Common use of Delivery Date Clause in Contracts

Delivery Date. Landlord shall deliver exclusive possession of the Expansion Premises to Tenant, in broom-clean condition and free of any tenancies on the earlier of December 31, 2013 or the next business day after (i) the mutual execution of this Second Amendment by Landlord and Tenant and (ii) payment to Landlord of all funds due to be paid by Tenant upon execution of this Second Amendment; and (iii) delivery of written evidence to Landlord of the insurance covering the Expansion Premises required to be procured and maintained by Tenant under Section 19.2 of the Lease (the “Delivery Date”). Tenant’s occupancy of the Expansion Premises from and after the Delivery Date and prior to the Expansion Premises Commencement Date (the “Access Period”) shall be upon all of the terms and conditions of the Lease, as amended (including insurance coverage), except that during the Access Period Tenant shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in this Second Amendment, Landlord shall deliver the Expansion Premises to Tenant, and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Delivery Date, and subject to the following representations and warranties by Landlord as of the Delivery Date: (a) the Building and mechanical systems serving the Expansion Premises shall be in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person for every 200 square feet of Usable Area in the Expansion Premises and (ii) Tenant does not use in the Expansion Premises any above-standard equipment that, in the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession of the Expansion Premises is not delivered by Landlord to Tenant in accordance with the terms and conditions of this Second Amendment within five (5) business days after the Delivery Date, then Tenant shall have the right to terminate this Second Amendment by giving written notice to Landlord within ten (10) business days after such failure. Landlord shall have three (3) days after receipt of such notice to cure such failure and, if Landlord has not cured the matter within such time period, this Second Amendment shall terminate upon a second (2nd) written notice from Tenant after such failure to cure. If such notice of termination is not so given by Tenant within said ten (10) business day time period, then this Second Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued)

Delivery Date. The date Landlord grants Tenant exclusive use of and full access to the Ninth Floor Expansion Premises in the condition required in Section 3.2 below shall deliver exclusive possession be referred to as the “Ninth Floor Expansion Premises Delivery Date”. The actual Ninth Floor Expansion Premises Delivery Date, once established, shall be documented in a letter prepared by Landlord and executed by Landlord and Tenant promptly after the Ninth Floor Expansion Premises Delivery Date occurs. The anticipated Ninth Floor Expansion Premises Delivery Date is July 15, 2017. Landlord represents and warrants to Tenant that Suite 955 (a portion of the Ninth Floor Expansion Premises comprised of 1,254 rentable square feet) is currently occupied by a tenant pursuant to Tenant, in broom-clean condition and free of any tenancies a lease with Landlord (the “Suite 955 Lease”). No other premises on the earlier ninth floor of December 31the Building is occupied or leased or in any way encumbered (except to the extent encumbered by the deed of trust of Bank of America, 2013 or N.A. as identified in the next business day after Bank of America, N.A. SNDA (i) as defined in Section 9.5 below)). Commencing not later than the date of mutual execution of this Second Amendment by Sixth Amendment, Landlord shall, at Landlord’s sole cost and expense, use its diligent best efforts to enforce the relocation provisions of the Suite 955 Lease, relocate the existing tenant to other space in the Building and/or require the existing tenant to vacate and surrender possession of Suite 955 on or before July 15, 2017. Once Landlord has possession of Suite 955, Landlord shall, as soon as reasonably possible, deliver the entire Ninth Floor Expansion Premises to Tenant and (ii) payment in the condition required in Section 3.2 below in all material respects. If Landlord is unable, despite using its diligent best efforts, to Landlord deliver possession of all funds the Ninth Floor Expansion Premises to Tenant on or before July 15, 2017 due to the existing tenant remaining in occupancy of Suite 955, this Sixth Amendment shall not be paid by void or voidable, nor shall Landlord be liable to Tenant upon execution of this Second Amendment; and (iii) delivery of written evidence for any damage resulting from Landlord’s inability to deliver such possession. The Ninth Floor Expansion Premises Delivery Date shall not be deemed to have occurred until the entire Ninth Floor Expansion Premises has been delivered to Tenant in the condition required in Section 3.2 below in all material respects. Landlord acknowledges that the date Tenant is able to commence construction of the insurance covering Improvements in the Ninth Floor Expansion Premises required is a material inducement to be procured and maintained by Tenant under Section 19.2 of Tenant’s agreement to enter into this Sixth Amendment. If the Lease Ninth Floor Expansion Premises Delivery Date has not occurred on or before August 31, 2017 (the “Outside Delivery Date”). ) for any reason except a delay caused by the Tenant’s occupancy , then, Tenant shall receive a day for day abatement of Rent due for the entire Ninth Floor Expansion Premises from and for each day after the Outside Delivery Date and prior to that the Ninth Floor Expansion Premises Commencement Delivery Date (the “Access Period”) has not occurred provided, however, such Outside Delivery Date shall be upon all of the terms and conditions of the Lease, as amended (including insurance coverage), except that during the Access Period Tenant shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in this Second Amendment, Landlord shall deliver the Expansion Premises to Tenant, and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Delivery Date, and subject to the following representations and warranties by Landlord as of the Delivery Date: (a) the Building and mechanical systems serving the Expansion Premises shall be in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than extended one (1) person day for every 200 square feet each day the Ninth Floor Expansion Premises Delivery Date has not occurred solely as a result of Usable Area in Force Majeure; provided further, however, such Outside Delivery Date shall not be extended more than a maximum aggregate combined total of thirty (30) days as a result of Force Majeure. Any such abatement shall be applied to, and offset against, Rent next becoming due and payable under the Lease for the Ninth Floor Expansion Premises and (ii) shall continue to be applied to, and offset against, such Rent until the amount of abatement to which Tenant does not use in is entitled under this paragraph is exhausted. If the Ninth Floor Expansion Premises any above-standard equipment that, in Delivery Date has not occurred on or before thirty (30) days after the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession of the Expansion Premises is not delivered by Landlord to Tenant Outside Delivery Date (as may be extended in accordance with the terms and conditions of this Second Amendment within five (5) business days after the Delivery DateSection 3.1), then Tenant shall have the right to terminate this Second Sixth Amendment (in which event all prepaid amounts shall be promptly refunded to Tenant), by giving written notice to Landlord within ten (10) business days after such failure. Landlord shall have three five (35) business days after receipt of such notice to cure such failure and, if Landlord has not cured the matter within such time period, this Second Sixth Amendment shall terminate upon a second (2nd) written notice from Tenant after such failure to cureterminate. If such notice of termination is not so given by Tenant within said ten (10) business day time period, then this Second Sixth Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued).

Delivery Date. Landlord As used herein the “Delivery Date” shall deliver exclusive possession be the date upon which the Premises is delivered to Sublessee vacant and in broom clean condition with all personal property of the Expansion Sublessor removed other than Furniture, Fixtures and Equipment (as defined herein), and otherwise in the condition required in Section 4.6 hereof (collectively, “Delivery Condition”). Sublessee shall execute a written acknowledgment in the form reasonably required by Sublessor to acknowledge that the Delivery Date has occurred. Sublessor shall use diligent and good faith efforts to cause the Premises to Tenantbe delivered to Sublessee in Delivery Condition by no later than April 1, in broom-clean condition and free of any tenancies on the earlier of December 31, 2013 or the next business day after (i) the mutual execution of this Second Amendment by Landlord and Tenant and (ii) payment to Landlord of all funds due to be paid by Tenant upon execution of this Second Amendment; and (iii) delivery of written evidence to Landlord of the insurance covering the Expansion Premises required to be procured and maintained by Tenant under Section 19.2 of the Lease 2017 (the “Target Delivery Date”). Tenant’s occupancy Notwithstanding the foregoing, Sublessor may delay delivery of the Expansion Premises from and after the Delivery Date and prior to the Expansion Premises Commencement Date (the “Access Period”) shall be upon all of the terms and conditions of the Lease, as amended (including insurance coverage), except that during the Access Period Tenant shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in this Second Amendment, Landlord shall deliver the Expansion Premises to Tenant, and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Delivery Date, and subject to the following representations and warranties by Landlord as of the Delivery Date: (a) the Building and mechanical systems serving the Expansion Premises shall be in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person full floor of the Premises for every 200 square feet no more than fifteen (15) days to accommodate the orderly transition of Usable Area its staff from the Premises, and in such event the Expansion Premises Delivery Date and (ii) Tenant Sublease Commencement Date shall not be affected. It is further agreed that so long as Sublessee reasonably coordinates its entry with Sublessor and does not use in unreasonably interfere with Sublessor’s move out of the Expansion Premises any above-standard equipment that, in the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession of the Expansion Premises is not delivered by Landlord to Tenant in accordance with the terms and conditions of this Second Amendment within five (5) business days after the Delivery Date, then Tenant Sublessee shall have the right to terminate enter the Premises prior to the Delivery Date for the purpose of preparing the Premises for Sublessee’s use and occupancy, including, without limitation, constructing improvements, rearranging Furniture, Fixtures and Equipment and installing other furnishings and equipment (subject to obtaining the consent of Landlord to the extent required for such early access and installations or improvements), and Sublessee shall not be obligated to pay Base Rent or Additional Rent during such period of occupancy prior to the Sublease Commencement Date. If Sublessor does not tender possession of the Premises to Sublessee in the Delivery Condition on or before the Target Delivery Date, April 1, 2017 (which Target Delivery Date is subject to Sublessor’s right to delay delivery of a single floor as set forth above, and is further subject to extension to the extent delivery of the Premises in the Delivery Condition is delayed due to force majeure delays and delays caused by Sublessee), then (1) the validity of this Second Amendment by giving written notice to Landlord within ten Sublease shall not be affected or impaired thereby; (102) business days after such failure. Landlord Sublessor shall have three not be in default hereunder or be liable for damages therefor (except as expressly set forth in Section 3.2 below); (3) days after receipt Sublessee shall accept possession of such notice the Premises when Sublessor tenders possession thereof to cure such failure and, if Landlord has not cured Sublessee in the matter within such time period, this Second Amendment Delivery Condition; (4) the Sublease Commencement Date shall terminate upon be the date on which the Delivery Date occurs (subject to a second delayed Delivery Date for up to one (2nd1) written notice from Tenant after such failure to cure. If such notice of termination is not so given by Tenant within said ten full floor as noted above); and (105) business day time period, then this Second Amendment the Sublease Expiration Date shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued)remain unchanged.

Delivery Date. Landlord Notwithstanding the foregoing, if the Delivery Date does not occur by August 1, 2014 (the “Outside Date”), then, as Tenant’s sole and exclusive remedy in connection therewith except as provided in Section 2.4, Tenant shall deliver exclusive possession be entitled to terminate this Lease upon written notice (the “Outside Date Termination Notice”) electing to terminate this Lease effective upon receipt of the Expansion Premises Outside Date Termination Notice by Landlord. Except as provided hereinbelow, the Outside Date Termination Notice must be delivered by Tenant to TenantLandlord, in broom-clean condition if at all, not earlier than the Outside Date and free not later than thirty (30) days after the Outside Date. If Tenant terminates the Lease pursuant to the right set forth herein, this Lease shall be null and void and of any tenancies on the earlier of December 31, 2013 or the next business day after (i) the mutual execution of this Second Amendment by no further effect and Landlord and Tenant and (ii) payment to Landlord shall be released of all funds due to be paid by Tenant upon execution of obligations in connection with this Second Amendment; and (iii) delivery of written evidence to Landlord Lease as of the insurance covering the Expansion Premises required to be procured and maintained by Tenant under Section 19.2 of the Lease (the “Delivery Date”). termination date set forth in Tenant’s occupancy notice, and Landlord shall return to Tenant all prepaid rent, letters of credits and deposits in connection with this Lease within fifteen (15) days following the Expansion Premises from and after Landlord’s receipt of Tenant’s termination notice. Notwithstanding the foregoing or anything to the contrary set forth in this Lease, the Outside Date shall be extended one (1) day for each day on which there is any delay in the Delivery Date as a result of any Force Majeure event (not to exceed ninety (90) days in the aggregate and prior to any holdover by the Expansion Premises Commencement Date (the “Access Period”) shall be upon all of the terms and conditions of the Lease, as amended (including insurance coverage), except that during the Access Period Existing Tenant shall not be obligated deemed a Force Majeure event). Further, if Tenant does not timely exercise its right to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges terminate this Lease as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in this Second AmendmentSection 2.13, Landlord shall deliver the Expansion Premises to Tenant, and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Delivery Date, and subject to the following representations and warranties by Landlord as of the Delivery Date: (a) the Building and mechanical systems serving the Expansion Premises Expiration Date shall be in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than extended one (1) person day for every 200 square feet of Usable Area each day on which there is any delay in the Expansion Premises and (ii) Tenant does not use in the Expansion Premises any above-standard equipment that, in the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession of the Expansion Premises is not delivered by Landlord to Tenant in accordance with the terms and conditions of this Second Amendment within five (5) business days after the Delivery Date, then Tenant shall have the right to terminate this Second Amendment by giving written notice to Landlord within ten (10) business days after such failure. Landlord shall have three (3) days after receipt of such notice to cure such failure and, if Landlord has not cured the matter within such time period, this Second Amendment shall terminate upon a second (2nd) written notice from Tenant after such failure to cure. If such notice of termination is not so given by Tenant within said ten (10) business day time period, then this Second Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued).

Delivery Date. Landlord shall deliver exclusive and Tenant presently anticipate that possession of the Expansion Premises will be tendered to Tenant, Tenant in broom-clean the condition and free of any tenancies required by this Lease on the earlier of December 31, 2013 or the next about one (1) business day after (i) the mutual following Tenant’s full execution and delivery of this Second Amendment by Landlord and Tenant and (ii) payment Lease to Landlord of all funds due to be paid by Tenant upon execution of this Second Amendment; and (iii) delivery of written evidence to Landlord of the insurance covering the Expansion Premises required to be procured and maintained by Tenant under Section 19.2 of the Lease (Landlord, the “Estimated Delivery Date”). Tenant’s occupancy If Landlord is unable to tender possession of the Expansion Premises from and after in such condition to Tenant by the Delivery Date and prior to the Expansion Premises Commencement Date (the “Access Period”) shall be upon all of the terms and conditions of the Lease, as amended (including insurance coverage), except that during the Access Period Tenant shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in this Second Amendment, Landlord shall deliver the Expansion Premises to Tenant, and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Estimated Delivery Date, and subject to the following representations and warranties by Landlord as of the Delivery Date: then (a) the Building and mechanical systems serving the Expansion Premises validity of this Lease shall not be in proper working order and repair; affected or impaired thereby, (b) the Building systems serving the Expansion Premises Landlord shall provide electrical and HVAC capacity not be in default hereunder or be liable for standard office use consistent with Class A buildings in the Woodland Hills Areadamages therefor, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person for every 200 square feet of Usable Area in the Expansion Premises and (iic) Tenant does not use in the Expansion Premises any above-standard equipment that, in the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If shall accept possession of the Expansion Premises when Landlord tenders possession thereof to Tenant; provided, however, if the Premises is not delivered by Landlord the tenth (10th) business day after the Estimated Delivery Date and such delay was not caused by the act or omission of Tenant, its employees, agents or contractors or due to Force Majeure, then, as Tenant’s sole and exclusive remedy, Tenant shall be entitled to a day for day abatement of Basic Rent for the period between the Estimated Delivery Date and the Delivery Date. Such abatement of Basic Rent, if any, shall be applied to Basic Rent beginning on the Rent Commencement Date. By occupying the Premises, Tenant shall be deemed to have accepted the Premises in accordance with their condition as of the terms and conditions date of this Second Amendment within such occupancy, subject to the performance of the Punch-List Items (as hereinafter defined). Within five (5) business days after the Delivery Datefollowing Xxxxxxxx’s request therefore, then Tenant shall have the right to terminate this Second Amendment by giving written notice execute and deliver to Landlord within ten a letter substantially in the form of Exhibit E hereto confirming (101) business days after such failure. Landlord shall have three the Commencement Date and the expiration date of the initial Term, (2) that Tenant has accepted the Premises, and (3) days after receipt of such notice to cure such failure and, if that Landlord has performed all of its obligations with respect to the Premises; however, the failure of the parties to execute such letter shall not cured defer the matter within such time periodCommencement Date or otherwise invalidate this Lease. Except as expressly provided hereinafter, entry into the Premises by any Tenant Party prior to the Commencement Date shall be subject to all of the provisions of this Second Amendment Lease excepting only those requiring the payment of Basic Rent and Additional Rent, and before Tenant may occupy the Premises to conduct business therein, Tenant shall terminate upon deliver to Landlord a second certificate of occupancy from the appropriate governmental authority for the Premises (2nd) written notice from Tenant after such failure to cure. If such notice of termination is not so given by Tenant within said ten (10) business day time period, then this Second Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continuedor the applicable portion thereof).

Delivery Date. The "Delivery Date" shall be the date on which Landlord shall deliver exclusive possession of the Expansion Premises to Tenant, in broom-clean condition and free of any tenancies on the earlier of December 31, 2013 or the next business day after has (i) completed the mutual execution construction components of this Second Amendment the Base Building Improvements required to be completed by Landlord and in order for the "Initial Tenant Work Date" (as defined in the Work Letter) to occur, and (ii) payment tendered possession of the Premises to Tenant subject to Landlord's continuing right to access the Premises and take all steps required to complete the Base Building Improvements, provided, however, that if the Delivery Date does not occur on or before April 1, 2001 (as may be extended as provided below, the "Outside Delivery Date"), or if Landlord has not acquired title to the Land and Buildings on or before the Outside Delivery Date, Tenant shall have the right to terminate this Lease by written notice to Landlord at any time within five (5) days after the Outside Delivery Date as so extended. If Tenant does not elect to terminate this Lease within such five (5) day period, Tenant shall again have the option to terminate this Lease by delivering written notice to Landlord within five (5) business days after the thirtieth (30th) day following the Outside Delivery Date as so extended, and each thirtieth (30th) day thereafter (each such date, together with the initial applicable date as so extended, a "Window Date"), if either the Delivery Date has not occurred or the Landlord has not acquired title to the Land and Buildings on or before any such Window Date. If Tenant does not deliver written notice of termination to Landlord within any such five day period after a Window Date, all funds due rights and obligations of the parties under this Lease shall continue notwithstanding the delay in the Delivery Date or acquisition of title. Tenant's sole and exclusive remedy in the event of delay in the Delivery Date or Landlord's acquisition of title to the Land or Buildings shall be paid to terminate this Lease as provided in this Paragraph 3(b). The Outside Delivery Date shall be extended as follows: (A) one day for each day of delay caused by Tenant upon execution of this Second AmendmentDelays (as defined in the Work Letter); and (iiiB) delivery by the amount of written evidence time required to complete any arbitration process resulting from disputes between Landlord and Tenant under the Work Letter plus an additional thirty (30) days. All of the insurance covering the Expansion Premises required to be procured rights and maintained by Tenant under Section 19.2 obligations of the parties under this Lease (other than Tenant's obligation to pay Monthly Base Rent and Additional Charges for Expenses and Taxes) shall commence on the “Delivery Date”). Tenant’s occupancy of Tenant shall be deemed to occupy the Expansion Premises from and after the Delivery Date and prior to the Expansion Premises Commencement Date (the “Access Period”) shall be upon all of the terms and conditions of the Lease, as amended (including insurance coverage), except that during the Access Period Tenant shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in this Second Amendment, Landlord shall deliver the Expansion Premises to Tenant, and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Delivery Date, and subject to the following representations and warranties by Landlord as of the Delivery Date: (a) the Building and mechanical systems serving the Expansion Premises shall be in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person for every 200 square feet of Usable Area in the Expansion Premises and (ii) Tenant does not use in the Expansion Premises any above-standard equipment that, in the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession of the Expansion Premises is not delivered by Landlord to Tenant in accordance with the terms and conditions of this Second Amendment within Within five (5) business days after the Delivery Date, then the parties shall execute a letter confirming the Delivery Date and certifying that Tenant shall have has accepted delivery of the right to terminate this Second Amendment by giving written notice to Landlord within ten Premises, in the form attached hereto as Exhibit "B" (10) business days after such failurethe "Delivery Date Memorandum"). Landlord shall have three (3) days after receipt of such notice to cure such failure and, if Landlord has not cured the matter within such time period, this Second Amendment shall terminate upon a second (2nd) written notice from Tenant after such Either party's failure to cure. If such notice of termination is request execution of, or to execute, the Delivery Date Memorandum shall not so given by Tenant within said ten (10) business day time period, then this Second Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued)any way alter the Delivery Date.

Delivery Date. Landlord shall deliver exclusive give Tenant written notice of not less than ten (10) days of the date on which Landlord's Work will be substantially completed and the Premises will be available to Tenant for the performance of Tenant's Work. Tenant agrees to take physical possession of the Expansion Premises and begin its work under Section 3.03 on the date Landlord tenders possession of the Premises to Tenant, in broom-clean condition and free of any tenancies . The date on which the earlier of December 31, 2013 or Premises are made available to Tenant shall be the next business day after (i) the mutual execution of this Second Amendment by Landlord and Tenant and (ii) payment to Landlord of all funds due to be paid by Tenant upon execution of this Second Amendment; and (iii) delivery of written evidence to Landlord of the insurance covering the Expansion Premises required to be procured and maintained by Tenant under Section 19.2 of the Lease (the “"Delivery Date”). Tenant’s occupancy of the Expansion Premises ", and from and after the Delivery Date Tenant agrees to diligently perform Tenant's Work to completion. If the Premises are not delivered to Tenant within twenty-four (24) months from the date of this Lease, Landlord and Tenant shall have the option, to terminate this Lease upon prior written notice to the other party and, in such event, this Lease shall thereafter be null and void and of no further force or effect, and any money or security deposited hereunder shall be returned to Tenant and thereafter neither party shall have any further liability to the other, either for damages or otherwise, by reason of such termination as though this Lease had not been executed in the first instance. Under no circumstances shall Landlord be liable to Tenant in damages for any delay in commencing or completing the Premises, or for a total failure to complete same or for a failure to deliver same. Tenant hereby expressly agrees that the entry or occupancy of the Premises by Tenant or Tenant's agents or contractors prior to the Expansion Premises date herein fixed for the Term Commencement Date (the “Access Period”) shall be upon governed by and shall be subject to all of the terms and conditions provisions of the this Lease, as amended (including insurance coverage), except that during the Access Period and Tenant shall not be obligated observe and perform all its obligations under this Lease, including, without limitation, its obligation to pay Fixed Monthly Rent or Additional Rent charges for temporary utilities, insurance, and other charges pursuant to the provisions of Exhibit "C", but excepting its obligations to pay Minimum Rent, Common Area Expenses, Taxes, Insurance, and charges for the Expansion PremisesFund, from the date upon which the Premises are made available to Tenant for its work (or HVACfrom the date when Tenant commences to perform Tenant's Work, janitorialif earlier) until the Term Commencement Date. Tenant's Work: Other than work done pursuant to Section 3.01, parking charges all work is to be performed by Tenant at its expense (except such parking charges as are due under "Tenant's Work") in accordance with Exhibit "C", attached hereto and made a part hereof and in accordance with the Lease provisions hereof. All entry into the Premises and work done by Tenant shall be at Tenant's risk. Tenant shall prepare and submit to Landlord store design and working drawings of Tenant's Work with respect to the Existing PremisesPremises within thirty (30) during Normal Business Hours days after the date of this Lease. In the event Tenant's plans and specifications, in the sole judgment of Landlord or Landlord's architect, are incomplete, inadequate or inconsistent with the terms of this Lease and/or do not conform to the standards of design, motif, decor and quality established or adopted by Landlord and/or would tend to create an imbalance with or be incompatible with adjoining premises, and/or would subject Landlord to additional costs or expenses in the performance of Landlord's Work, and/or would provide for or require any installation or work which is or might be unlawful or create an unsound or dangerous condition or adversely affect the Expansion structural soundness of the Premises until or the Expansion building of which the same forms a part, and/or would interfere with the use and enjoyment of any adjoining space in the building in which the Premises Commencement Dateare located, provided then, in the event Landlord determines that during Landlord and Tenant are unable to agree upon store design drawings and/or working drawings, Landlord shall have the Access Period option, upon ten (10) days' written notice to Tenant to declare this Lease null and void and of no further force and effect, in which event this Lease shall terminate. All work performed by Tenant shall pay be subject to Landlord's prior written approval and shall be in accordance with good construction practices, all applicable laws, codes, ordinances, regulations, and insurance requirements and Landlord's reasonable rules and regulations. No material deviations from the final plans and specifications, once approved by Landlord, shall be permitted. Landlord's review of Tenant's plans and specifications shall not constitute the assumption of any responsibility by Landlord for Excess HVAC their accuracy or sufficiency, and shall in no event create an express or implied confirmation that Tenant's design and/or working drawings have been prepared in accordance with the Leaserequirements of applicable laws, codes, ordinances and any above-standard janitorial services or other above-standard servicesregulations. Except as otherwise set forth in this Second AmendmentFurther, Landlord shall deliver the Expansion Premises have no responsibility or liability for any loss or damage to any property belonging to Tenant, . Tenant agrees to pay for all the utilities used or consumed in the Premises by Tenant on and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Delivery Date. Tenant shall obtain, at Tenant's sole expense, all certificates and subject approvals which may be necessary so that a certificate of occupancy for the Premises may be issued. Copies of all such certificates shall be delivered to Landlord prior to Tenant commencing Tenant's Work. Upon the issuance of the -------------------------------------------------------------------------------- 102 certificate of occupancy, a copy thereof shall be immediately delivered to Landlord. Except for Landlord's Work, Tenant shall ready the Premises for the opening of Tenant's business by the Term Commencement Date. Alterations by Tenant: Tenant may not make any exterior, structural or mechanical alterations to the following representations and warranties by Landlord as Premises without the prior written consent of Landlord. In addition, Tenant shall not make any interior alterations, except for alterations to the decor of the Delivery Date: (a) the Building and mechanical systems serving the Expansion Premises shall be in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person for every 200 square feet of Usable Area in the Expansion Premises and (ii) Tenant does not use in the Expansion Premises any above-standard equipment that, in the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity such alterations affect color or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession merchandising aspects of the Expansion Premises is not delivered by Landlord to Tenant in accordance with the terms and conditions of this Second Amendment within five (5) business days after the Delivery Dateinterior only, then Tenant shall have the right to terminate this Second Amendment by without giving prior written notice to Landlord and Landlord giving Tenant its written consent therefore. Any such alterations shall be performed in a good and workmanlike manner and in accordance with applicable legal and insurance requirements and the terms and provisions of this Lease. In the event that any mechanic's lien is filed against the Premises or Shopping Center as a result of any work or act of Tenant, Tenant, at its expense, shall discharge or bond off the same within ten (10) business days after such failurefrom the filing thereof. If Tenant fails to discharge said mechanic's lien, Landlord shall have three (3) days after receipt may bond or pay without inquiring into the validity of merits of such notice lien and all sums so advanced shall be paid to cure Landlord as Additional Rent. Prior to the commencement of any work by Tenant, Tenant shall obtain public liability and workmen's' compensation insurance to cover every contractor to be employed by Tenant, and shall deliver duplicate originals of all certificates of such failure andinsurance to Landlord for written approval. If, if in an emergency, it shall become necessary to make repairs required to be made by Tenant, Landlord has not cured may reenter the matter within Premises and proceed to have such time period, this Second Amendment repairs made and pay the costs thereof. Tenant shall terminate upon a second (2nd) written notice from Tenant after pay Landlord the costs of such failure to cure. If such notice of termination is not so given by Tenant within said ten (10) business day time period, then this Second Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued)repairs as Additional Rent.

Delivery Date. Landlord This Warrant shall deliver exclusive possession be deemed to have been exercised on the date the Exercise Price and the Notice of Exercise is received by the Company. The Warrant Shares shall be deemed to have been issued, and Holder shall be deemed to have become a holder of record of such shares for all purposes, as of such date irrespective of the Expansion Premises date such Warrant Shares are credited to Tenant, in broom-clean condition and free of any tenancies on the earlier of December 31, 2013 or Holder’s account. If the next business day after (i) the mutual execution of this Second Amendment by Landlord and Tenant and (ii) payment Company fails to Landlord of all funds due to be paid by Tenant upon execution of this Second Amendment; and (iii) effect delivery of written evidence the applicable Warrant Common Shares to Landlord of Holder pursuant to an exercise on or before the insurance covering the Expansion Premises required to be procured and maintained by Tenant under Section 19.2 of the Lease (the “Delivery Date”). Tenant’s occupancy of the Expansion Premises from and after the Delivery Date and prior to the Expansion Premises Commencement Date (the “Access Period”) shall be upon all of the terms and conditions of the Lease, as amended (including insurance coverage), except that during the Access Period Tenant shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in this Second Amendment, Landlord shall deliver the Expansion Premises to Tenant, and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the applicable Warrant Share Delivery Date, if required, and if after such date, due to the Company’s continuing failure to deliver the applicable Warrant Common Shares, the Holder purchases (in an open market transaction or otherwise) shares of Common Stock to deliver in satisfaction of a sale by the Holder of the Warrant Common Shares which the Holder anticipated receiving upon such exercise (a “Buy-In”), then the Company shall, within two (2) Trading Days after the Holder’s request and in the Holder’s sole discretion, either (1) pay in cash to the Holder an amount equal to the Holder’s total purchase price (including brokerage commissions, if any) for the shares of Common Stock so purchased, at which point the Company’s obligation to deliver such certificate (and to issue such Warrant Common Shares) shall terminate or (2) promptly honor its obligation to deliver to the Holder a certificate or certificates representing such Warrant Common Shares and pay cash to the Holder in an amount equal to the excess (if any) of Holder’s total purchase price (including brokerage commissions, if any) for the shares of Common Stock so purchased in the Buy-In over the product of (A) the number of shares of Common Stock purchased in the Buy-In, times (B) the VWAP on the Exercise Date. For the avoidance of doubt, the Buy-In right in this Section 2(e)(ii) shall apply only to Warrant Common Shares, and not to Warrant Preferred Shares. Additionally, if the Company fails for any reason to deliver to the Holder the Warrant Shares subject to a Notice of Exercise by the Warrant Share Delivery Date, the Company shall pay to the Holder, in cash, as liquidated damages and not as a penalty, for each $1,000 of Warrant Common Shares subject to such exercise (based on the VWAP of the Common Stock on the date of the applicable Notice of Exercise), $10 per Trading Day (increasing to $20 per Trading Day on the fifth Trading Day after such liquidated damages begin to accrue) for each Trading Day after such Warrant Share Delivery Date until such Warrant Shares are delivered or Holder rescinds such exercise. The “VWAP” means, for any date, the price determined by the first of the following representations and warranties by Landlord as of the Delivery Dateclauses that applies: (a) if the Building and mechanical systems serving Common Stock is then listed or quoted on a Trading Market, the Expansion Premises shall be in proper working order and repairdaily volume weighted average price of the Common Stock for such date (or the nearest preceding date) on the Trading Market as reported by Bloomberg Financial L.P. (based on a Trading Day from 9:30 a.m. Eastern Time to 4:02 p.m. Eastern Time); (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person for every 200 square feet of Usable Area in the Expansion Premises and (ii) Tenant does not use in the Expansion Premises any above-standard equipment that, in the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession volume weighted average price of the Expansion Premises Common Stock for such date (or the nearest preceding date) on the OTC Bulletin Board or (c) if the Common Stock is not delivered then listed or quoted on the OTC Bulletin Board and if prices for the Common Stock are then reported on the Pink Open Market (or a similar organization or agency succeeding to its functions of reporting prices), the most recent bid price per share of the Common Stock so reported; or (d) in all other cases, the fair market value of a share of Common Stock as determined by Landlord to Tenant in accordance with a good faith determination of the terms and conditions Company’s Board of this Second Amendment within five (5) business days after the Delivery Date, then Tenant shall have the right to terminate this Second Amendment by giving written notice to Landlord within ten (10) business days after such failure. Landlord shall have three (3) days after receipt of such notice to cure such failure and, if Landlord has not cured the matter within such time period, this Second Amendment shall terminate upon a second (2nd) written notice from Tenant after such failure to cure. If such notice of termination is not so given by Tenant within said ten (10) business day time period, then this Second Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued)Directors.

Delivery Date. (1) Notwithstanding anything set forth in the Lease to the contrary, the actual Delivery Date for the Fourth Floor North Premises only shall be the date that is the later of (A) the date Landlord shall deliver exclusive delivers the Fourth Floor North Premises to Tenant with Landlord’s Delivery Conditions satisfied, and (B) the date that is two (2) business days after Tenant notifies Landlord that Tenant is ready to receive possession of the Expansion Fourth Floor North Premises (“Tenant’s Possession Notice”), which Tenant anticipates to occur on or around July 1, 2020. Notwithstanding the foregoing, if Tenant has not delivered Tenant’s Possession Notice by the Fourth Floor Rent Commencement Date, then the actual Delivery Date shall occur on the first date on or after the Fourth Floor Rent Commencement Date upon which Landlord delivers possession of the Fourth Floor North Premises to Tenant with Landlord’s Delivery Conditions satisfied regardless of whether Tenant has delivered Tenant, in broom-clean condition and free of any tenancies on the earlier of December 31, 2013 or the next business day after (i) the mutual execution of this Second Amendment by ’s Possession Notice to Landlord. Landlord and Tenant and (ii) payment to Landlord of all funds due to be paid by Tenant upon execution of this Second Amendment; and (iii) delivery of written evidence to Landlord may not deliver physical possession of the insurance covering Fourth Floor North Premises until the Expansion Premises required to be procured and maintained by Tenant under Section 19.2 of the Lease (the “actual Delivery Date”)Date as set forth above. Tenant’s occupancy acceptance of the Fourth Floor North Premises on the actual Delivery Date shall be subject to the terms of Section 1.1 of the Work Letter. Tenant shall have the right to construct the Unilateral Expansion Space Tenant Improvements in the Fourth Floor North Premises and, if applicable, the Alterations on the Balcony without the payment or triggering of Rent obligations from and after the actual Delivery Date through and prior to including the Expansion Fourth Floor North Premises Commencement Date (the “Access Period”as defined in Section 2(a)(iii) shall be upon all of the terms and conditions of the Lease, as amended (including insurance coverage), except that during the Access Period Tenant shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premisesbelow) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in this Second Amendment, Landlord shall deliver the Expansion Premises to Tenant, and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Delivery Date, and subject to the following representations and warranties by Landlord as of the Delivery Date: (a) the Building and mechanical systems serving the Expansion Premises shall be in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person for every 200 square feet of Usable Area in the Expansion Premises and (ii) Tenant does not use in the Expansion Premises any above-standard equipment that, in the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession of the Expansion Premises is not delivered by Landlord to Tenant in accordance with the terms and conditions of this Second Amendment within five the Work Letter, including without limitation Section 5.3 thereof (5) business days Early Access); provided, however, Tenant may elect for the review and approval process set forth in Section 4 of the Work Letter to commence any time after the Delivery Date, then Effective Date with respect to the Unilateral Expansion Space Tenant shall have Improvements in the right to terminate this Second Amendment by giving written notice to Landlord within ten (10) business days after such failure. Landlord shall have three (3) days after receipt of such notice to cure such failure Fourth Floor North Premises and, if Landlord has not cured applicable, the matter within such time period, this Second Amendment shall terminate upon a second (2nd) written notice from Tenant after such failure to cure. If such notice of termination is not so given by Tenant within said ten (10) business day time period, then this Second Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued)Alterations on the Balcony.

Delivery Date. Landlord shall deliver exclusive possession Upon Lessor's substantial completion of the Expansion Premises Landlord's ------------- Work to Tenantthe Original Premises, in broom-clean condition either Lessor or Lessor's architect shall provide written certification of same to Lessee, and free the date of any tenancies on delivery to Lessee of such written certification shall be referred to herein as the earlier of December 31, 2013 or the next business day after (i) the mutual execution of this Second Amendment by Landlord and Tenant and (ii) payment to Landlord of all funds due to be paid by Tenant upon execution of this Second Amendment; and (iii) delivery of written evidence to Landlord "Delivery Date." If Lessor's substantial completion of the insurance covering Landlord Work to the Expansion Original Premises required shall be delayed in any material respect by any action or inaction attributable to be procured and maintained by Tenant under Section 19.2 of the Lease (the “Delivery Date”). Tenant’s occupancy of the Expansion Premises from and after Lessee, then the Delivery Date and prior shall be deemed to be such earlier date as Lessor's architect shall reasonably determine Lessor's substantial completion of the Landlord Work to the Expansion Original Premises would have occurred, but for such delay of Lessee. Lessor and Lessee acknowledge and agree that Lessee's requests for material changes in the Landlord Work (formerly known as the Base Building Work) and the Tenant Improvements Work; suspension or delay in Lessor's prosecution of the Landlord Work; suspension or delay in Lessor's ordering of necessary equipment for the Landlord Work and the Tenant Improvements Work; and expansion into the Additional Premises, have caused delay in Lessor's completion of the improvements to the Project to be completed by Lessor. due to no fault or neglect of Lessor, and such delay would have resulted in delay in the Rent Commencement Date (the “Access Period”) shall be upon all of the terms and conditions of under the Lease, as amended (including insurance coverage)originally provided. Accordingly, except Lessor and Lessee acknowledge and agree that during it is a material part of the Access Period Tenant consideration to Lessor under this Amendment, without which Lessor would not entered into this Amendment, that the Delivery Date shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC occur in strict accordance with the Leaseprovisions of this Paragraph 52, notwithstanding that any Landlord Work to the Additional Premises or any Tenant Improvements Work shall not then be completed. Moreover, Lessor and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in Lessee further acknowledge and agree that it is a further material part of the consideration to Lessor under this Second Amendment, Landlord shall deliver the Expansion Premises to Tenant, without which Lessor would not entered into this Amendment and Tenant shall accept the Expansion Premises, would have instead satisfied its obligations and exercised its rights and remedies as originally provided in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Delivery Date, and subject to the following representations and warranties by Landlord as detriment of Lessee, that the Delivery Date: (a) the Building and mechanical systems serving the Expansion Premises Rent Commencement Date shall be also occur in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person for every 200 square feet of Usable Area in the Expansion Premises and (ii) Tenant does not use in the Expansion Premises any above-standard equipment that, in the aggregate with Tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession of the Expansion Premises is not delivered by Landlord to Tenant in strict accordance with the terms and conditions provisions of this Second Amendment within five (5) Paragraph 52, notwithstanding that, among other things, the Tenant Improvements Work may not then be complete, the Premises may not then be occupied by Lessee, or the Premises may not then be open for business days after to the Delivery Date, then Tenant shall have the right to terminate this Second Amendment by giving written notice to Landlord within ten (10) business days after such failure. Landlord shall have three (3) days after receipt of such notice to cure such failure and, if Landlord has not cured the matter within such time period, this Second Amendment shall terminate upon a second (2nd) written notice from Tenant after such failure to cure. If such notice of termination is not so given by Tenant within said ten (10) business day time period, then this Second Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued)general public.

Delivery Date. (a) Landlord understands and acknowledges that Tenant intends to open the Leased Premises for the operation and conduct of its storage and distribution business on November 1, 2013. The “Delivery Date” shall deliver exclusive possession be the date upon which all of the Expansion Premises to Tenant, in broom-clean condition and free of any tenancies on the earlier of December 31, 2013 or the next business day after following conditions (i) the mutual execution of this Second Amendment by Landlord and Tenant and (ii) payment to Landlord of all funds due to be paid by Tenant upon execution of this Second Amendment; and (iii) delivery of written evidence to Landlord of the insurance covering the Expansion Premises required to be procured and maintained by Tenant under Section 19.2 of the Lease (collectively the “Delivery Date”). Tenant’s occupancy of the Expansion Premises from and after the Delivery Date and prior to the Expansion Premises Commencement Date (the “Access PeriodConditions”) shall be upon completed or have occurred: (i) Landlord delivers actual possession of the Leased Premises to Tenant with Landlord’s Work “Substantially Completed” as defined below, broom clean and free of all construction tools and debris and free of all existing tenancies; (ii) Landlord shall have delivered an A.I.A. Certificate of Substantial Completion signed by Landlord, its architect of record and its general contractor confirming all of the terms foregoing; (iii) Landlord shall have procured and conditions delivered to Tenant a certificate of the Lease, as amended (including insurance coverage), except that during the Access Period Tenant shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services occupancy or other above-standard services. Except as otherwise set forth in this Second Amendment, governmental approval sufficient to allow Tenant to enter the Premises to install its fixtures and store its merchandise; (iv) Landlord shall deliver have provided Tenant the Expansion Premises to Tenant, architect certificate required in Section 1.2; and Tenant (v) Landlord shall accept have given the Expansion PremisesDelivery Notice (hereinafter defined). Landlord agrees that the Delivery Date shall, in its “as-is” conditionall events, be on or before November 1, 2013, subject to Landlordthe provisions of Section 27.9. If Landlord fails to deliver the Leased Premises to Tenant with all of the Delivery Conditions completed by November 10, 2013, then Tenant shall be entitled as a credit against the first accruing Rents hereunder an amount equal to two day’s obligations under Base Rent hereunder per day for each day after November 10, 2013 and prior to December 1, 2013, in which the Lease Delivery Conditions are not completed as liquidated damages (the “Late Delivery Credit”). In the event that the Delivery Date has not occurred by November 30, 2013, from and this Second Amendmentafter December 1, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after 2013 until the Delivery Date, the Late Delivery Credit shall be increased for such period to an amount equal to three days Base Rent hereunder per each day from and subject to the following representations and warranties by Landlord as of including December 1, 2013 until the Delivery Date: (a) . Both parties acknowledge that if the Building and mechanical systems serving the Expansion Premises shall be in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person for every 200 square feet of Usable Area in the Expansion Premises and (ii) Tenant actual Delivery Date does not use in the Expansion Premises any above-standard equipment thatoccur on or before November 10, in the aggregate with 2013, Tenant’s other electrical equipment in damages will be difficult, if not impossible to ascertain and the Expansion Premisesamount of liquidated damages set forth above is a reasonable estimate of the damages which would be suffered by Tenant. In the event that the Delivery Date is not on or before January 29, consumes above-standard levels of electricity or otherwise overloads 2014, Tenant shall also have the Building’s electrical systems or creates any safety hazardsright, at its sole option, to terminate this Lease upon written notice to Landlord prior to the actual Delivery Date. If possession Tenant so terminates, then the liquidated damages described above will be calculated with reference to the date of termination rather than the Expansion Premises is not delivered actual Delivery Date and the amount so determined will be payable by Landlord to Tenant in accordance with cash (rather than a credit against Rent) upon demand, and such payment obligation shall survive the terms termination of the Lease and conditions of this Second Amendment within five (5) business days neither party shall have any further rights or obligations under the Lease after the Delivery Date, then termination date. Tenant shall have acknowledges that the right to terminate remedies set forth in this Second Amendment by giving written notice to Landlord within ten (10subsection 1.3(a) business days after such failure. Landlord shall have three (3) days after receipt of such notice to cure such failure and, if Landlord has not cured the matter within such time period, this Second Amendment shall terminate upon a second (2nd) written notice from Tenant after such are its sole and exclusive remedies for Landlord’s failure to cure. If such notice of termination is not so given deliver the Leased Premises to Tenant with all the Delivery Conditions completed by Tenant within said ten (November 10) business day time period, then this Second Amendment shall continue in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued)2013.

Delivery Date. Landlord shall deliver exclusive possession of Each Suite within the Expansion Premises to Tenant, in broom-clean condition and free of any tenancies on shall be deemed delivered upon the earlier of December 31, 2013 or the next business day after (i) the mutual execution of this Second Amendment by Landlord and Tenant and (ii) payment to Landlord of all funds due to be paid by Tenant upon execution of this Second Amendment; and (iii) delivery of written evidence to Landlord of the insurance covering the Expansion Premises required to be procured and maintained by Tenant under Section 19.2 of the Lease date (the “Delivery Date”). Tenant’s occupancy ) that is the later of (i) the date Landlord delivers such Suite to Tenant with Landlord Work (as defined in Section 1.2 of the Expansion Premises from Work Letter attached hereto as Exhibit B, the “Work Letter”) applicable to such Suite substantially completed (provided, that Landlord shall not be required to substantially complete the Restroom Work and after the 14th Floor Work (as respectively defined in Sections 1.2.2 and 1.2.3 of the Work Letter) prior to the Delivery Date and for Suites on those floors of the Building, but Landlord shall complete such work at least sixty (60) days prior to the Expansion Premises Suite Commencement Date (for the “Access Period”) shall be upon all of initial Suite on the terms and conditions of the Lease, as amended (including insurance coverageapplicable floor), except that during the Access Period Tenant shall not be obligated to pay Fixed Monthly Rent or Additional Rent for the Expansion Premises, or HVAC, janitorial, parking charges (except such parking charges as are due under the Lease with respect to the Existing Premises) during Normal Business Hours for the Expansion Premises until the Expansion Premises Commencement Date, provided that during the Access Period Tenant shall pay for Excess HVAC in accordance with the Lease, and any above-standard janitorial services or other above-standard services. Except as otherwise set forth in this Second Amendment, Landlord shall deliver the Expansion Premises to Tenant, and Tenant shall accept the Expansion Premises, in its “as-is” condition, subject to Landlord’s obligations under the Lease and this Second Amendment, and subject to any latent defects of [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. which Tenant notifies Landlord in writing within six (6) months after the Delivery Date, and subject to the following representations and warranties by Landlord as of the Delivery Date: (a) the Building and mechanical systems serving the Expansion Premises shall be in proper working order and repair; (b) the Building systems serving the Expansion Premises shall provide electrical and HVAC capacity for standard office use consistent with Class A buildings in the Woodland Hills Area, provided that (i) occupancy in the Expansion Premises is, on average, no more than one (1) person for every 200 square feet of Usable Area in the Expansion Premises and (ii) the Estimated Delivery Date. Landlord shall use good faith efforts to complete Landlord Work and deliver each Suite within the Expansion Premises by the Estimated Delivery Date. The Estimated Delivery Date for each Suite has been based upon Landlord having sixty (60) days after the surrender of such Suite by the current tenant to complete Landlord Work prior to delivering such Suite to Tenant. Landlord represents, warrants and covenants to Tenant that: (i) the existing term of each lease with a current tenant (each, a “Current Tenant”) in any of the Suites (each, a “Current Lease”) will expire or terminate, either by its terms or pursuant to a written termination agreement between Landlord and such Current Tenant that has been or will be entered into prior to the execution of this Amendment, at least sixty (60) days prior to the applicable Estimated Delivery Date for each such Suite, (ii) with respect to each Current Lease that grants a Current Tenant the right to renew the lease term beyond the Estimated Delivery Date for such Suite, Landlord has the unilateral right under the applicable Current Lease to relocate such Current Tenant to alternative premises in the Building and has appropriate space available for such relocation, and (iii) if any Current Tenant exercises such a renewal right set forth in subheading (ii), Landlord shall relocate such Current Tenant. If a Current Tenant or a subtenant or assignee of a Current Tenant holds over or does not relocate to another portion of the Building on the date designated by Landlord for such relocation and such Current Tenant or a subtenant or assignee of such Current Tenant does not use in surrender such Suite to Landlord on the Expansion Premises any above-standard equipment thatapplicable expiration date or the designated relocation date, in then the aggregate with TenantEstimated Delivery Date for such Suite shall be extended day for day based upon such tenant’s other electrical equipment in the Expansion Premises, consumes above-standard levels of electricity or otherwise overloads the Building’s electrical systems or creates any safety hazards. If possession of the Expansion Premises is not delivered by Landlord to Tenant in accordance with the terms and conditions of this Second Amendment within five (5) business days holdover after the Delivery Date, then Tenant shall have the right to terminate this Second Amendment by giving written notice to Landlord within ten (10) business days after such failureapplicable expiration date or relocation date. Landlord shall have three (3) days after receipt of use commercially reasonable efforts to cause such notice holdover tenant to cure such failure and, if Landlord has not cured surrender the matter within such time period, this Second Amendment shall terminate upon a second (2nd) written notice from Tenant after such failure to cure. If such notice of termination is not so given by Tenant within said ten (10) business day time period, then this Second Amendment shall continue Suite in full force and effect. SECOND AMENDMENT TO OFFICE LEASE (continued)an expeditious manner.