch sale, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord Landlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after . Tenant hereby waives the date provisions of reduction Section 1950.7 of the Security Deposit, provided California Civil Code and agrees that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date provisions of this Sublease. Dates Amount Article 6 shall govern the treatment of Tenant's Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00in all respects for this Lease.

Security Deposit. Subtenant Within five (5) business days after Tenant's execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety One Hundred Sixty Five Thousand and 00/100 Six Hundred Dollars ($95,000.00165,600.00). Said sum shall be held by Landlord as a security deposit ("Security Deposit") as security for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease Lease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of Tenant during the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenantterm hereof. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit This amount shall be paid by Subtenant. In either in cash or in the event form of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the irrevocable Letter of Credit from year a commercial institution and in a form reasonably acceptable to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain Landlord and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, Tenant within five (5) business days thereafterafter execution of this Lease. If Tenant defaults (beyond any notice and applicable cure period), replace with respect to any provisions of this Lease, including, but not limited to, the then-outstanding letter provisions relating to the payment of credit Basic Rent, Additional Rent, or any of the monetary sums due herewith, Landlord may (but shall not be required to) use, apply, or retain all or any part of this Security Deposit for the payment of such amount in default, and for any other amount which Landlord may spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion of said Security Deposit is so used or applied, Tenant shall, within ten (10) days after written demand therefor, deposit with Landlord an amount sufficient to restore the Security Deposit to its original amount. Such amount as is necessary to restore the Security Deposit to the full amount indicated above shall be in the form of cash or a like letter replacement irrevocable Letter of credit from another bank or institution acceptable to Sublandlord and Prime LandlordCredit. Subtenant’s Tenant's failure to do so within shall be a material breach of this Lease. Landlord shall not be required to keep this Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease TermSecurity Deposit. If Subtenant Tenant fully and faithfully performs all every provision of Subtenant’s obligations hereunderthis Lease to be performed by it, the Letter of CreditSecurity Deposit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlordany balance thereof, shall be returned, without payment of interest or other increment for its use, returned to Subtenant within thirty (30) days Tenant at the expiration of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant Lease term and after Tenant has vacated the Premises. In the event of termination of Landlord's interest in this Lease, or (iii) Landlord shall transfer said Security Deposit to Landlord's successor-in-interest, whereupon Tenant agrees to release Landlord from liability for the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter return of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the such Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00accounting therefor.

Security Deposit. Subtenant Concurrently with Tenant's execution of this Lease, Tenant shall deposit with Sublandlord upon execution Landlord the sum specified in Paragraph 1.H hereof as a "Security Deposit". Said sum shall be held by Landlord as a Security Deposit for the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the Lease Term, then Sublandlord at its sole option may draw down all and shall not in any event be used or a part applied by Tenant as "last month's rent." If Tenant defaults with respect to any provision of this Lease, including, but not limited to, the provisions relating to the payment of rent and any of the Letter of Credit to compensate Sublandlord for loss monetary sums due herewith, Landlord may (but shall not be required to) use, apply or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of the cash proceeds of Security Deposit for the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any other rights amount which Landlord may spend by reason of Tenant's default or remedies Sublandlord to compensate Landlord for any other loss or damage which Landlord may have nor suffer by reason of Tenant's default. If any portion of said Security Deposit is so used or applied, Tenant shall, within ten (10) days after written demand therefor, deposit cash with Landlord in the amount sufficient to restore the Security Deposit to its original amount. Tenant's failure to do so shall be a material breach of this Lease. Landlord shall not be required to keep this Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on such application Security Deposit. If Tenant fully and faithfully performs every provision of this Lease to be performed by Sublandlord constitute a waiver by Sublandlord. All costs for it, the issuance Security Deposit or any balance thereof shall be returned to Tenant (or reissuanceat Landlord's option, to the last assignee of Tenant's interest hereunder) at the expiration of said Letter of Credit shall be paid by Subtenantthe Lease term and after Tenant has vacated the Premises. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime in this Lease, Sublandlord Landlord shall have the right transfer said Security Deposit to transfer the Letter of Credit to the assignee [ILLEGIBLE] in interest whereupon Landlord [ILLEGIBLE] be released from liability for [ILLEGIBLE] return of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00[ILLEGIBLE] therefor.

Security Deposit. Subtenant Prior to the Lease Commencement Date, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety One Hundred Twenty Five Thousand and 00/100 No/100 Dollars ($95,000.00125,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “"Security "Deposit”"). After Landlord agrees that in lieu of a Subtenant Event of Default, Sublandlord may apply the cash Security Deposit, or Tenant may deposit a letter of credit in a form reasonably acceptable to Landlord. Landlord shall be entitled to draw against the letter of credit at any part thereof, time provided only that Landlord certifies to Sublandlord’s damages without prejudice to any other Sublandlord remedythe issuer of the letter of credit that Tenant is in default under the Lease. Should Tenant shall keep the letter of credit in effect during the entire Security DepositLease Term, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have as the same rights and remedies for the non-payment by Subtenant may be extended, plus a period of any amounts due on account four (4) weeks after expiration of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”)Lease Term. Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within At least thirty (30) days following the prior to expiration or earlier termination of the Sublease and performance by Subtenant any letter of all of the obligations of Subtenant to be performed hereunder, including, without limitationcredit, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit term thereof shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, renewed or as otherwise reasonably acceptable to Sublandlord; and (v) be extended for a term period of at least one (1) year, subject . Tenant's failure to extension in accordance with so renew or extend the terms hereof (the “Letter letter of Credit”)credit shall be a material default of this Lease by Tenant. In the event that Subtenant fails to keep and perform any Landlord draws against the letter of credit, Tenant shall replenish the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding existing letter of credit with or cause a like new letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure be issued such that the aggregate amount of letters of credit available to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after Landlord at all times during the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship Lease Term is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit originally required. Landlord shall not be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide deemed a Letter trustee of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, may use the Security Deposit in business, and shall not be required to segregate it from its general accounts. Tenant shall not be entitled to interest on the Security Deposit.. If Tenant defaults with respect to any provisions of the Lease, including but occurring not limited to the provisions relating to payment of Base Monthly Rent or other charges, Landlord may, to the extent reasonably necessary to remedy Tenant's default, use any or all of the Security Deposit towards payment of the following: (i) Base Monthly Rent or other charges in default; (ii) any other amount which Landlord may spend or become obligated to spend by reason of Tenant's default; and (iii) any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion of the Security Deposit is so used or applied, Tenant shall, within ten (10) days after written demand from Landlord, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to its full original amount, and shall pay to Landlord such other sums as necessary to reimburse Landlord for any sums paid by Landlord. If Tenant shall default more than three (3) times in any twelve (12) month period, irrespective of whether or not such default is cured, then the Security Deposit shall, within ten (10) days after demand by Landlord, be increased by Tenant to an amount equal to three (3) times the Base Monthly Rent. Tenant waives the provisions of California Civil Code Section 1950.7, and all other provisions of law now in force or that become in force after the date of execution of this Lease, that provide that 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 Tenant, or to clean the Premises. Landlord and Tenant agree that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other foreseeable or unforeseeable loss or damage caused by the act or omission of Tenant or Tenant's agents, employees, contractors and invitees ("Tenant's Agents"). Tenant may not assign or encumber the Security Deposit without the consent of Landlord. any attempt to do so shall be void and shall not be binding on Landlord. If Tenant performs every provision of this Lease to be performed by Tenant, the Security Deposit shall be returned to Tenant within thirty (30) days after the date Expiration Date and surrender of reduction the Premises to Landlord, less any amount deducted in accordance with this Section, together with Landlord's written notice itemizing the amounts and purposes for such deduction. In the event of termination of Landlord's interest in this Lease, Landlord may deliver or credit the security Deposit to Landlord's successor in interest in the Premises and thereupon be relieved of further responsibility with respect to the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant On execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount specified in the Basic Lease Information as the cash portion of Ninety Five Thousand the Security Deposit and 00/100 Dollars Tenant shall deposit the letter of credit identified in Section 36 below, at the time specified in Section 36 below, which cash and letter of credit is deposited as the Security Deposit ($95,000.00) collectively, the "SECURITY DEPOSIT", which term shall include amounts drawn on the letter of credit), as security for Subtenant’s faithful the performance of Subtenant’s Tenant's obligations hereunder 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 Tenant's obligations under the Lease, or to compensate Landlord for any damage it 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 Security Deposit to the full amount of the cash specified in the Basic Lease Information and the applicable Face Amount (defined in Section 36 below) of the letter of credit. 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 (defined in Section 10.1 below, and including all existing and potential Claims) for which Tenant is responsible, Landlord shall return to Tenant the Security Deposit or the balance thereof then held by Landlord and not applied as provided above. Tenant acknowledges that Landlord has agreed to accept a letter of credit in lieu of an additional cash deposit as an accommodation to Tenant and Tenant agrees that the letter of credit and all amounts drawn thereunder shall be treated for all purposes under this Lease as if a cash deposit had been tendered to Landlord upon the execution of this Lease. Landlord shall deposit the cash portion of the Security Deposit in a separate, interest bearing account (the “Security Deposit”"Account") in Landlord's own name at Bank of America, or such other national bank as Landlord reasonably selects (the "Bank"). After The type of Account may be selected by Tenant, including a Subtenant Event money market account or a time account (including one or more certificates of Defaultdeposit); provided, Sublandlord may apply however, Landlord shall not be liable for any penalty or fee for early withdrawal from the Account due to Landlord withdrawing funds from any time account or certificate of deposit to be used or applied by Landlord pursuant to the provisions of this Section 4. Tenant shall not pledge, hypothecate or place any lien of any form on the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of use the Security Deposit as Sublandlord has hereunder collateral or security for failure any purpose other than as security for the performance of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied Tenant's obligations under this Lease in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease Section 4; and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative Tenant shall have no rights to the payment of money in the Security Deposit in cashAccount, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security except for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, the return rights specified herein and (ii) be the right to receive interest on the Account, as specified herein. Landlord agrees to place on the signature card for the Account the following language: "[name of Landlord] is holding the funds in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension Account in accordance with a lease dated [date of Lease] between [name of Landlord] and Inktomi Corporation. The rights of [name of Landlord] and Inktomi Corporation are subject to the terms hereof of such lease." Within ten (10) Business Days after Landlord signs the “Letter of Credit”). In signature card (or any replacement signature card) on the event that Subtenant fails Account Landlord agrees to keep and perform any provide Tenant a copy of the termssignature card for the Account. Landlord agrees to request the Bank to pay interest on such Account directly to Tenant on a quarterly basis, covenants and conditions of this Sublease to be kept and performed by Subtenantreport to the appropriate taxing authorities that such interest has been paid to Tenant; provided, however, if despite Landlord's request, the Bank cannot or will not pay the interest directly to Tenant, then Sublandlord at its sole option may draw down all or a part of (x) the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach Bank shall pay interest on the part Account directly to Landlord, in which case, within ten (10) Business Days after Landlord receives any such payment of Subtenant. Should Sublandlord so apply all or any portion of interest, Landlord shall pay to Tenant the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in interest Landlord receives from the full original amountBank on the Account, and Subtenant’s failure to do so within two (2y) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord Landlord shall have the right to transfer the Letter of Credit report to the assignee appropriate state and federal taxing authorities that such income is the income of such interestTenant. Subtenant agrees Tenant represents to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect theretoLandlord that Tenant's Federal Taxpayer Identification Number is 943238130. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant shall deposit Tenant has deposited with Sublandlord upon execution hereof Landlord the amount sum set forth in Article l.F. of Ninety Five Thousand and 00/100 Dollars ($95,000.00) the Basic Lease Provisions as security for Subtenant’s the full and faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions every provision of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant Lease to be performed hereunderby Tenant. If Tenant breaches any provision of this Lease, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative including but not limited to the payment of the Security Deposit in cashrent, Subtenant Landlord may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of use all or any part of this security deposit for the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any rent or any other rights sums in default, or remedies Sublandlord to compensate Landlord for any other loss or damage which Landlord may have nor shall such application suffer by Sublandlord constitute a waiver by Sublandlordreason of Tenant's default. All costs for the issuance (or reissuance) If any portion of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Leasedeposit is so used or applied, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant Tenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after written demand therefor, deposit cash with Landlord in an amount sufficient to restore the scheduled expiration date security deposit to its original amount. If monthly Basic Rental is increased, the amount of the Sublease security deposit required to be maintained by Tenant shall also be increased so as to maintain, at all times and from time to time, the same ratio to Monthly Basic Rental as applicable en the Commencement Date. Tenant agrees that Landlord shall not be required to keep the security deposit in trust, segregate it or keep it separate from Landlord's general funds but Landlord may commingle the security deposit with its general funds and Tenant shall not be entitled to interest on such deposit. At the expiration of the Lease Term. If Subtenant performs all of Subtenant’s obligations , and provided there exists no default by Tenant hereunder, the Letter of Credit, security deposit or so much of the cash proceeds any balance thereof as has not theretofore been applied by Sublandlord, shall be returnedreturned to Tenant (or, without payment of interest or other increment for its useat Landlord's option, to Subtenant Tenant's assignee), provided that subsequent to the expiration of this Lease, Landlord may retain from said security deposit (i) an amount reasonably estimated by Landlord to cover potential Direct Cost reconciliation payments due with respect to the calendar year in which this Lease terminates or expires (such amount so retained shall not, in any event, exceed ten percent (10%) of estimated Direct Cost payments due from Tenant for such caiendar year through the date of expiration or earlier termination of this Lease and any amounts so retained and not applied to such reconciliation shall be returned to Tenant within thirty (30) days after Landlord's delivery of the later of (i) the last day of the Sublease TermStatement for such calendar year), (ii) any and all amounts reasonably estimated by Landlord to cover the date Subtenant vacated the Premises, or anticipated costs to be incurred by Landlord to remove any signage provided to Tenant under this Lease and to repair any damage caused by such removal (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge in which case any excess amount so retained by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit Landlord shall be reduced returned to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring Tenant within thirty (30) days after such removal and repair), and (iii) any and all amounts permitted by law or this Article 4. Tenant hereby waives the date provisions of reduction Section 1950.7 of the Security DepositCalifornia Civil Code and all other provisions of law, provided now or hereafter in effect, which provide that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord Landlord may draw against the Letter of Credit in order claim from a security deposit only those sums reasonably necessary to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant remedy defaults in the financial statements delivered payment of rent, to Sublandlord repair damage caused by Subtenant immediately prior Tenant or to clean the date Premises, it being agreed that Landlord may, in addition, claim those sums specified in this Article 4 above and/or those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, caused by the acts or omissions of this Sublease. Dates Amount Tenant or any officer, employee, agent, contractor or invitee of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Tenant.

Security Deposit. Subtenant 44.01 The Tenant shall keep on deposit with Sublandlord upon execution the Landlord at all times during the term of this Lease, the Lease Deposit ("Lease Deposit") specified on the Facing Page (subject to adjustment pursuant to the provisions of subsection 62.02(d) of the Addendum) hereof the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s the payment by the Tenant of the rent or any other sums due under this Lease and for the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, conditions and covenants and conditions of this Sublease Lease; provided, however, that Landlord agrees to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part return $20,052.42 of the Letter of Credit Lease Deposit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so Tenant within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction last day of the Security Deposittwenty-second (22nd) month of the Term, provided that if conditions above are Tenant has performed all of its obligations under this Lease through and including the last day of such calendar month. If at any time during the term of this Lease the Tenant shall be in default in the performance of any provision of this Lease after any required notice and expiration of any applicable cure period, the Landlord may (but shall not satisfied on be required to) use the relevant date for reduction Lease Deposit, or so much thereof as necessary, in payment of any rent or any other sums due under this Lease in default, in reimbursement of any expense incurred by the Landlord and in payment of the Security damages incurred by the Landlord by reason of the Tenant's default. In such event, the Tenant shall, on written demand of the Landlord, forthwith remit to the Landlord a sufficient amount in cash to restore any amounts paid from the Lease Deposit. If the Lease Deposit has not been utilized as aforesaid, the Lease Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” or as much thereof as has not been utilized for such purposes, shall be defined as refunded to the satisfaction Tenant, without interest, upon full performance of this Lease by the Tenant. Landlord shall have the right to commingle such deposit with other funds of the following criteria as documented Landlord. Landlord shall deliver the funds deposited herein by Subtenant’s updated financial statements delivered the Tenant to Sublandlord and certified as accurate by an officer any purchaser of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant Landlord's interest in the financial statements delivered to Sublandlord by Subtenant immediately prior Leased Premises in the event such interest be sold, and thereupon, the Landlord shall be discharged from further liability with respect to the date Lease Deposit. Notwithstanding the above provisions of this Sublease. Dates Amount section, if claims of Security the Landlord exceed the Lease Deposit Commencement Date through December 31provided for therein, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00the Tenant shall remain liable for the balance of such claims.

Security Deposit. Concurrent with Subtenant's execution of this Sublease, Subtenant shall deposit with Sublandlord upon execution hereof a payment totaling $50,000.00 (the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) "Security Deposit"). The Security Deposit shall be held by Sublandlord as security for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of Subtenant during the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunderTerm. The application Security Deposit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Subtenant without the prior written consent of Sublandlord. If Subtenant defaults with respect to any provisions of this Sublease, including, but not limited to, the provisions relating to the payment of rent hereunder, Sublandlord may, but shall not be required to, use, apply or retain all or any part of the cash proceeds Security Deposit for the payment of any rent or any other sum in default, or for the payment of any amount that Sublandlord may spend or become obligated to spend by reason of Subtenant's default, or to compensate Sublandlord for any other loss or damage that Sublandlord may suffer by reason of Subtenant's default. If any portion of the Letter of Credit to any obligation Security Deposit is so used or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivershipapplied, Subtenant shall, within five (5) business days thereafterafter written demand therefor, replace deposit cash with Sublandlord in an amount sufficient to restore the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable Security Deposit to Sublandlord its original amount, and Prime Landlord. Subtenant’s 's failure to do so within such five (5) business day period shall constitute be a default under this Sublease. Subtenant Event hereby waives all laws, now or hereafter in force, which provide that Sublandlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of rent, to repair damage caused by Subtenant or to clean the Sublease TermPremises, it being agreed that Sublandlord may, in addition, claim those sums reasonably necessary to compensate Sublandlord for any other loss or damage, foreseeable or unforeseeable, caused by the act or omission of Subtenant or any officer, employee, agent or invitee of Subtenant. If Subtenant performs all shall fully and faithfully perform every provision of Subtenant’s obligations hereunderthis Sublease to be performed by it, the Letter of CreditSecurity Deposit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlordany balance thereof, shall be returned, without payment of interest or other increment for its use, returned to Subtenant within thirty (30) days of following the later of (i) the last day of the Sublease Term, (ii) the date Expiration Date. Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall not be reduced entitled to the corresponding amounts set forth in the table below any interest on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Subtenant (A) Upon Tenant’s execution and submission of this Lease, as a condition to the effectiveness of this Lease, Tenant shall deposit with Sublandlord upon execution hereof the amount deliver to Landlord a Lease Bond in favor of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for SubtenantLandlord issued by Zurich Insurance Company or other surety acceptable to Landlord in Landlord’s faithful performance of Subtenant’s obligations hereunder sole discretion (the “Security DepositSurety”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C G and incorporated herein; that otherwise conforms to the requirements of this Article (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of CreditLease Bond”). In The Lease Bond shall serve as security for the event that Subtenant fails to keep prompt, full and perform any faithful performance by Tenant of the terms, covenants and conditions of this Sublease Lease. In the event that Tenant is in Default hereunder and fails to cure within any applicable time permitted under this Lease, Landlord may recover from the surety for the payment of Tenant’s obligations hereunder. Furthermore, in the event Tenant Defaults under 20(A)(v) or in the event Tenant Defaults and Landlord files suit to exercise its remedies under this Lease, then Landlord may recover from the surety the unamortized portion of all inducement amounts expended by Landlord in connection with this Lease including, without limitation, to reimburse Landlord for the Construction Allowance and broker commissions, such amortization to be kept on a straight line basis from the Commencement Date to the Expiration Date. If additional funds remain after Landlord or Tenant has cured such Default(s), Landlord shall hold the remainder of such cash paid to it by the Surety for the faithful performance and performed observance by SubtenantTenant of the terms, covenants, and conditions of this Lease on Tenant’s part to be observed and performed, with the same rights as hereinabove set forth to apply or retain the same in the event of any further Default by Tenant under this Lease, subject to Tenant’s right to substitute said cash collateral with a Lease Bond or Letter of Credit, satisfying the requirements of this Article 30. The Lease Bond shall not prevent Landlord from exercising any other right or remedy provided hereunder or under any Law and shall not be construed as liquidated damages. In no event shall the Lease Bond be considered an advance payment of Rent, and in no event shall Tenant be entitled to use the Lease Bond for the payment of Rent. Landlord shall transfer the Lease Bond to any purchaser of the Property. Upon such transfer, provided that such purchaser assumes in writing this Lease, Tenant shall look solely to such purchaser for return of the Lease Bond and Landlord shall be relieved of any liability with respect to the Lease Bond. All costs of obtaining, maintaining, replacing, renewing and/or restoring the Lease Bond shall be borne by Tenant. The Lease Bond shall be: (a) in form and substance satisfactory to Landlord in its sole discretion (it being agreed that a Lease Bond in the form attached hereto as Exhibit G shall be deemed satisfactory) with the following criteria at a minimum; (b) in the stated face amount of One Million Nine Hundred Fifty-Eight Thousand Sixty-Four Dollars ($1,958,064.00); (c) issued by a company with an A.M. Best rating of at least A, VI, who is acceptable to Landlord from time to time with an office in the Chicago area; (d) made in favor of, and expressly transferable and assignable one or more times at no charge by, the owner from time to time of the Property or its lender (which transfer/assignment shall be conditioned only upon the execution of a reasonable and customary assignment document), whether or not the original principal of the Lease Bond continues to be the initial tenant under this Lease by virtue of a change in name or structure, merger, assignment, transfer or otherwise; (e) of a term not less than one year, and shall on its face state that the same shall be renewed automatically, without the need for any further written notice or amendment, for successive minimum one year periods through the sixtieth (60th) day after the expiration of the Lease Term. Tenant shall use its best efforts to renew or replace the bond annually. Tenant shall cooperate with Landlord to effect any modifications, transfers or replacements of the Lease Bond requested by Landlord in order to assure that Landlord is at all times fully secured by a valid Lease Bond under which Landlord, its successors and assigns, may receive full payment. Landlord reserves the right to require that Tenant provide a letter of credit in the required amount of the Lease Bond in the event that a Lease Bond that meets the requirements of this Article is no longer in effect or in the event that Landlord is entitled but unable to receive any required payment from the Surety. Notwithstanding anything in this Lease to the contrary, any cure or grace period provided in connection with a Default shall not apply to any requirements associated with the Lease Bond. If any of the aforesaid requirements are not complied with timely, then Sublandlord at its sole option may draw down all or a part an immediate Default shall occur and Landlord shall have the right to immediately receive payment from the surety in the full amount of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or Lease Bond and Landlord may hold any portion of the Letter proceeds as a cash security deposit, without payment of Creditinterest to Tenant. In the event the Surety of the Lease Bond ever receives an A.M. Best rating of less than A-, Subtenant shallVI, upon Sublandlord’s demandor is placed into receivership, deliver or if a trustee, receiver or liquidator is appointed for the Surety, then, effective as of the date of such occurrence, said Lease Bond shall be deemed to Sublandlord a replacement Letter not meet the requirements of Credit in this Article and, within ten (10) business days thereof, Tenant shall replace such Lease Bond with other collateral meeting the full original amount, requirements of this Article (and SubtenantTenant’s failure to do so shall, notwithstanding anything in this Lease to the contrary, constitute a Default for which there shall be no notice or grace or cure periods being applicable thereto other than the aforesaid ten (10) day period). Any failure or refusal of the Surety to make payment to Landlord shall be at Tenant’s sole risk and shall not relieve Tenant of its obligations hereunder. The Lease Bond may be drawn upon in part or in full, periodically or at one time, upon presentation of only the Lease Bond and a written statement from an authorized representative of Landlord stating that Landlord is entitled to draw and the amount of the draw. If Landlord shall at any time draw upon the Lease Bond in accordance with this Article, Tenant shall restore all amounts drawn by Landlord within two ten (210) business days after receipt of such demand shall constitute draw. Tenant agrees that the Lease Bond may be presented by Landlord for payment (a) upon a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant by Tenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby if an immediate Default occurs under this Article, and/or (c) in the issuing bank agrees event that Tenant has not delivered to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than Landlord at least thirty (30) days prior to the date expiration of the term of the Lease Bond a renewed or replacement Lease Bond complying with all the requirements of this Lease. Landlord shall draw only such amount as Landlord is entitled to draw pursuant to this Article 30. Notwithstanding the foregoing, provided no material Default has occurred hereunder, then on which the first day of the sixth Lease Year Tenant may reduce the required amount of the Lease Bond to Nine Hundred Seventy Nine Thousand Thirty-Two Dollars ($979,032.00), on the first day of the seventh Lease Year, Tenant may reduce the required amount of the Lease Bond to Four Hundred Eighty Nine Thousand Five Hundred Sixteen Dollars ($489,516.00), and as of the first day of the eighth Lease Year, no Lease Bond shall be required. (B) As an alternative to a Lease Bond, Tenant may deliver to Landlord a clean, unconditional, irrevocable letter of credit that conforms to the requirements of this Article (“Letter of Credit”). The Letter of Credit shall serve as security for the prompt, full and faithful performance by Tenant of the terms, covenants and conditions of this Lease. In the event that Tenant is in Default hereunder and fails to cure within any applicable time permitted under this Lease, Landlord may draw on the Letter of Credit would expire absent for the payment of Tenant’s obligations hereunder. Furthermore, in the event Tenant Defaults under 20(A)(v) or in the event Tenant Defaults and Landlord files suit to exercise its remedies under this Lease, then Landlord may draw on the Letter of Credit for the unamortized portion of all inducement amounts expended by Landlord in connection with this Lease including, without limitation, to reimburse Landlord for the Construction Allowance and broker commissions, such extensionamortization to be on a straight line basis from the Commencement Date to the Expiration Date. If additional cash funds remain after Landlord or Tenant has cured such Default(s), Landlord shall hold the issuing bank gives notice remainder of such cash drawn from the Letter of Credit for the faithful performance and observance by Tenant of the terms, covenants, and conditions of this Lease on Tenant’s part to Sublandlord be observed and performed, with the same rights as hereinabove set forth to apply or retain the same in the event of any further Default by hand delivery Tenant under this Lease, subject to Tenant’s right to substitute said cash collateral with a Lease Bond or nationally recognized overnight courier Letter of Credit, satisfying the requirements of this Article 30. The Letter of Credit shall not prevent Landlord from exercising any other right or remedy provided hereunder or under any Law and shall not be construed as liquidated damages. In no event shall the Letter of Credit be considered an advance payment of Rent, and in no event shall Tenant be entitled to use the Letter of Credit for the payment of Rent. Landlord shall transfer the Letter of Credit to any purchaser of the Property. Upon such transfer, provided that such purchaser assumes in writing this Lease, Tenant shall look solely to such purchaser for return of the Letter of Credit and Landlord shall be relieved of any liability with receipted delivery respect to the Letter of non-extensionCredit. All costs of obtaining, maintaining, replacing, renewing, transferring, and/or restoring the Letter of Credit shall be borne by Tenant. In the event that Tenant is in Default hereunder and fails to cure within any applicable time permitted under this Lease, or in the event that Tenant owes any amounts to Landlord upon the expiration of notice from this Lease, Landlord may use or apply the issuing bank whole or any part of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which Letter of Credit proceeds for the outstanding payment of Tenant’s obligations hereunder. The Letter of Credit shall expire without extension, obtain be: (a) in form and deliver substance satisfactory to Sublandlord Landlord in its reasonable discretion (with the following criteria at a replacement Letter of Credit. Subtenant’s failure to do so prior to such five minimum); (5b) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change at all times in the financial position stated face amount of any bank or institution which has issued $1,958,064.00 subject to reductions as set forth below, and shall on its face state that multiple and partial draws are permitted and either (i) that partial draws will not cause a corresponding reduction in the stated face amount of the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall(ii) that, within five (5) business days thereafterafter any such partial draw, replace the then-outstanding letter issuer will notify Landlord in writing that the Letter of credit with a like letter Credit will not be reinstated to its full amount in which event Landlord shall have the right to immediately draw on the remainder of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five the Letter of Credit (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The it being understood that the Letter of Credit shall remain at all times be not less than the total Letter of Credit amount as so required); (c) issued by a commercial bank acceptable to Landlord from time to time with a banking office in effect the City of Chicago, for ninety the account of Tenant and its permitted successors and assigns under this Lease; (90d) made payable to, and expressly transferable and assignable one or more times at no charge by, the owner from time to time of the Building or its lender (which transfer/assignment shall be conditioned only upon the execution of a reasonable and customary written document in connection therewith), whether or not the original account party of the Letter of Credit continues to be the Tenant under this Lease by virtue of a change in name or structure, merger, assignment, transfer or otherwise; (e) payable at sight upon presentment to a Chicago, Illinois branch of the issuer of the original Letter of Credit of a simple sight draft stating only that Landlord is permitted to draw on the Letter of Credit under the terms of the Lease and setting forth the amount that Landlord is drawing; (f) of a term not less than one year, and shall on its face state that the same shall be renewed automatically, without the need for any further written notice or amendment, for successive minimum one year periods, unless the issuer notifies Landlord in writing, at least sixty (60) days after prior to the scheduled expiration date thereof, that such issuer has elected not to renew the Letter of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, Credit (which will thereafter entitle Landlord to draw on the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within ); and (g) at least thirty (30) days prior to the then current expiration date of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the such Letter of Credit, either (1) renewed (or automatically and (iiiunconditionally extended) from time to time through the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00sixtieth

Security Deposit. Subtenant shall deposit with Sublandlord upon execution hereof Tenant has paid or will pay Landlord the amount of Ninety Seventy One Thousand Six Hundred Forty-Five Thousand and 00/100 Dollars ($95,000.0071,645.00) as security for Subtenant’s the full and faithful performance of Subtenant’s obligations hereunder (each of the “Security Deposit”)terms hereof by Tenant. After a Subtenant Event Landlord shall not be required to keep this security deposit separate from its general funds and Tenant shall not be entitled to interest thereon. If Tenant defaults with respect to any provision of Defaultthis Lease, Sublandlord may including but not limited to the provisions relating to the payment of rent, Landlord may, but shall not be required to, use, apply the Security Deposit, or retain all or any part thereof, to Sublandlord’s damages without prejudice to of this security deposit for the payment of any rent or any other Sublandlord remedy. Should the entire Security Depositsum in default, or for the payment-of any other amount which Landlord may spend or become obligated to spend by reason of Tenant's default or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's default, including without limitation, costs and attorneys' fees incurred by Landlord to recover possession of the Premises upon a default by Tenant hereunder. If any portion thereofof said deposit is so used or applied, be applied by Sublandlord in accordance with the provisions hereofTenant shall, Subtenant shall forthwith upon demand pay to Sublandlord therefor, deposit cash with Landlord in an amount sufficient to restore such Security Deposit the security deposit to its original amount and Tenant's failure to do so shall constitute a default hereunder by Tenant. If Tenant shall fully and faithfully perform every provision of this Lease to be performed by it, the security deposit or any balance thereof shall be returned to Tenant (or, at Landlord's option, to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant last assignee of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter definedTenant's interest hereunder) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the later of expiration or earlier termination of the Sublease Term and performance by Subtenant surrender of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender possession of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenantto Landlord. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant (a) Tenant shall deposit with Sublandlord pay to Landlord upon execution hereof of this Lease the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security deposit specified in the Basic Lease Information for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease Lease. Xxxxxx agrees that Landlord may apply said security deposit to be remedy any failure by Tenant to repair or maintain the Premises or to perform any other terms, covenants, and conditions contained herein. If Tenant has kept and performed by Subtenantall terms, then Sublandlord covenants, and conditions of this Lease during the term hereof, Landlord will on the termination hereof promptly return said sum to Tenant or the last permitted assignee of Xxxxxx's interest hereunder at its sole option may draw down all or a part the expiration of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of SubtenantLease term. Should Sublandlord so apply all or Landlord use any portion of the Letter of Creditsaid sum to cure any default by Tenant hereunder, Subtenant shall, upon Sublandlord’s demand, deliver Tenant shall forthwith replenish said sum to Sublandlord a replacement Letter of Credit in the full such original amount. Landlord shall not be required to keep any security deposit separate from its general funds, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease Tenant shall not deprive Sublandlord be entitled to interest on any such deposit. Upon the occurrence of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) events of said Letter default described in Paragraph 19 of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime this Lease, Sublandlord said security deposit shall have the right become due and payable to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect theretoLandlord. (b) The Letter of Credit shall contain a clause whereby Subject to other terms and conditions contained in this Lease, if the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unlessBuilding is conveyed by Xxxxxxxx, not less than thirty (30) days prior said security deposit may be turned over to the date on which the Letter of Credit would expire absent such extensionLandlord's grantee and, the issuing bank gives notice if so, Tenant hereby releases Landlord from any and all liability with respect to Sublandlord by hand delivery said deposit and its application or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunderreturn. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant shall deposit with Sublandlord upon execution hereof the Landlord and Tenant acknowledge that Tenant has previously delivered an amount of Ninety equal tx Xxxx Thousand Five Thousand and 00/100 Hunxxxx Xinety Dollars ($95,000.004,590.00) to Landlord as a security deposit (the "Existing Security Deposit") pursuant to the terms of the Prior Lease. Effective as of the Lease Commencement Date, Landlord shall apply the Existing Security Deposit then held by Landlord towards the amount set forth in Section 8 of the Summary (the "Security Deposit"). The Security Deposit shall be held by Landlord as security for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the Lease Term; provided that concurrent with Tenant's execution of this Lease, then Sublandlord at its sole option may draw down all or Tenant shall deposit with Landlord an axxxxx equal to One Thousand Two Hundred Forty-Four and 40/100 Dollars ($1,244.40), which amount shall constitute a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on Security Deposit. To the part of Subtenant. Should Sublandlord so apply all or any portion extent that as of the Letter of CreditLease Commencement Date, Subtenant shallthe total amount then held by Landlord is less than Five Thousand Eight Hundred Thirty-Four and 40/100 Dollars ($5,834.40), upon Sublandlord’s demand, deliver Tenant shall pay the difference to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so Landlord within two ten (210) business days after following Tenant's receipt of such demand notice thereof from Landlord. If Tenant defaults with xxxxxct to any provisions of this Lease, including, but not limited to, the provisions relating to the payment of Rent, Landlord may, but shall constitute a Subtenant Event of Default hereunder. The application of not be required to, use, apply or retain all or any part of the cash proceeds Security Deposit for the payment of any Rent or any other sum in default, or for the payment of any amount that Landlord may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage that Landlord may suffer by reason of Tenant's default. If any portion of the Letter of Credit to any obligation Security Deposit is so used or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Leaseapplied, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant Tenant shall, within five (5) business days thereafterafter written demand therefor, replace deposit cash with Landlord in an amount sufficient to restore the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable Security Deposit to Sublandlord its original amount, and Prime Landlord. Subtenant’s Tenant's failure to do so within such five (5) business day period shall constitute be a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Termdefault under this Lease. If Subtenant performs all Tenant xxxxx fully and faithfully perform every provision of Subtenant’s obligations hereunderthis Lease to be performed by it, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty or any balance thereof, shall be returned to Tenant, or, at Landlord's option, to the last assignee of Tenant's interest hereunder, within sixty (3060) days after following the date of reduction of expiratxxx xx the Lease Term. Tenant shall not be entitled to any interest on the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00.

Security Deposit. Concurrently with the execution of this Sublease, Subtenant shall deposit with Sublandlord upon execution hereof the amount sum of Ninety Five Ninety-Nine Thousand Eight Hundred Thirty-Six and 00/100 31/100 Dollars ($95,000.0099,836.31) ("Deposit"), which shall be held by Sublandlord as security for Subtenant’s the full and faithful performance by Subtenant of its covenants and obligations under this Sublease. The Deposit is not an advance Rent deposit, an advance payment of any other kind, or a measure of Sublandlord's damage in case of Subtenant’s 's default. If Subtenant defaults in the full and timely performance of any or all of Subtenant's covenants and obligations hereunder (the “Security Deposit”). After a Subtenant Event of Defaultset forth in this Sublease, then Sublandlord may apply the Security Depositmay, or from time to time, without waiving any part thereof, other remedy available to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should , use the entire Security Deposit, or any portion thereofof it, be applied to the extent necessary to cure or remedy the default or to compensate Sublandlord for all or a part of the damages sustained by Sublandlord in accordance with the provisions hereof, resulting from Subtenant's default. Subtenant shall forthwith upon demand immediately pay to Sublandlord an within five (5) days following receipt of demand, the amount sufficient so applied in order to restore such Security the Deposit to the amount thereof prior its original amount, and Subtenant's failure to such applicationimmediately do so shall constitute a default under this Sublease. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that If Subtenant is not then in default, Sublandlord shall return default with respect to the Security Deposit or so much thereof as shall not have previously been applied covenants and obligations set forth in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following Sublease at the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime LeaseSublease, Sublandlord shall have return the right Deposit to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days promptly after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date earlier termination of this Sublease. Dates Amount Sublandlord's obligations with respect to the Deposit are those of Security a debtor and not a trustee. Sublandlord shall not be required to maintain the Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00separate and apart from Sublandlord's general or other funds and Sublandlord may commingle the Deposit with any of Sublandlord's general or other funds. Subtenant shall not at any time be entitled to interest on the Deposit.

Security Deposit. Subtenant Concurrently with Tenant's execution of this Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Thousand and 00/100 TWO HUNDRED FORTY TWO THOUSAND --------------------------------- FIVE HUNDRED THIRTEEN AND NO/100 Dollars ($95,000.00) $ 242,513.00 ----------------------). -------------------------------- ----------------------------------- Said sum shall be held by Landlord as security a Security Deposit for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants covenants, and conditions of this Sublease Lease to be kept and performed by SubtenantTenant during the term hereof. If Tenant defaults with respect to any provision of this Lease, then Sublandlord at its sole option may draw down all or a part including, but not limited to, the provisions relating to the payment of rent and any of the Letter of Credit to compensate Sublandlord for loss monetary sums due herewith, Landlord may (but shall not be required to) use, apply or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this Security Deposit for the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord payment of any other rights amount which Landlord may spend by reason of Tenant's default or remedies Sublandlord to compensate Landlord for *$121,256.50 Cash due upon Lease execution. $121,256.50 Promissory Note due November 1, 1998 any other loss or damage which Landlord may have nor suffer by reason of Tenant's default. If any portion of said Deposit is so used or applied, Tenant shall, within ten (10) days after written demand therefor, deposit cash with Landlord in the amount sufficient to restore the Security Deposit to its original amount. Tenant's failure to do so shall be a material breach of this Lease. Landlord shall not be required to keep this Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on such application Deposit. If Tenant fully and faithfully performs every provision of this Lease to be performed by Sublandlord constitute a waiver by Sublandlord. All costs for it, the issuance Security Deposit or any balance thereof shall be returned to Tenant (or reissuanceat Landlord's option, to the last assignee of Tenant's interest hereunder) at the expiration of said Letter of Credit shall be paid by Subtenantthe Lease term and after Tenant has vacated the Premises. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime in this Lease, Sublandlord Landlord shall have the right transfer said Deposit to transfer the Letter of Credit to the assignee of such interest. Subtenant Landlord's successor in interest whereupon Tenant agrees to look solely to such assignee release Landlord from liability for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00accounting therefor.

Security Deposit. Subtenant shall deposit As additional security for the full and prompt performance by Tenant of the terms and covenants of this Lease, Tenant has deposited with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Thousand seven thousand four hundred nineteen and 00/100 50/100ths Dollars ($95,000.007,419.50) representing one month's rent as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or which shall not constitute rent for any part thereofmonth unless so applied by Landlord on account of Tenant's default. Tenant shall, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Depositupon demand, or restore any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord which may be applied by Landlord to cure any default by Tenant hereunder. To the extent that Landlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return applied the Security Deposit on account of a default, the Security Deposit shall be returned to Tenant promptly after termination of this Lease. In the event Tenant fails to take possession of the Demised Premises on the Term Commencement Date or vacates or abandons the Demised Premises during the Term, the Security Deposit shall not be deemed to be liquidated damages, and such application of the Security Deposit shall not preclude Landlord from recovering from Tenant all additional damages incurred by Landlord. If Tenant fails at any time to perform its obligations, Landlord may at its option apply said deposit, or so much thereof as shall not have previously been applied in accordance with is required, to cure Tenant's default, but if prior to the provisions termination of this Subleaselease Landlord depletes said deposit in whole or in part, to Subtenant within thirty (30) days following Tenant shall immediately restore the expiration or earlier amount so used by Landlord. Following termination of the Sublease this lease and performance by Subtenant satisfaction of all of the Tenant obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative Landlord shall return to the payment Tenant any unused portion of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform plus any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect theretodue. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Upon Tenant's execution of the Lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Thousand and 00/100 Dollars ($95,000.00) 11,118.60. Said sum shall be held by Landlord as security for Subtenant’s the faithful performance by Tenant of Subtenant’s all of Tenant's obligations hereunder hereunder. If Tenant defaults with respect to any provision of this Lease, including but not limited to the provisions relating to the payment of rent, Landlord may (the “Security Deposit”). After a Subtenant Event of Defaultbut shall not be required to) use, Sublandlord may apply the Security Deposit, or retain all or any part thereof, to Sublandlord’s damages without prejudice to of this security deposit for the payment of any rent or any other Sublandlord remedy. Should the entire Security Depositsum in default, or for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant's default or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion thereofof the deposit is so used or applied, be applied by Sublandlord Tenant shall, upon demand, deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit the security deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s . Tenant's failure to do so within two (2) business days after receipt shall be a material breach of this Lease. Landlord shall not be required to keep this security deposit separate from its general funds, and Tenant shall not be entitled to interest on such demand deposit. If Tenant shall constitute a Subtenant Event fully and faithfully perform all of Default hereunder. The application of all its obligations under this Lease, the security deposit or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit balance thereof shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Leasereturned to Tenant (or, Sublandlord shall have the right to transfer the Letter of Credit at Landlord's option, to the last assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default Tenant's interests hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount expiration of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security DepositLease term, provided that if conditions above are not satisfied on Landlord may retain the relevant date for reduction of the Security Depositsecurity deposit until such time as any amount due from Tenant in accordance with Article 4 hereof has been determined and paid in full. PROVIDED THAT TENANT IS NOT IN DEFAULT UNDER THIS LEASE, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00THE SECURITY DEPOSIT SHALL BE REDUCED BY APPLYING AMOUNTS TO BASIC RENT DUE FOR THE 13TH AND 25TH MONTHS OF THE LEASE.

Security Deposit. Subtenant shall Landlord and Tenant acknowledge that Landlord is currently holding Tenant's security deposit with Sublandlord upon execution hereof in the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) 57,190.37 under the Original Lease. The parties agree that Landlord shall retain the deposit described in the foregoing sentence as the "Security Deposit" under this Lease notwithstanding anything to the contrary contained in the Original Leases. Tenant shall not be required to deposit any sum in addition to the Security Deposit with Landlord upon execution of this Lease. The Security Deposit shall be held by Landlord as security for Subtenant’s the faithful performance by Tenant of Subtenant’s obligations hereunder all the terms, covenants, and conditions of this Lease to be kept and performed by Tenant during the Lease Term. The Security Deposit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord. 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 required to, use, apply or retain all or any part of the Security Deposit for the payment of any Rent or any other sum in default, or for the payment of any amount that Landlord may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage that Landlord may suffer by reason of Tenant's default. If any portion of the Security Deposit is so used or applied, Tenant shall, within ten (10) days after written demand therefor, deposit cash with Landlord in an amount sufficient to restore the “Security Deposit”)Deposit to its original amount, and Tenant's failure to do so shall be a default under this Lease. After a Subtenant Event If Tenant disputes the application of Default, Sublandlord may apply the Security Deposit, Tenant may seek its appropriate remedies under law or in the equity. If the amount applied by Landlord is less than or equal to $10,000 and Landlord demands replenishment of such amount, then Tenant shall replenish such amount by payment directly to Landlord during the pendency of any part thereofdispute as to said application and demand for replenishment. However, if the amount applied by Landlord is greater than $10,000 and Landlord demands replenishment of such amount, Tenant will replenish the first $10,000 so demanded to Sublandlord’s damages without prejudice be replenished by payment directly to any other Sublandlord remedyLandlord and shall place the balance for which replenishment is demanded in an interest bearing escrow account with an escrow holder mutually acceptable to both parties until such dispute is resolved, interest shall be apportioned according to the resolution of the dispute. Should The use, application or retention of the entire Security Deposit, or any portion thereof, by Landlord shall not (a) prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be applied by Sublandlord required to proceed against the Security Deposit, nor (b) operate as a limitation on any recovery to which Landlord may otherwise be entitled. Tenant acknowledges that Landlord has the right to transfer or mortgage its interest in accordance with the provisions hereofReal Property and the Building and in this Lease and Tenant agrees that in the event of any such transfer or mortgage, Subtenant Landlord shall forthwith upon demand pay have the right to Sublandlord an amount sufficient to restore such transfer or assign the Security Deposit to the amount thereof prior transferee or mortgagee. Upon such transfer or assignment of the Security Deposit, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Security Deposit and Tenant shall look solely to such application. Sublandlord shall have the same rights and remedies transferee or mortgagee for the non-payment by Subtenant of any amounts due on account return of the Security Deposit as Sublandlord has hereunder provided said transferee assumes liability for failure the return to Tenant of the Subtenant Security Deposit. Landlord shall deposit the Security Deposit in an interest-bearing account in Landlord's name with interest to pay Base Rentaccrue at the rate which is paid on a money-market account offered by any retail or commercial bank or savings and loan association qualified to do business and doing business in Los Angeles, Additional Rent (hereinafter defined) California, or, if such account is no longer offered, then at the rate which is paid on a regular pass-book savings account offered by any retail or commercial bank or savings and other charges (collectivelyloan association qualified to do business and doing business in Los Angeles, “Rent”)California and such interest shall accrue to Tenant's benefit. Provided that Subtenant Tenant is not then in defaultdefault of this Lease beyond any applicable cure period, Sublandlord Landlord shall pay on each of the anniversary dates of the Lease Commencement Date any interest earned and paid on the Security Deposit to the respective date of said anniversary. Upon expiration of this Lease, Landlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance to Tenant, consistent with the provisions of this SubleaseArticle 21, together with any interest which has been paid thereon from the date of the last disbursement of interest to Tenant until such date of expiration of this Lease. If Tenant is not then in default beyond any applicable cure period, the Security Deposit, or any balance thereof, shall be returned to Tenant, or, at Landlord's option, to Subtenant the last assignee of Tenant's interest hereunder, within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Lease Term. Tenant hereby waives the provisions of all Section 1950.7 of the obligations California Civil Code, and all other provisions of Subtenant law, now or hereafter in force, which provide that Landlord may claim from a security deposit only those sums reasonably necessary to be performed hereunder, including, without limitation, the surrender of the Premises remedy defaults in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its userent, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated repair damage caused by Tenant or to clean the Premises, it being agreed that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other loss or (iii) damage, foreseeable or unforeseeable, caused by the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter act or omission of Credit Tenant or the proceeds therefromany officer, employee, agent or invitee of Tenant. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant As security for Guest's faithful performance of its obligations hereunder. Guest shall (a) deposit with Sublandlord Host upon execution hereof the amount of Ninety Five Thousand thirty-one thousand, seven hundred and 00/100 Dollars forty-three ($95,000.0031,743) Dollars, and (b) deliver a letter to First Properties Associates Limited Partnership ("FPALP") instructing FPALP to pay to Host the security deposit in the amount of fifty-two thousand, five hundred ($52,500) Dollars currently held by FPALP pursuant to a lease between FPALP and Guest for certain premises at 2301 Xxxxxxxxxxxx Xxxx., Xxx Xxxxx, Xxxxxxxx xx the time said lease is terminated; together such amounts are hereinafter referred to as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”)"deposit". After a Subtenant Event of Default, Sublandlord may apply If Guest fails to pay the Security Deposit, rent or any part thereof, to Sublandlord’s damages without prejudice otherwise defaults with respect to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions provision of this SubleaseLease, to Subtenant within thirty (30) days following the expiration Host may use, apply or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply retain all or any portion of said deposit for the Letter payment of Creditany rent or other charge in default, Subtenant shallor for the payment of any other sum to which Host may become obligated by reason of Guest's default or to compensate Host for any loss or damage which Host may suffer thereby. Said deposit shall not be a limitation on Host's damages or other rights under this Lease, upon Sublandlord’s demand, deliver to Sublandlord or a replacement Letter payment of Credit in liquidated damages or an advance payment of the full original amount, and Subtenant’s failure to do rent. If Host so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of uses or applies all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) portion of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Leasedeposit, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant Guest shall, within five (5) business days thereafterafter written demand thereof, replace deposit cash with Lessor in an amount sufficient to restore said deposit to the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord full amount hereinabove stated and Prime Landlord. Subtenant’s Guest's failure to do so within such five (5) business day period shall constitute be a Subtenant Event material breach of Default hereunder. (d) The Letter of Credit this Lease. Host shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Termnot be required to keep said deposit separate from its general accounts. If Subtenant Guest performs all of Subtenant’s Guest's obligations hereunder, the Letter of Creditsaid deposit, or so much of the cash proceeds thereof as has not theretofore been applied by SublandlordHost, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days Guest at the expiration of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant term hereof and after Guest has vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord Host and Subtenant regarding the Letter of Credit or the proceeds therefromGuest with respect to said security deposit. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant shall deposit with Sublandlord upon execution hereof In order to secure the prompt payment of Base Rent and Additional Rent under this Lease (the “Lease Liabilities”) Tenant hereby agrees to provide to Landlord a letter of credit in favor of Landlord as the beneficiary, to be issued by SunTrust Bank in the initial amount of Ninety Five One Hundred Twenty-five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder 125,000.00), together with all renewals and extensions thereof and substitutions therefor, and all cash proceeds thereof (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations foregoing are herein collectively referred to as the (“Letter of Subtenant Credit”) within seventy-two (72) hours after Landlord’s notification to Tenant (which notification may be performed hereunderoral) that Ventana Medical Systems, includingInc. has executed a termination agreement for the Existing Lease as set forth in Article 56 herein. Landlord has agreed to accept the Letter of Credit on a delayed basis as set forth above solely on the condition that Tenant has, without limitation, the surrender as of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. date hereof, delivered to Landlord a commitment letter from SunTrust Bank stating that SunTrust Bank will, upon demand from Tenant, within seventy-two (a72) As an alternative hours, provide to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable Tenant a letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face aforesaid amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (of this Lease. If Tenant fails to renew or replace the “Letter of Credit”). In Credit as aforesaid, Landlord may present the event that Subtenant fails to keep Letter of Credit for payment by the issuer thereof, and perform any of retain the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part proceeds of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on as the part of Subtenant. Should Sublandlord so apply all or any portion Security Deposit under this Lease, and, if Landlord retains the proceeds of the Letter of CreditCredit as the Security Deposit, Subtenant shallLandlord may commingle the deposit with its own funds. If Tenant defaults in the payment of rent or in the performance or observance of any other obligations to be performed on its part under this Lease, upon Sublandlord’s demand, deliver to Sublandlord a replacement Landlord may present the Letter of Credit for payment by the issuer thereof and apply the proceeds to payment of Base Rent or Additional Rent in default, and/or to the prepayment of the Base Rent for any subsequent period of the term and/or to any amount to which Landlord may be entitled under this Lease; and Tenant shall promptly thereafter restore the Letter of Credit to the original amount above specified. The right of Landlord to apply the Proceeds of the Letter of Credit as above specified shall not be construed as a limitation upon Landlord’s right to invoke any other remedy available under this Lease or at law or equity for breach of this Lease, or to collect the full amount of damages owing by Tenant on account of such breach. If, by reason of Tenant’s default under this Lease, Landlord terminates this Lease at any time or reenters the Premises, Landlord may, at its option, either retain the Proceeds of the Letter of Credit as liquidated damages (applying against the damages which it suffers but without waiving its rights to recovery of additional damages to which it may be entitled) or apply it to the monthly installments of Base Rent and other amounts payable under this Lease hereunder in inverse order of accrual. The Letter of Credit shall be issued to Landlord, shall be unconditional (i.e., without requirements or conditions for presentation, honor or payment), except as expressly provided for below, and shall be irrevocable during it’s stated term. The Letter of Credit may state or require that, at the time that Landlord presents the Letter of Credit for payment, such presentation shall be accompanied by a written statement executed by any person purporting to be an authorized officer of the general partner of Landlord as follows: “This shall certify that a default by Tenant in the full original amountpayment of rent has occurred and is continuing under that certain Lease dated by and between Xxxx Holdings Limited Partnership, as Landlord, and Subtenant’s failure Panacos Pharmaceuticals, Inc., as Tenant. Any notice or notices of default required by such Lease have been given by Landlord to do so Tenant and Tenant has not cured within two (2) business days after receipt any period for cure provided for in the Lease. Based upon the foregoing, Landlord hereby presents Letter of Credit No. for payment and hereby demands that the issuer thereof draw upon such demand shall constitute a Subtenant Event Letter of Default hereunder. The application of all or any part of Credit and remit the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for Landlord.” Additionally, the issuance (or reissuance) of said Letter of Credit may state or require that, at the time that Landlord presents the Letter of Credit for payment, such presentation shall be paid accompanied by Subtenanta written statement executed by any person purporting to be an authorized officer of the general partner of Landlord as follows: “This shall certify that a default by Tenant in the payment of rent due under that certain Lease dated by and between Xxxx Holdings Limited Partnership, as Landlord, and Panacos Pharmaceuticals, Inc., as Tenant in the amount of $ (the “Amount Currently Due”), has occurred and is continuing under that certain Lease dated by and between Xxxx Holdings Limited Partnership, as Landlord, and Panacos Pharmaceuticals, Inc., as Tenant. In Based upon the foregoing, Landlord hereby draws upon Letter of Credit No. for payment of the Amount Currently Due and hereby demands that the issuer draw upon such Letter of Credit and remit the Amount Currently Due to Landlord.” Upon the occurrence of any event of an assignment default by Tenant or breach by Tenant of the tenantTenant’s interest covenants under the Prime Leasethis Lease which is not cured within any notice and cure period provided for herein, Sublandlord shall have the right Landlord may, from time to transfer time, without prejudice to any other remedy, draw on the Letter of Credit to the assignee extent necessary to make good any arrears of such interestrent and/or any damage, injury, expense or liability caused to Landlord by the event of default or breach of covenant. Subtenant agrees Within five (5) days after Landlord’s notice to look solely Tenant of a draw on the Letter of Credit, Tenant shall either restore the Letter of Credit to such assignee for the return previous amount or deposit with Landlord a cash Security Deposit equal to the difference between the full amount of the Letter of Credit then required and thereupon Sublandlord the amount Any Letter of Credit which has an expiration date prior to the expiration date of the term of this Lease (including any Option Terms exercised by Tenant) shall be discharged from any further liability with respect theretoalso provide that Landlord may present the Letter of Credit for payment when accompanied by the following written statement: “Tenant has failed to renew or replace the Letter of Credit prior to thirty (30) days before its expiration date, and Landlord is accordingly entitled to draw upon the Letter of Credit. (b) ” The Letter of Credit shall contain also expressly state and provide that the issuer is entitled to rely on any statement in the forms provided above which purports on its face to be executed by an officer of Landlord’s General Partner, and that the issuer is not obligated to verify the authority of any such person to execute any such statement on Landlord’s behalf, nor shall the issuer be liable in any manner whatsoever if any such statement is found to have been improperly delivered by Landlord, or if such statement is delivered by a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, person not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure duly authorized to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlordon Landlord’s behalf. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after provide by its terms that, if Landlord has not notified the scheduled expiration date issuer of the Sublease Termoccurrence of an event of default by Tenant, the amount thereof may be reduced by the sum of Twenty-five Thousand Eight Hundred Fifty-seven and No One-Hundredths Dollars ($25,857.00) (the “Security Deposit Reduction”) commencing on the first day of the fourth (4th) Lease Year of the Lease term and on the first day of each subsequent Lease Year thereafter. If Subtenant performs all of Subtenant’s obligations hereunderNotwithstanding the foregoing however, the Letter of CreditCredit shall never be reduced below the sum of Twenty-five Thousand Eight Hundred Fifty-seven and No One-Hundredths Dollars ($25,857.00). In the event Tenant has exercised its option to receive the Landlord Contribution as set forth in Article 52 above, or so much and Tenant has increased the amount of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit by the amount of Tenant’s Improvement Security Deposit, Landlord and Tenant hereby agree that such Security Deposit Reduction shall be exclusive of the Tenant Improvement Security Deposit, in which event the Security Deposit shall never be reduced below the sum of One Hundred Seventy-eight Thousand Eight Hundred Fifty-seven and No One-Hundredths Dollars ($178,857.00). In addition to all other rights available to it under applicable laws or otherwise: (a) Landlord, in conjunction with the assignment, pledge, or transfer of its interest as Landlord under the Lease, shall have the right to assign therewith Landlord’s rights in the Letter of Credit, and (iii) any assignee, pledgee, or transferee shall have the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount rights of the Security Deposit shall be reduced Landlord hereunder with respect to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding so assigned, pledged, or transferred, and Landlord shall be thereafter relieved from all duties with respect to the reduction in the Security Deposit, but occurring thirty (30) days after the date any such Letter of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against Credit. In addition to the Letter of Credit in order to prevent be provided by Tenant as set forth above, beginning on the automatic reduction in its amount. The “Financial Condition” Rent Commencement Date herein, Tenant shall pay to Landlord an amount equal to Fifty-six Thousand and No One-Hundredths Dollars ($56,000.00) to be held by Landlord as security for the performance by Tenant of Tenant’s covenants and obligations under this Lease and such amount shall be defined paid by Tenant in twenty-four (24) equal monthly installments of Two Thousand Three Hundred Thirty-four and No One-Hundredths Dollars ($2,334.00) each, which amounts shall be due and payable as Additional Rent on the satisfaction same dates as installments of Base Rent payable during the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date initial term of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00Lease.

Security Deposit. Subtenant Concurrently with Tenant's execution of this lease, Tenant shall deposit with Sublandlord upon execution hereof Landlord the amount sum of Ninety Five Eleven Thousand and 00/100 One Hundred Eighty-one Dollars ($95,000.00) 11,181), which sum shall be held by Landlord as a security deposit for Subtenant’s the faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant Tenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease lease to be kept and performed by SubtenantTenant. If Tenant defaults with respect to any provision of this lease, then Sublandlord at its sole option including but not limited to, the provisions relating to the payment of basic rent and common area charges, Landlord may draw down all (but shall not be required to) use, apply, or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of retain all or any part of this security deposit for the payment of any amount which Landlord may spend by reason of Tenant's default or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of default. If any portion of said deposit is so used, Tenant shall, within ten (10) days after written demand therefor, deposit cash proceeds with Landlord in the amount sufficient to restore the security deposit to the original amount thereof; Tenant's failure to do so shall be a material breach of the Letter of Credit to any obligation or default of Subtenant under this Sublease lease. Landlord shall not deprive Sublandlord be required to keep this security deposit separate from its general funds and Tenant shall not be entitled to interest on such deposit. If Tenant is not in default at the expiration or termination of this lease, the security deposit or any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit balance thereof shall be paid by Subtenantreturned to Tenant after Tenant has vacated the Premises. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime Leasein this lease, Sublandlord Landlord shall have the right transfer said deposit to transfer the Letter of Credit to the assignee of such Landlord's successor in interest. Subtenant , and Tenant agrees to look solely to such assignee that Landlord shall thereupon be released from liability for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit deposit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunderaccounting therefor. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00

Security Deposit. Subtenant Concurrently with Tenants execution of this Lease, Tenant has deposited with Landlord a sum equivalent to one months rent Said sum shall deposit with Sublandlord upon execution hereof be held by the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) Landlord as security for Subtenant’s the faithful performance by Tenant of Subtenant’s obligations hereunder all the terms, covenants, and conditions of this Lease to be kept and performed by Tenant during the term hereof. If Tenant defaults with respect to the payment of the rent, Landlord may (the “Security Deposit”). After a Subtenant Event of Defaultbut shall not be required to) use, Sublandlord may apply the Security Deposit, or retain all or any part thereof, to Sublandlord’s damages without prejudice to of this security deposit for the payment of any rent or any other Sublandlord remedy. Should the entire Security Depositsum in default, or for the payment of any amount that the Landlord may spend or become obligated to spend by reason of Tenant's defaults, or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion thereofof said deposit is used or applied, be applied by Sublandlord Tenant shall within five (5) days after written demand therefore, deposit cash with Landlords in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord 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. Tenant shall not be entitled to interest on such Security Deposit a deposit. If Tenant shall fully and faithfully perform every provision of this Lease to be performed by it, the security deposit or any balance shall be returned to tenant (or, at Landlords option, to the amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant last assignee of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter definedTenant's interest) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by SubtenantLease term. In the event of an assignment termination of the tenant’s Landlord's interest under the Prime in this Lease, Sublandlord Landlord shall have the right transfer said deposit to transfer the Letter of Credit to the assignee of such Landlord's successor in interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged from any further liability with respect thereto. (b515) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty 233-0000 Xxx (30000) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non233-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.000000 xxx.xxxxaxxxxxx.xxx xxxx@xxxdxxxxxxx.xxx

Security Deposit. Subtenant Tenant shall deposit with Sublandlord upon execution hereof Landlord on the date of this Lease, security (the "Security Deposit") for the performance of all of its obligations in the amount set forth on the Schedule. At Tenant's option, the form of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, or any part thereof, to Sublandlord’s damages without prejudice to any other Sublandlord remedy. Should the entire Security Deposit, or any portion thereof, be applied by Sublandlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit shall be either a cashier's check made payable to the amount thereof prior to such application. Sublandlord shall have the same rights Landlord, or an unconditional and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance (the "Letter of Subtenant’s obligations hereunderCredit"). If in the form of a Letter of Credit, which letter such Letter of credit Credit shall be (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C Appendix G, (ii) naming Landlord and incorporated herein; its successors and assigns as beneficiary, (iii) expressly allowing Landlord to draw upon it at any time from time to time by delivering to the issuer notice that Landlord is entitled to draw thereunder, (iv) issued by a bank with a credit rating of not less than S&P AAdrawable on an FDIC-insured financial institution reasonably satisfactory to Landlord, or as otherwise reasonably acceptable to Sublandlord; and (v) be for redeemable in the state of Texas. If Tenant does not provide Landlord with a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the substitute Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply complying with all or any portion of the requirements hereof at least ten (10) days before the stated expiration date of the current Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord then Landlord shall have the right to transfer draw upon the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the current Letter of Credit and thereupon Sublandlord shall be discharged hold the funds drawn as the Security Deposit. If Tenant defaults under this Lease, Landlord may use any part of the Security Deposit to make any defaulted payment, to pay for Landlord's cure of any defaulted obligation, or to compensate Landlord for any loss or damage resulting from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby default. To the issuing bank agrees to automatically extend the term extent any portion of the Letter of Credit from year to year throughout the Sublease Term unlessSecurity Deposit is used, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit Tenant shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit after demand from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either Landlord restore the Security Deposit or to its full amount. If in the Letter form of Credita cash deposit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of Landlord may keep the Security Deposit in its general funds and shall not be reduced required to the corresponding amounts set forth in the table below pay interest to Tenant on the corresponding datesdeposit amount. If Subtenant elects Tenant shall perform all of its obligations under this Lease and return the Premises to provide a Letter Landlord at the end of Creditthe Term, then Landlord shall return all of the Letter of Credit may provide for an automatic reduction in its amount corresponding remaining Security Deposit to the reduction in the Security Deposit, but occurring Tenant within thirty (30) days after the date end of reduction the Term. The Security Deposit shall not serve as an advance payment of Rent or a measure of Landlord's damages for any default under this Lease. If Landlord transfers its interest in the Project or this Lease, Landlord may transfer the Security Deposit to its transferee. Upon such transfer, Landlord shall have no further obligation to return the Security Deposit to Tenant, and Tenant's right to the return of the Security DepositDeposit shall apply solely against Landlord's transferee, provided that if conditions above are not satisfied on such transferee expressly assumed the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order obligation to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of return such Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00in accordance with this Lease.

Security Deposit. Subtenant Tenant shall deposit with Sublandlord Landlord upon execution hereof the amount sum of Ninety Five Thousand Five Hundred Forty-four and 00/100 no/100ths Dollars ($95,000.005,544.00) as security for Subtenant’s Tenant's faithful performance of Subtenant’s Tenant's obligations hereunder (the “Security Deposit”)hereunder. After a Subtenant Event of Default, Sublandlord may apply the Security DepositIf Tenant fails to pay Rent or other charges due hereunder, or any part thereof, to Sublandlord’s damages without prejudice otherwise defaults with respect to any other Sublandlord remedy. Should the entire Security Depositprovision of this Lease, Landlord may use, apply or retain all or any portion thereofof said deposit for the payment of any Rent or other charge in default or for the payment of any other sum to which Landlord may become obligated by reason of Tenant's default, be applied by Sublandlord or to compensate Landlord for any loss or damage which Landlord may suffer thereby. If Landlord so uses or applies all or any portion of said deposit, Tenant shall within ten (10) days after written demand therefor deposit cash with Landlord in accordance with the provisions hereof, Subtenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit said deposit to the full amount thereof prior to such application. Sublandlord shall have the same rights and remedies for the non-payment by Subtenant of any amounts due on account of the Security Deposit as Sublandlord has hereunder for failure of the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant to be performed hereunder, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of the terms, covenants and conditions of this Sublease to be kept and performed by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amounthereinabove stated, and Subtenant’s Tenant's failure to do so within two (2) business days after receipt shall be a breach of such demand shall constitute a Subtenant Event of Default hereunderthis Lease and Landlord may at its option terminate this Lease. The application of all or any part of the cash proceeds of the Letter of Credit to any obligation or default of Subtenant under this Sublease Landlord shall not deprive Sublandlord of any other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute a waiver by Sublandlord. All costs for the issuance (or reissuance) of be required to keep said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Lease, Sublandlord shall have the right to transfer the Letter of Credit to the assignee of such interest. Subtenant agrees to look solely to such assignee for the return of the Letter of Credit and thereupon Sublandlord shall be discharged deposit separate from any further liability with respect thereto. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlordits general accounts. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant Tenant performs all of Subtenant’s Tenant's obligations hereunder, the Letter of Credit, said deposit or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlordto Landlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty Tenant (30) days of the later of (i) or, at Landlord's option, to the last day assignee, if any, of the Sublease Term, (iiTenant's interest hereunder) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring within thirty (30) days after the date of reduction expiration of the Security DepositTerm hereof, provided that if conditions above are not satisfied on or after Tenant has vacated the relevant date for reduction of the Security DepositPremises, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00whichever is later.

Security Deposit. Subtenant In the event Tenant has deposited any security with Landlord, said sum shall deposit be deposited in an interest--bearing account, with Sublandlord upon execution hereof interest to accrue, less one (1%) percent thereof to be retained by Landlord as an administrative fee. Landlord may use, apply on Tenant's behalf or retain during the amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00) as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder (Term the “Security Deposit”). After a Subtenant Event of Default, Sublandlord may apply the Security Deposit, whole or any part thereofof the security so deposited (including any interest earned thereon) to the extent required for the payment of any rent or other sums as to which Tenant may be in default hereunder or for any sum which Landlord may expend by reason of Tenant's default in respect of any of the terms of this lease, to Sublandlord’s damages without prejudice including but not limited to any other Sublandlord remedydeficiency or damage incurred in reletting the Leased Premises. Should The covenants in this Section 11.3 are personal covenants between Landlord and Tenant and not covenants running with the entire Security Depositland, and in no event will Landlord's mortgagee(s) or any portion thereofpurchaser at a foreclosure sale or a sale in lieu of foreclosure be liable to Tenant for the return of the security deposit. After each application from Tenant's security deposit, be applied by Sublandlord in accordance with the provisions hereof, Subtenant Tenant shall forthwith upon demand pay to Sublandlord an amount sufficient to restore such Security Deposit replenish said deposit to the amount thereof prior set forth herein. Provided Tenant shall comply with all the terms of this lease, any remaining security shall be returned to such application. Sublandlord shall have the same rights Tenant upon termination of this lease and remedies for the non-payment by Subtenant after surrender of any amounts due on account possession of the Security Deposit as Sublandlord has hereunder for failure of Leased Premises to Landlord, together with any accrued interest (less the Subtenant to pay Base Rent, Additional Rent (hereinafter defined) and other charges (collectively, “Rent”). Provided that Subtenant is not then in default, Sublandlord shall return the Security Deposit or so much thereof as shall not have previously been applied in accordance with the provisions of this Sublease, to Subtenant within thirty (30) days following the expiration or earlier termination of the Sublease and performance by Subtenant of all of the obligations of Subtenant administrative fee to be performed hereunderretained by Landlord, including, without limitation, the surrender of the Premises in compliance with the provisions hereof and the payment of all amounts payable by Subtenant. (a) As an alternative to the payment of the Security Deposit in cash, Subtenant may deliver to Sublandlord an irrevocable letter of credit as security for Subtenant’s faithful performance of Subtenant’s obligations hereunder, which letter of credit shall (i) name Sublandlord as beneficiary, (ii) be in the original face amount of Ninety Five Thousand and 00/100 Dollars ($95,000.00), (hi) be in the form attached hereto as Exhibit C and incorporated provided herein; (iv) issued by a bank with a credit rating of not less than S&P AA, or as otherwise reasonably acceptable to Sublandlord; and (v) be for a term of at least one (1) year, subject to extension in accordance with the terms hereof (the “Letter of Credit”). In the event that Subtenant fails to keep and perform any of a sale of the terms, covenants and conditions Property or assignment of this Sublease to be kept and performed lease by Subtenant, then Sublandlord at its sole option may draw down all or a part of the Letter of Credit to compensate Sublandlord for loss or damage sustained or suffered by Sublandlord due to such breach on the part of Subtenant. Should Sublandlord so apply all or any portion of the Letter of Credit, Subtenant shall, upon Sublandlord’s demand, deliver to Sublandlord a replacement Letter of Credit in the full original amount, and Subtenant’s failure to do so within two (2) business days after receipt of such demand shall constitute a Subtenant Event of Default hereunder. The application of all or any part of the cash proceeds of the Letter of Credit Landlord to any obligation or default of Subtenant under this Sublease shall not deprive Sublandlord of any person other rights or remedies Sublandlord may have nor shall such application by Sublandlord constitute than a waiver by Sublandlord. All costs for the issuance (or reissuance) of said Letter of Credit shall be paid by Subtenant. In the event of an assignment of the tenant’s interest under the Prime Leasemortgagee, Sublandlord Landlord shall have the right to transfer the Letter of Credit security to the assignee of such interest. Subtenant agrees its vendee or assignee, subject to look solely Tenant's aforesaid rights upon termination, and thereupon Landlord shall be released from any liability with respect to such assignee for the return of such security to Tenant, such vendee or assignee to be solely responsible to Tenant therefor. Tenant shall not assign or encumber its interest in the Letter of Credit security deposit, and thereupon Sublandlord neither Landlord nor its successors and assigns shall be discharged from bound by any further liability with respect theretoattempted assignment or encumbrance. (b) The Letter of Credit shall contain a clause whereby the issuing bank agrees to automatically extend the term of the Letter of Credit from year to year throughout the Sublease Term unless, not less than thirty (30) days prior to the date on which the Letter of Credit would expire absent such extension, the issuing bank gives notice to Sublandlord by hand delivery or nationally recognized overnight courier with receipted delivery of non-extension. In the event of notice from the issuing bank of non-extension, Subtenant shall, not later than five (5) business days prior to the date on which the outstanding Letter of Credit shall expire without extension, obtain and deliver to Sublandlord a replacement Letter of Credit. Subtenant’s failure to do so prior to such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (c) In the event of a material adverse change in the financial position of any bank or institution which has issued the Letter of Credit or any replacement Letter of Credit hereunder, Sublandlord reserves the right to require that Subtenant change the issuing bank or institution to another bank or institution reasonably approved by Sublandlord. If the bank or institution on which the original Letter of Credit or any replacement Letter of Credit is drawn is declared insolvent or placed into receivership, Subtenant shall, within five (5) business days thereafter, replace the then-outstanding letter of credit with a like letter of credit from another bank or institution acceptable to Sublandlord and Prime Landlord. Subtenant’s failure to do so within such five (5) business day period shall constitute a Subtenant Event of Default hereunder. (d) The Letter of Credit shall remain in effect for ninety (90) days after the scheduled expiration date of the Sublease Term. If Subtenant performs all of Subtenant’s obligations hereunder, the Letter of Credit, or so much of the cash proceeds thereof as has not theretofore been applied by Sublandlord, shall be returned, without payment of interest or other increment for its use, to Subtenant within thirty (30) days of the later of (i) the last day of the Sublease Term, (ii) the date Subtenant vacated the Premises, or (iii) the date Subtenant has fulfilled all its obligations hereunder. No trust relationship is created herein between Sublandlord and Subtenant regarding the Letter of Credit or the proceeds therefrom. (e) Provided that (i) at the time there is no outstanding and continuing Subtenant Event of Default, (ii) there has been no prior draw or charge by Sublandlord against either the Security Deposit or the Letter of Credit, and (iii) the Subtenant has satisfied the Financial Condition as defined immediately below, then the amount of the Security Deposit shall be reduced to the corresponding amounts set forth in the table below on the corresponding dates. If Subtenant elects to provide a Letter of Credit, then the Letter of Credit may provide for an automatic reduction in its amount corresponding to the reduction in the Security Deposit, but occurring thirty (30) days after the date of reduction of the Security Deposit, provided that if conditions above are not satisfied on the relevant date for reduction of the Security Deposit, then Sublandlord may draw against the Letter of Credit in order to prevent the automatic reduction in its amount. The “Financial Condition” shall be defined as the satisfaction of the following criteria as documented by Subtenant’s updated financial statements delivered to Sublandlord and certified as accurate by an officer of Subtenant or by its outside accountants: a tangible net worth equal to or greater than the net worth of Subtenant in the financial statements delivered to Sublandlord by Subtenant immediately prior to the date of this Sublease. Dates Amount of Security Deposit Commencement Date through December 31, 2008 $ 95,000.00 January 1, 2009 through December 31, 2009 $ 70,000.00 January 1, 2010 through Expiration Date $ 47,500.00