Common use of Premises Clause in Contracts

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

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

Premises. In consideration of the obligation of Tenant to pay rent as herein provided, and in consideration of the other terms, provisions and covenants hereof, Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Premises for the Permitted Use. The Premises are comprised of the Net Rentable Area in the Building situated on the Land in the County of Durham, City of Durham, State of North Carolina, more particularly described on Exhibit A, attached hereto and incorporated herein by reference, together with all rights, privileges, easements, appurtenances and immunities belonging to or in any way pertaining to the Premises. Except as provided herein (and subject to latent defects not readily apparent through visual inspection and identified “punchlist” items, which Landlord shall endeavor repair within a reasonable amount of time), Tenant shall lease the Premises “as is” with no representations or warranties made by Landlord as to tender possession the condition of the Premises To the best of its knowledge, Landlord represents and warrants that as of this date, the Premises are in material compliance with all Applicable Laws, and are in good condition and repair subject to reasonable wear and tear. In addition, Landlord shall use all reasonable efforts to insure that as of the Commencement Date (modified as provided herein), the Premises will be in material compliance with all Applicable Laws and are in good condition and repair. To the best of Landlord's knowledge, Applicable Laws and any recorded restrictive covenants permit the Premises to be used for the Permitted Use. The Building is part of the Project and consists of a total of Eighty-Five Thousand Six Hundred and Twenty-Two (85,622) rentable square feet with the Building being comprised of Fifty One Thousand Six Hundred Sixty-Seven (51,667) rentable square feet. Landlord hereby represents and warrants to Tenant that the foregoing representations regarding rentable square feet are consistent with the definition of rentable area calculated pursuant to Building Owners and Managers Association Standards. A floor plan of the Premises is attached hereto and made a part hereof as Exhibit B. As an appurtenance to the Premises, Tenant, its employees and invitees will have the nonexclusive right to use the Common Areas at the Building. Within five business days of the Commencement Date, Tenant will, upon demand of Landlord, execute and deliver to Landlord a letter of acceptance of delivery of the Premises (with subject to latent defects not readily apparent through visual inspection and identified “punchlist” items, which Landlord shall repair within a reasonable amount of time), acknowledging the Commencement and Termination Dates of this Lease. Except for any items the cost of which is paid out of the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableImprovement Allowance, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom perform, at its sole cost and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; providedexpense, however, if the satisfaction all work detailed on Exhibit C hereto. The upfit of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant DelayPremises, Substantial Completion of Core and Shell Work and the Tenant Improvements shall will be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved performed by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined Premises Specifications in the Work Letter, if applicable attached hereto and made a part hereof Exhibit D. Subject to reasonable rules and regulations as Landlord may from time to time prescribe and subject to rights of ingress and egress of other tenants of the Project, Tenant and its invitees will have the right to the non-exclusive usage of twenty (20) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes parking spaces. Landlord will not be responsible for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or enforcing Tenant’s Agents that interferes parking rights against any third parties. Tenant is granted a non-exclusive right to use, in common with the progress other tenants and users of the work; (6) failure Project, all of the Common Areas. Landlord shall have exclusive control and Tenant management responsibility of the Common Areas. Landlord may, from time to agree (for time, alter the Common Areas, install kiosks, planters, fountains, sculptures, signs, and other structures within the Common Areas provided however that any reasonsuch alterations shall not materially and adversely interfere with Tenant’s use or enjoyment of the Premises or decrease Tenant’s parking spaces. Landlord shall have the right to establish, provided Landlord acts in good faith modify, and diligently to work with Tenant enforce reasonable rules and regulations with respect to the Budget) on Common Areas and to grant to individual tenants the right to conduct retail sales within the Common Areas. Landlord makes no representation or warranty concerning the size of the Common Areas and may, in the future, reduce the size of the Common Areas in its reasonable discretion, provided however that such reduction shall not materially and adversely interfere with Tenant’s use or enjoyment of the Premises, and shall result in a mutually agreeable Budget within ten (10) calendar days after commensurate reduction in Tenant’s Proportionate Share. Landlord delivers a draft Budget hereby grants to Tenant or any request by Tenant that a continuing right of first refusal to lease vacant and available space in the scope of Building (the Tenant Improvements be modified in connection with “Additional Space”) under the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.terms and conditions as provided below:

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

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

Premises. Landlord shall endeavor hereby leases to tender possession of Tenant and Tenant hereby leases from Landlord the Premises subject to the provisions herein contained. Tenant has inspected the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms portions of the Work Letter are not Substantially Complete on Property and Center providing access to or before serving the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work LetterPremises) or TI Tenant Change Order Requests (as defined in has had an opportunity to do so, and agreed to accept the Work Letter); (4) unavailability of materialssame “AS IS” without any agreements, components representations, understandings or finishes for Core and Shell Work or obligations on the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure part of Landlord and to perform any Alterations, repairs or improvements unless expressly provided under this Lease. Tenant to agree further acknowledges that Landlord has not made any representation or warranty (for any reason, provided Landlord acts in good faith and diligently to work with Tenant express or implied) with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after habitability, condition or suitability of the Premises or Property for Tenant’s purposes or any particular purpose. Notwithstanding anything to the contrary contained in this Lease and without reducing any other obligations of Landlord delivers a draft Budget hereunder, Landlord represents and warrants to Tenant or any request by Tenant that the scope that, as of the Tenant Improvements Commencement Date, (i) the Premises shall be modified free and clear of occupants and third party occupancy rights, (ii) the Building and the Premises and every part thereof, shall be in connection compliance with all applicable codes, laws, ordinances and regulations, (iii) all Landlord’s Work shall be substantially completed in a good and workmanlike manner and free from defects with the Budget; or exception of “punch list” items which shall be agreed between the parties and completed by Landlord as provided in Exhibit D, Work Letter, and (7iv) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor structural elements of the Building, the electrical and lighting systems serving and within the Premises, the life safety systems servicing the Premises, if any, the sprinkler system serving the Premises, if any, the HVAC systems serving the Premises, the roof (including the roof membrane), the plumbing and sewer systems serving the Premises and the window coverings on the Premises are all in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurworking order and condition.

Premises. Landlord The Premises shall endeavor be modified and expanded from approximately 10,089 gross leasable square feet to tender possession approximately16,786 gross leasable square feet by the addition of approximately 6,697 gross leasable square feet (the “Expansion Premises”) to the Original Premises. The Expansion Premises shall be as shown as the cross-hatched area on Exhibit A hereto (the contents of which are incorporated hereby by reference). The definitions of “Premises”, “Leased Premises” and “Tenant’s Gross Leasable Area” under section 1.4 of the Premises Original Lease are hereby amended, from and after the New Commencement Date (with the Tenant Improvements and the Core and Shell Work Substantially Completeas hereinafter defined) to Tenant on or before include the Estimated Delivery DateExpansion Premises for all purposes under the Lease, as amended by this First Amendment. If Core and Shell Work or the Tenant Improvements as required For purposes of this Lease, “square feet of gross leasable area” shall mean “rentable area” calculated pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date Standard Method for any reason whatsoeverMeasuring Floor Area in Office Buildings, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when ANSJ/BOMA 265.1 -1996 (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred“BOMA”). Within thirty (30) days after Substantial Completion following the date Tenant commences its occupancy of Core the Expansion Premises, Tenant may, at its sole discretion, elect to cause the number of square feet of gross leasable area of the Premises to be verified by Tenant’s space measurement consultant, and Shell Work and such verification shall be made in accordance with the Tenant Improvements, provisions of this section. Landlord’s architect shall calculate may consult with Tenant’s space measurement consultant regarding verification of the number of square feet of gross leasable area of the Premises; however, the determination of Tenant’s space measurement consultant shall, except as provided below, be conclusive and certify in writing to binding upon the parties. If Landlord disagrees with the square footage as determined by Tenant’s space measurement consultant and gives Tenant written notice thereof within fourteen (14) days after the date Landlord received written notice of such determination, Landlord and Tenant shall, in good faith, attempt to resolve the Rentable Area of disagreement. If Landlord and Tenant are unable to resolve the disagreement within ten (10) days following the date Tenant receives Landlord’s disagreement notice, then the parties shall promptly appoint a mutually acceptable architect to remeasure the Premises in accordance with Article 9BOMA, which calculation must and the determination of such architect shall be approved binding upon Landlord and Tenant. The cost of such architect shall be home by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting unless such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work architect determines that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as measurement was error by more than three percent (3%), in which event Tenant shall pay for the cost of such architect. In the event that the foregoing measurement determines that the amounts thereof shall be different from those set forth in the Lease, as amended by this Lease First Amendment, Landlord shall modify all amounts, percentages and figures appearing or referred to in this First Amendment to conform to such corrected rentable square footage (including, without limitation, the Work Letter (including any failure to review or approve or disapprove any items in accordance with amount of the Work Letter); (3) delays caused by Tenant Change Order Requests (“Base Monthly Rent” and “Tenant’s Allocated Share” as those terms are defined in the Work Letter) or TI Tenant Change Order Requests (as defined this First Amendment). If such modification is made, it will be confirmed in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or writing by Landlord to Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.

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

Premises. Subject to the terms and conditions set forth in this Lease, Landlord shall endeavor hereby leases to tender possession Tenant, and Tenant hereby leases from Landlord, the Premises as shown on Exhibit A-1. Tenant has determined that if constructed in accordance with this Lease, the Premises will be acceptable for Tenant's use and Tenant acknowledges that neither Landlord nor any broker or agent has made any representations or warranties in connection with the physical condition of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date their fitness for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurredTenant's use. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant ImprovementsDelivery Date, Landlord’s architect 's space measurement consultant shall calculate and certify verify in writing to Landlord and Tenant the Rentable Area number of rentable square feet contained in the Premises in accordance with Article 9and the Building, which calculation must and such verification shall be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items made in accordance with the Work Letter attached hereto as Exhibit G; Standard Method for Measuring Floor Area in Office Buildings, ANSI/BOMA Z65.1 - 1996 (2) Tenant’s failure to fulfill its obligations as "BOMA"). In the event that Landlord's space measurement consultant determines that the amounts thereof shall be different from those set forth in this Lease, Landlord shall modify all amounts, percentages and figures appearing or referred to in this Lease or to conform to such corrected rentable square footage (including, without limitation, the Work Letter (including any failure amount of Base Rent and Tenant's Percentage Share). If such modification is made, it will be confirmed in writing by Landlord to review or approve or disapprove any items in accordance with Tenant. Tenant's architect shall have the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialsopportunity, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget but only within ten (10) calendar days after Landlord delivers a draft Budget Landlord's written notice to Tenant or any request by Tenant that the scope of the verified number of rentable square feet (after which time Tenant Improvements shall have no right to object to such verification as provided hereinbelow), to consult with Landlord's space measurement consultant regarding such verification to confirm that Landlord's space measurement consultant's determination is accurate and in accordance with BOMA; provided, however, that Tenant shall notify Landlord in writing of any objection to such determination no later than three (3) days after Tenant's consultation with Landlord's space measurement consultant. Tenant's failure to timely object to Landlord's determination shall be modified deemed Tenant's acceptance of such determination and such determination shall then be conclusive and binding upon the parties. Tenant's objection notice, if any, shall include the basis for Tenant's objection to such determination in connection with the Budget; or sufficient detail to allow Landlord's space measurement consultant to investigate such objection. Landlord's space measurement consultant shall, no later than fifteen (715) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to days after Landlord's receipt of Tenant's objection notice, provide Tenant with at least thirty a second determination (30) days prior written notice which may or may not be revised from the first determination based on such consultant's reasonable applicable of BOMA standards), which second determination shall then be conclusive and binding upon the date when Landlord believes the Term Commencement Date will occurparties.

Premises. Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, for the term, at the rent, and upon the covenants and conditions hereinafter set forth, that certain Premises known as Freeway Lease Area No. XX-XXX-XXX-XXXX, located XXXX in the City of XXXX, State of California, said land or interest therein being shown on the map or plat marked Exhibit “A," attached hereto and by this reference made a part hereof. EXCEPTING THEREFROM all those portions of the above-described Premises occupied by the supports and foundations of the existing structure. California Civil Code Section 1938 requires commercial landlords to disclose to tenants whether the property being leased has undergone inspection by a Certified Access Specialist ("CASp") to determine whether the property meets all applicable construction-related accessibility requirements. Tenant is hereby advised that the Premises have NOT been inspected by a CASp and have not been issued a disability access inspection certificate. As provided in California Civil Code Section 1938(e): A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall endeavor mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to tender possession correct violations of construction-related accessibility standards within the premises. This Lease is subject to (1) approval by the Federal Highway Administration (FHWA) for lease use, if Premises are located on an Interstate, and rent at less than fair market value, (2) all easements, covenants, conditions, restrictions, reservations, rights of way, liens, encumbrances and other matters of record, (3) all matters discoverable by physical inspection of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not that would be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed discovered by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area an accurate survey of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget all matters known to Tenant or any request by of which Tenant that has notice, constructive or otherwise, including, without limitations, those shown on the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.attached map Exhibit "A.”

Premises. Landlord shall endeavor has heretofore obtained a long-term ground lease covering that certain tract of real property situated in the University of Utah Research Park in Salt Lake City, State of Utah, more particularly described in Exhibit "B" attached hereto, together with certain easement for access rights. (Said tract is hereinafter referred to tender possession as the "Property"). Landlord owns a building on the Property referred to in Section 1.01 (H) (hereinafter the "Building") suitable for use as office research and development space, together with related parking facilities and other improvements necessary to enable to the Building to be so used (the Building and related facilities and improvements are hereinafter collectively referred to as the "Improvements"). In consideration for the rent to be paid and covenants to be performed by Tenant, Landlord hereby leases to Tenant, and Tenant leases from Landlord for the Term and upon the terms and conditions herein set forth premises described in Section 1.01(I) (hereinafter referred to as the "Premises" or "Leased Premises"), located in the Building. Gross rentable area measurements herein specified are from the exterior of the perimeter walls of the building to the center of the interior walls. In addition, the factor set forth in Section 1.01 (1) has been added to the area as measured above to adjust for Tenant's proportionate share of common hallways, restrooms, elevators, stairways, etc. in the building. The exterior walls and roof of the Premises (and the areas beneath said Premises are not demised hereunder, and the use thereof together with the Tenant Improvements right to install, maintain, use, repair, and the Core replace pipes, ducts, conduits, and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of wires leading through the Premises in accordance locations which will not materially interfere with Article 9, which calculation must Tenant's use thereof and serving other parts of the building or buildings are hereby reserved to Landlord. Landlord reserves (a) such access rights through the Premises as may be approved reasonably necessary to enable access by Landlord subject to reasonable notice to Tenant to the balance of the building and reserved areas and elements as set forth above; and (b) the right to install or maintain meters on the Premises to monitor use of utilities. In exercising such rights, Landlord will use reasonable efforts so as to not commit waste upon the Premises and as far as practicable to minimize annoyance, interference or damage to Tenant (both hereby agreeing when making modifications, additions or repairs. Subject to act reasonably the provisions of Article VIII, Tenant and its customers, agents and invitees have the right to the non-exclusive use, in common with others of such unreserved automobile parking spaces, driveways, footways, and other facilities designated for common use within the Building, except that with respect to granting such approval). “non-exclusive automobile parking spaces, Tenant Delay” shall mean any delay cause its employees to park their cars only in the commencement or completion of the Core and Shell Work or the TI Work areas specifically designated from time to time by Landlord for that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Requestpurpose. Landlord shall endeavor have the right to designate, in good faith its sole business judgment, certain spaces as "customer" parking spaces and Tenant shall use its best efforts to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurcause its employees not to park in said customer parking.

Premises. In consideration of the obligation of Tenant to pay rent as herein provided, and in consideration of the other terms, provisions and covenants hereof, Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Premises for the Permitted Use. The Premises are comprised of the Net Rentable Area in the Building situated on the Land in the County of Durham, City of Durham, State of North Carolina, more particularly described on Exhibit A, attached hereto and incorporated herein by reference, together with all rights, privileges, easements, appurtenances and immunities belonging to or in any way pertaining to the Premises. Except as provided herein (and subject to latent defects not readily apparent through visual inspection and identified “punchlist” items, which Landlord shall endeavor repair within a reasonable amount of time), Tenant shall lease the Premises “as is” with no representations or warranties made by Landlord as to tender possession the condition of the Premises To the best of its knowledge, Landlord represents and warrants that as of this date, the Premises are in material compliance with all Applicable Laws, and are in good condition and repair subject to reasonable wear and tear. In addition, Landlord shall use all reasonable efforts to insure that as of the Commencement Date (modified as provided herein), the Premises will be in material compliance with all Applicable Laws and are in good condition and repair. To the best of Landlord’s knowledge, Applicable Laws and any recorded restrictive covenants permit the Premises to be used for the Permitted Use. The Building is part of the Project and consists of a total of Eighty-Five Thousand Six Hundred and Twenty-Two (85,622) rentable square feet with the Building being comprised of Fifty One Thousand Six Hundred Sixty-Seven (51,667) rentable square feet. Landlord hereby represents and warrants to Tenant that the foregoing representations regarding rentable square feet are consistent with the definition of rentable area calculated pursuant to Building Owners and Managers Association Standards. A floor plan of the Premises is attached hereto and made a part hereof as Exhibit B. As an appurtenance to the Premises, Tenant, its employees and invitees will have the nonexclusive right to use the Common Areas at the Building. Within five business days of the Commencement Date, Tenant will, upon demand of Landlord, execute and deliver to Landlord a letter of acceptance of delivery of the Premises (with subject to latent defects not readily apparent through visual inspection and identified “punchlist” items, which Landlord shall repair within a reasonable amount of time), acknowledging the Commencement and Termination Dates of this Lease. Except for any items the cost of which is paid out of the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableImprovement Allowance, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom perform, at its sole cost and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; providedexpense, however, if the satisfaction all work detailed on Exhibit C hereto. The upfit of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant DelayPremises, Substantial Completion of Core and Shell Work and the Tenant Improvements shall will be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved performed by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined Premises Specifications in the Work Letter, if applicable attached hereto and made a part hereof Exhibit D. Subject to reasonable rules and regulations as Landlord may from time to time prescribe and subject to rights of ingress and egress of other tenants of the Project, Tenant and its invitees will have the right to the non-exclusive usage of twenty (20) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes parking spaces. Landlord will not be responsible for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or enforcing Tenant’s Agents that interferes parking rights against any third parties. Tenant is granted a non-exclusive right to use, in common with the progress other tenants and users of the work; (6) failure Project, all of the Common Areas. Landlord shall have exclusive control and Tenant management responsibility of the Common Areas. Landlord may, from time to agree (for time, alter the Common Areas, install kiosks, planters, fountains, sculptures, signs, and other structures within the Common Areas provided however that any reasonsuch alterations shall not materially and adversely interfere with Tenant’s use or enjoyment of the Premises or decrease Tenant’s parking spaces. Landlord shall have the right to establish, provided Landlord acts in good faith modify, and diligently to work with Tenant enforce reasonable rules and regulations with respect to the Budget) on Common Areas and to grant to individual tenants the right to conduct retail sales within the Common Areas. Landlord makes no representation or warranty concerning the size of the Common Areas and may, in the future, reduce the size of the Common Areas in its reasonable discretion, provided however that such reduction shall not materially and adversely interfere with Tenant’s use or enjoyment of the Premises, and shall result in a mutually agreeable Budget within ten (10) calendar days after commensurate reduction in Tenant’s Proportionate Share. Landlord delivers a draft Budget hereby grants to Tenant or any request by Tenant that a continuing right of first refusal to lease vacant and available space in the scope of Building (the Tenant Improvements be modified in connection with “Additional Space”) under the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.terms and conditions as provided below:

Premises. Landlord shall endeavor hereby leases to tender possession Tenant, and Tenant leases from Landlord, Tenant’s Space in the Building, excluding exterior faces of exterior walls. Tenant’s Space, with such exclusion, is hereinafter referred to as the “Premises”. Landlord and Tenant acknowledge and agree that the rentable square footage of the Premises (with the Tenant Improvements has been determined, and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant rentable square footage of any additional space added to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements Premises shall be deemed to occur when (as reasonably determined determined, by Landlord) Substantial Completion calculating the usable square feet of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify space in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9the “Standard Method of Measuring Floor Area in Office Buildings,” provided by the Secretariat, which calculation must Buildings Owners and Managers Association International (ANSI Z65.1-1980), approved July 31, 1980. The rentable square footage of the Premises shall be approved determined by Landlord and multiplying the usable square footage of the Premises, as determined above, by a load factor determined by Landlord. Tenant shall have, as an appurtenance to the Premises, the nonexclusive right to use in common with others entitled thereto: (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay a) the common facilities included in the commencement Building or completion on the real property on which the Building is located (the “Lot”), said Lot being described more particularly in Exhibit A hereto, to the extent from time to time designated by Landlord; (b) any entrance drives or other private access drives located on the Project Tract which are necessary for ingress and egress to and from the Building; and (c) the building service fixtures and equipment serving the Premises. Landlord reserves the right from time to time, without unreasonable interference with Tenant’s use, (a) to install, repair, replace, use, maintain and relocate for service to the Premises and to other parts of the Core Building, or either, building service fixtures and Shell Work equipment wherever located in the Building and (b) to alter or relocate any other common facility provided that substitutions are substantially equivalent or better. Landlord also reserves the TI Work that results from or arises out of any right to remeasure the Premises after the construction of the following: (1) delays or failure Premises and adjust the amount of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in rentable square feet of space contained therein for purposes of this Lease or the Work Letter (Lease, including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability calculation of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurRent.

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

Premises. Landlord shall endeavor leases to tender possession Tenant and Tenant leases from Landlord the Premises, together with the right in common with others to use the Common Areas. Tenant accepts the Premises, Building and Common Areas "AS IS", without relying on any representation, covenant or warranty by Landlord other than as expressly set forth in this Lease. Landlord and Tenant stipulate and agree to the rentable square footage set forth in Section 1 above without regard to actual measurement. The parties acknowledge that the rentable square feet of the Premises include 4,382 rentable square feet attributable to the mezzanine space located therein and that, for purposes of calculating the Minimum Annual Rent and the Tenant's Share with respect to the Premises, such 4,382 rentable square feet of mezzanine space has been excluded. Except with respect to the foregoing, all of Tenant's obligations with respect to the Premises shall apply to such mezzanine space. Furthermore, to the extent that any utilities are not separately metered or submetered, for purposes of determining Tenant's share of such utilities, Landlord shall include the rentable square footage of such mezzanine space. (a) Landlord shall construct, or cause to be constructed, at Landlord's sole cost and expense, in good and workmanlike manner using new first-quality materials, and in compliance with applicable Laws, the Tenant Improvements in accordance with Exhibit "C". Landlord and Tenant have attached hereto as Exhibit "C" the Core initial scope and Shell Work Substantially Completeplans ("Initial Plans") for the Tenant Improvements. Landlord, at its sole cost and expense, shall cause its design professional(s) to Tenant on or before the Estimated Delivery Date. If Core prepare construction and Shell Work or permit drawings for the Tenant Improvements as required pursuant ("Construction Drawings") that conform to the terms Initial Plans. From time to time during the preparation of the Work Letter are not Substantially Complete on Construction Drawings, Tenant shall provide such information as is necessary to complete the Construction Drawings within four (4) business days after Landlord's request therefor. Landlord reserves the right to make reasonable modifications to the Initial Plans as may be required to avoid or before the Estimated Delivery Date for any reason whatsoevercorrect unforeseen site/building conditions, then this Lease subject to Tenant's approval of such modifications, which approval shall not be void unreasonably withheld or voidableconditioned. Tenant shall review and provide comment or approve such requests within four (4) business days after Landlord has made request therefor and if Tenant fails to review and provide comment or approve such requests within such four (4) business day period, the request shall be deemed approved. (b) Upon completion of the Construction Drawings, Landlord shall not be liable submit them to Tenant for Tenant's review and approval. Tenant shall review and provide any loss requested changes thereto, or damage resulting therefrom if acceptable, approve the same in writing to Landlord, within four (4) business days after delivery from Landlord. In all events, Tenant's requested changes to the Construction Drawings shall be limited to requesting changes that correct errors in the Construction Drawings from the requirements of the Initial Plans. Landlord agrees to make its architect available to Tenant, in a timely manner, in connection with such review, to respond to any questions which Tenant may have. In the event that Tenant fails to either provide requested changes or approve the Construction Drawings delivered by Landlord within such four (4)- business day period, the Construction Drawings shall be deemed approved by Tenant. In the event that Landlord provides from time to time revised Construction Drawings to Tenant for Tenant's review and approval, Tenant shall review and approve or disapprove such drawings in writing to Landlord within four (4) business days after receipt thereof from Landlord and if Tenant fails to review and approve or disapprove the Term Commencement Date revised Construction Drawings within such four (4)-business day period, the revised Construction Drawings shall be deemed approved by Tenant. Following the completion of the Construction Drawings and no later than five (5) business days after request therefor, Tenant shall provide to Landlord Tenant's finish selections with respect to paint and carpet color(s) (such selections being consistent with the Initial Plans and Construction Drawings). In any event, if Tenant fails to timely provide any information, consent or approval required of Tenant pursuant to this Section 2, such shall be considered Tenant Delay. (c) If (i) during the course of the preparation of the Construction Drawings, Tenant requests changes to the draft Construction Drawings which do not conform to the Initial Plans, or (ii) following the completion of the Construction Drawings, Tenant requests changes to the Construction Drawings, then the same (in the case of both (i) and (ii) above) shall constitute a change order requested by Tenant (a "Tenant Change Order"). Tenant Change Orders shall not occur until Substantial Completion be permitted without the prior written approval of Core and Shell Work and Landlord, which approval shall not be unreasonably withheld, conditioned or delayed by Landlord so long as the Tenant Change Order does not delay the Tenant Improvements occursbeing Substantially Completed. If Landlord approves any Tenant Change Order and completes the work associated with such Tenant Change Order, then any increase in the cost of the Tenant Improvements resulting from such Tenant Change Order shall be paid by Tenant within thirty (30) days of receipt of an invoice thereof from Landlord. In the alternative, as a condition to Landlord's approval of such Tenant Change Order, Landlord may require that, prior to Landlord's commencement of any work related to such Tenant Change Order, Tenant shall pay to Landlord fifty percent (50%) of the amount estimated by Landlord to become due to Landlord from Tenant with respect to such Tenant Change Order, with the balance to be paid within thirty (30) days of receipt of invoice therefor from Landlord following completion of such work. Any delay in the Tenant Improvements being Substantially Completed by reason of any Tenant Change Order shall constitute a Tenant Delay hereunder. (d) In constructing the Tenant Improvements, Landlord reserves the right to make substitutions of material of equivalent grade and quality if any specified material shall not be readily and reasonably available; provided, however, if the satisfaction that such right of substitution shall not apply to any paint or carpet selections or any other finish materials, without Tenant's consent, not to be unreasonably withheld or conditioned. During Landlord's construction of the requirements for Substantial Completion Tenant Improvements, Landlord shall coordinate (and cause its contractors to coordinate) with Tenant in connection with Tenant's installation of Core its telecommunication wiring, data wiring, and Shell Work or air compressors and related plumbing in the Premises, provided that Tenant strictly adheres to Landlord's construction schedule; and further provided that, during such early access in the Premises, all provisions of this Lease shall apply (with the exception of Tenant's obligation to pay Rent), specifically including but not limited to, under Sections 8 and 10 hereof; and Tenant's entry in the Premises shall not interfere with Landlord's construction of the Tenant Improvements. Landlord acknowledges that Tenant's accessing the Premises pursuant to the instructions and schedule of Landlord, shall not, unto itself, be deemed to be a Tenant Delay. (e) Upon the Tenant Improvements have been delayed by any being Substantially Completed, Landlord shall notify Tenant, and Tenant Delayor its agents shall inspect the Premises with Landlord within five (5) business days of receipt of such notice from Landlord. Within five (5) business days following such inspection, Substantial Completion Tenant shall deliver to Landlord a punchlist of Core and Shell Work and defective or incomplete portions of the Tenant Improvements. Landlord shall cause such punchlist items to be repaired or completed within thirty (30) days of Landlord's receipt of the punchlist. Upon completion of all punchlist items to Tenant's reasonable satisfaction, it shall be presumed that all of the Tenant Improvements shall be free from defects in materials or workmanship that can be detected by Tenant's inspection, excluding all repairs which are required in connection with routine maintenance. Furthermore, on that date which is one (1) year following the Commencement Date, it shall be presumed that all of the Tenant Improvements shall be free from latent defects in materials or workmanship unless Tenant notifies Landlord of any such additional defects prior to such date, excluding all repairs which are required in connection with routine maintenance. Landlord shall cause all warranties issued in connection with the construction of the Tenant Improvements to be issued jointly in Tenant's and Landlord's name, to the extent permissible, or if not permissible, Landlord shall make claim under such warranties on behalf of Tenant, to the extent necessary. (f) Notwithstanding the foregoing, in the event that the Tenant Improvements are not Substantially Completed by the Estimated Commencement Date due, in whole or in part, to Tenant Delay, then Tenant's obligation to pay Rent hereunder shall not be affected or deferred on account of such delay and, therefore, the Commencement Date shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and be the date the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “been Substantially Completed but for Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (. 3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occur.

Premises. In consideration of the mutual covenants this Lease describes and other good and valuable consideration, Landlord shall endeavor leases the Premises to tender possession Tenant and Tenant leases the Premises from Landlord, upon and subject to the terms, covenants and conditions set forth in this Lease. Subject to verification and adjustment as provided below, Landlord and Tenant presently believe that the useable area and rentable area of the Premises (with are as specified in the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery DateBasic Terms. If Core and Shell Work or the Tenant Improvements as required pursuant Prior to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableCommencement Date, Landlord shall not be liable furnish to Tenant for any loss or damage resulting therefrom Tenant, Landlord’s Architect’s determination of both the useable area and the Term Commencement Date shall not occur until Substantial Completion rentable area of Core the Premises in accordance with the BOMA Standards (“Landlord’s Determination”). If the determination of the rentable area of the Premises in accordance with BOMA Standards, differs from the rentable area specified in the Basic Terms, Landlord and Shell Work Tenant will amend this Lease to adjust accordingly the rentable square footage of the Premises, Base Rent, Tenant’s Share of Operating Expenses Percentage, any and all Improvement Allowances and all other matters in this Lease which are determined, calculated or otherwise affected by the rentable square footage of the Premises. In the event that a licensed Florida architect engaged by the Tenant Improvements occurs; providedshall dispute Landlord’s Determination, howeverbased on the BOMA Standards, if and Tenant provides written notice (the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed “Dispute Notice”) to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within Landlord within thirty (30) days after Substantial Completion Landlord provides Tenant with Landlord’s Determination (the “Dispute Notice Date”) detailing the basis for such dispute, the following dispute resolution procedure shall apply: (i) to the extent that the difference between the two (2) architects’ measurements is less than a two percent (2%) differential, then the two (2) measurements shall be averaged or (ii) to the extent that the difference between the two (2) architects’ measurements is greater than a two percent (2%) differential, then the Landlord’s and Tenant’s architects shall select a third architect who shall make a measurement of Core and Shell Work and the Tenant ImprovementsPremises, based on the BOMA Standards, which measurement made by the third architect shall be averaged with the measurement made by the Landlord’s architect or the Tenant’s architect, whichever of the two shall calculate be the closer in amount to that of the third architect, and certify in writing such average shall be conclusively binding on each of Landlord and Tenant. The cost of the third architect shall be shared equally between Landlord and Tenant. To the extent either of Landlord or Tenant owe monies to the other due to such adjustment of previously paid Base Rent and/or Additional Rent, such amount shall be either: (i) paid to Landlord and by Tenant with the Rentable Area next upcoming monthly installment of Base Rent due (in the event that Tenant owes monies to Landlord) or (ii) credited against the next upcoming installment of monthly Base Rent (in the event that Landlord owes monies to Tenant). In the event that the rentable area of the Premises, as so determined, shall be more than 90,000 rentable square feet, for purposes of this Lease, the rentable area of the Premises in accordance with Article 9, which calculation must itself shall nevertheless be approved by Landlord and Tenant (both hereby agreeing deemed not to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in exceed 90,000 rentable square feet; if the commencement or completion rentable area of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto Premises, as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialsso determined, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reasonshall be less than 81,750 rentable square feet, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget then, within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope Business Days following Tenant’s receipt of the binding determination of such rentable area, Tenant Improvements be modified in connection with shall have the Budget; or (7) delays caused right by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice to Landlord to terminate this Lease. If Tenant does not provide the Dispute Notice on or before the Dispute Notice Date, Tenant will be deemed to have waived its right to dispute the measurement of the date when Landlord believes useable and rentable square footage of the Term Commencement Date will occurPremises, and Landlord’s Determination shall be deemed conclusive for all purposes.

Premises. Landlord shall endeavor does hereby rent and lease to tender possession Tenant and Tenant does hereby rent and lease from Landlord, the Premises located in the Building identified in the Basic Lease Provisions, situated on the real property described in Exhibit A attached hereto (the “Property”), such Premises as all further shown by diagonal lines on the drawing attached hereto as Exhibit A-1 and made a part hereof by reference. Landlord has determined the square footage of the Premises using the BOMA 1996 standard. The rentable square feet of the Premises is approximately as set forth in Section 6.1 of the Summary. The rentable square feet of the Premises and the Building are subject to verification prior to the Commencement Date by Landlord or Tenant, and if such verification discloses that the rentable square footage amounts shall be different from those set forth in this Lease, all amounts, percentages and figures appearing or referred to in this Lease based upon such incorrect rentable square feet (including, without limitation, the amount of the Base Rent and Tenant’s Share) shall be modified in accordance with such determination. If such determination is made, it will be confirmed in writing by Landlord to Tenant. Tenant has inspected the Premises and agrees to accept the same “AS IS,” without representation or warranty on the part of Landlord to perform any improvements therein, except as expressly set forth in Exhibit B attached hereto and made a part hereof, except that the foregoing will not affect Landlord’s maintenance and repair obligations hereunder and except that, as of the Commencement Date (as defined in Section 2(a), below), Landlord represents and warrants that the building systems serving the Premises, including the sprinkler system, HVAC system, mechanical, electrical and plumbing systems, and roll-up doors, if any, shall be in good working order, and the roof shall be watertight and Landlord shall warrant these items for a period of ninety (90) days following Lease Commencement. Landlord shall replace and /or refurbish as needed the existing HVAC units prior to Lease Commencement at Landlords sole cost and expense. Landlord and Tenant agree that the number of rentable square feet described in Paragraph 2 of the Basic Lease Provisions has been confirmed and conclusively agreed upon by the parties. No easement for light, air or view is granted hereunder or included within or appurtenant to the Premises. Tenant shall have the non-exclusive right, in common with the Tenant Improvements other parties occupying the Property, to use all the grounds, sidewalks, parking areas, driveways and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms alleys of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoeverProperty, then this Lease shall not be void or voidable, twenty-four (24) hours per day seven (7) days per week subject to such reasonable rules and regulations as Landlord shall not be liable may from time to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurstime prescribe; provided, however, if that Tenant shall have the satisfaction exclusive use and control a portion of the requirements for Substantial Completion of Core parking and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter paved areas designated on Exhibit A-1 attached hereto as Exhibit G; (2) “Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter Exclusive Parking Areas”) twenty-four (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (324) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or hours per day seven (7) delays caused by days per week. Subject to any revision applicable local, state or federal law, ordinance, rule, regulation, Code or order of any governmental entity or insurance requirement (collectively, “Laws”), Tenant may use the Tenant’s Exclusive Parking Areas for customer and employee parking of vehicles only. Tenant shall not succeed to any of Landlord’s easement rights over and relating to the Budget or TI Property, nor shall Tenant Change Order Requestobtain any rights to common areas, as designated by Landlord, other than those rights specifically granted to Tenant in this Lease. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice have the sole right of control over the use, maintenance, configuration, repair and improvement of the date when common areas (the parties acknowledging that Tenant’s Exclusive Parking Areas shall not constitute part of the common areas hereunder). Landlord believes may make such changes to the Term Commencement Date will occuruse or configuration of, or improvements comprising, the common areas as Landlord may elect without liability to Tenant; provided, however, that, in the exercise of Landlord’s rights under the last two sentences of this Paragraph, Landlord shall use commercially reasonable efforts to minimize any interference with Tenant’s business operations in and from the Premises.

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

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

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

Premises. Landlord shall endeavor hereby leases to tender possession Tenant, and Tenant hereby leases from Landlord, upon the terms and subject to the conditions of this Lease, the Building located at the address specified in the Basic Lease Information (the “Building”) together with the adjacent driveways, parking areas (in size sufficient to yield at least 453 parking spaces), sidewalks and landscape areas (collectively, the “Premises”). The approximate configuration and location of the Premises (with is shown on Exhibit A. Landlord and Tenant agree that the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms rentable area of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date Building for any reason whatsoever, then all purposes under this Lease shall not be void or voidablethe Rentable Area specified in the Basic Lease Information, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when provided that within ninety (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (3090) days after Substantial Completion of Core and Shell Work and from the Commencement Date, Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant may have the Rentable Area of the Building verified by a CAD calculation performed by Landlord’s architect. In the event that such verification reveals a discrepancy between the measured square footage of the Building as measured by Landlord’s architect and the Rentable Area specified in the Basic Lease Information, and Landlord and Tenant are unable to agree upon the Rentable Area of the Premises, an independent architect acceptable to both parties (the cost of which shall be divided equally between Landlord and Tenant) shall measure the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval)the standard herein provided. “Tenant Delay” shall mean any delay in the commencement or completion The square footage of the Core and Shell Work or Building as determined by said independent architect shall be the TI Work that results from or arises out of any Rentable Area of the following: (1) delays Building, and within thirty days thereafter the parties shall execute an Addendum to this Lease confirming same and the Base Rent, Tenant’s Share of Operating Costs and any other sums due hereunder based in whole or failure in part on the rentable square footage of Tenant to deliver items the Building, and further any necessary payments or reimbursements shall be made by the appropriate party. The Rentable Area of the Building will be calculated in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth American National Standard Method of Measuring Floor Area in this Lease or Office Buildings, ANSI/BOMAA65.1-1996, except that the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress Rentable Area of the work; (6) failure Building shall be computed as if the second floor of Landlord and Tenant to agree (for the Building extended through any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect atrium to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that exterior wall, as if the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occuratrium did not exist.

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

Premises. (a) Landlord leases to Tenant, and Tenant leases from Landlord, the Premises for the Term subject to the terms and conditions of this Lease. Tenant accepts the Premises in their “AS IS”, “WHERE IS”, “WITH ALL FAULTS” condition except that Landlord shall: (i) provide Tenant with the Improvement Allowance (as defined in and pursuant to Exhibit C); (ii) provide Tenant with the Restroom Improvement Allowance (as defined in and pursuant to Exhibit C); (iii) perform any and all such additional repairs, maintenance, or replacements, if any, necessary to cause the Building and the Building’s structural, roof, electrical, mechanical, plumbing, and fire and life safety systems to be in good and proper working order and in full compliance with all applicable Laws as of the Delivery Date or, so long as Tenant’s legal occupancy of the Premises for the Permitted Use is not delayed, then in a timely manner (“Landlord’s Warranty Work”); and (iv) reimburse Tenant upon thirty (30) days’ invoice (together with reasonable supporting documentation and lien waivers) for costs incurred by Tenant in correcting and/or addressing material unexpected deficiencies related to Landlord’s Warranty Work in the Building and Premises discovered by Tenant in the planning and performance of the Leasehold Improvements (as defined in and pursuant to Exhibit C) and in all cases for additional costs incurred by Tenant with respect to demolition, remediation, and disposal of Hazardous Materials located within the Building or Premises during completion of the Leasehold Improvements and any initial leasehold improvements to the garden level or the fourth floor pursuant to Section 26 and 27, including, but not limited to, asbestos containing materials such as floor tile and mastic. Notwithstanding the foregoing, with respect to the removal of asbestos containing materials by Tenant during completion of the Leasehold Improvements and any initial leasehold improvements to the garden level or the fourth floor pursuant to Sections 26 or 27, Landlord and Tenant shall split equally all costs incurred by Tenant relating to the demolition, remediation and disposal of asbestos containing materials located within the Building or Premises during completion of the Leasehold Improvements or any initial leasehold improvements to the garden level or the fourth floor pursuant to Sections 26 or 27, provided if the total costs exceed $600,000 per floor (such that Tenant’s share of such costs would exceed $300,000 per floor), in addition to Landlord’s obligation to reimburse Tenant for the first $300,000 of such costs per floor (as Landlord’s 50% share of such costs), Landlord shall endeavor to tender also pay 100% of any costs in excess of $600,000 per floor. On the Delivery Date, Landlord shall deliver possession of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, LandlordTenant’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order RequestLeasehold Improvements. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice cooperate and coordinate the performance and scheduling of Landlord’s Warranty Work such that Landlord does not unreasonably interfere with, or delay, Tenant’s performance of the date when Landlord believes the Term Commencement Date will occurLeasehold Improvements.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant and Tenant hereby leases from Landlord, subject to and with the benefit of the terms, covenants, conditions and provisions of this Lease, the Premises, excluding the roof, exterior faces of exterior walls, the common stairways, and pipes, ducts, conduits, wires, and appurtenant fixtures serving exclusively or in common other parts of the Building (and any areas, such as the space above the ceiling or in the walls, that may contain such pipes, ducts, conduits, wires or appurtenant fixtures), and if Tenant’s space includes less than entire rentable area of any floor, excluding the central core area of such floor. Tenant shall have, as appurtenant to the Premises, rights to use in common for the period of time from the Commencement Date until the Expansion Date and exclusively from and after the day prior to the Expansion Date, subject to reasonable rules of general applicability to tenants of the Building from time to time made by Landlord of which Tenant is given notice: (a) the common lobbies, hallways and stairways of the Building, (b) common walkways and driveways necessary for access to the Building, (c) the common parking areas serving the Building, (d) the loading dock serving the Building and (e) if the Premises (include less than the entire rentable area of any floor, the common toilets and other common facilities in the central core area of such floor. Tenant shall further have the right to use the space above the suspended ceiling in order for Tenant to install its conduits, cables and pipes, provided said installation is done in compliance with the Tenant Improvements all applicable codes, regulations, ordinances and/or laws and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms and conditions of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then subsection 6.2.5 of this Lease (it being further agreed by Tenant that said installations shall not constitute “nonstructural, interior installations or alterations” as set forth in subsection 6.2.5 (b)). There are approximately 94 parking spaces serving the Building. Tenant shall be void permitted to use Tenant’s Percentage of said available parking. Subject to the actions of and/or directives or voidableorders from governmental and other controlling authorities, and/or the actions of utility companies, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and decrease the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction size of the requirements for Substantial Completion existing parking area serving the Building. Landlord reserves the right from time to time, at reasonable times and upon reasonable prior notice to Tenant, except in the case of Core emergencies, and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area without unreasonable interference with use of the Premises: (a) to install, use, maintain, repair, replace and relocate for service to the Premises in accordance with Article 9and other parts of the Building, which calculation must be approved by Landlord or either, pipes, ducts, conduits, wires and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay appurtenant fixtures, wherever located in the commencement Premises or completion of the Core Building, (b) to alter or relocate any other common facility, (c) to make any repairs and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect replacements to the BudgetPremises which Landlord may deem necessary, and (d) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with any excavation made upon adjacent land of Landlord or others, to enter, and to license others to enter, upon the Budget; Premises to do such work as the person causing such excavation deems necessary to preserve the wall of the Building from injury or (7) delays caused by any revision damage and to support the Budget or TI Tenant Change Order Requestsame. Landlord shall endeavor use reasonable efforts to perform the activities permitted under this paragraph during normal business hours, and shall use reasonable efforts not to interfere with Tenant’s business operations in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurPremises.

Premises. If the Landlord shall endeavor Changes are required due to tender possession Tenant’s negligence or misuse of the Premises, Tenant’s alteration of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms Tenant’s particular use of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidablePremises, Landlord shall not be liable to make such Landlord Changes and Tenant shall reimburse Landlord for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; reasonable cost thereof (provided, however, that if the satisfaction cost of such Landlord Changes is covered by Landlord’s insurance, Tenant shall only be required to reimburse Landlord for the portion of the requirements cost not paid by insurance proceeds). With respect to all other Landlord Changes, Landlord shall pay for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work Landlord Changes and the Tenant Improvements cost thereof shall not be deemed included in Operating Expenses. To Landlord’s actual knowledge, the Premises has not undergone an inspection by a certified access specialist. In addition, to occur when Landlord’s actual knowledge, a disability access inspection certificate for the Premises has not been issued. Pursuant to Section 1938 of the California Civil Code, Landlord hereby provides the following notification to Tenant: “A Certified Access Specialist (as reasonably determined CASp) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by Landlord) Substantial Completion the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of Core and Shell Work the CASp inspection, the payment of the fee for the CASp inspection, and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion cost of Core and Shell Work and making any repairs necessary to correct violations of construction related accessibility standards within the Tenant Improvements, premises.” Landlord’s architect actual knowledge shall calculate mean and certify in writing be limited to Landlord and Tenant the Rentable Area actual knowledge of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant person who is the Building owner’s asset manager (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in not the commencement or completion of Building’s property manager) on the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as date set forth in this Lease Section 1.1, without any duty of inquiry or the Work Letter (including any failure to review investigation, and such asset manager shall have no personal liability if such representation or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurwarranty is untrue.

Premises. Landlord leases to Tenant and Tenant leases from Landlord the Premises, together with the right to use all appurtenances, easements and licenses. Tenant accepts the Premises and Building “AS IS”, without relying on any representation, covenant or warranty by Landlord other than as expressly set forth in this Lease. The Premises includes 542 parking spaces (for a parking ratio of 4.63 spaces per 1,000 rentable square feet). Subject to completion of the Base Building Improvements, Landlord and Tenant stipulate and agree to the rentable square footage set forth in Section 1 above without regard to actual measurement. Notwithstanding the foregoing, within sixty (60) days after the Base Building Improvements are Substantially Completed, either Landlord or Tenant may make a one-time request in writing to the other party to cause the rentable square footage of the Premises to be remeasured per the Standard Method for Measuring Floor Area in Office Buildings, ANSI/BOMA Z65.1-2010, at the requesting party’s sole cost and expense, by an engineer or architect reasonably satisfactory to both parties. The area stipulated in Section 1 above shall endeavor be binding on the parties unless the remeasured rentable square footage differs by more than 1% from the rentable square footage stipulated in Section 1 above. Landlord and Tenant shall work together in good faith to tender possession resolve any issues raised by the other party with respect to such remeasurement. Pending completion of the remeasurement of the Premises (with if applicable), Tenant shall pay all Monthly Rent due hereunder based upon the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as stipulated rentable square footage set forth in Section 1 above. If the Premises are remeasured per this Section and such remeasurement differs by more than 1% from the rentable square footage stipulated in Section 1, following such determination of the rentable square footage of the Premises, the Minimum Annual Rent and all other amounts in the Lease affected by the addition or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests reduction (as defined in the Work Lettercase may be) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect rentable square footage shall be adjusted accordingly retroactive to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurDate.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant the Premises, together with the right to use the Exterior Areas for their intended purposes as driveways, sidewalks, parking, loading and landscaped areas. Tenant accepts the Premises, the Building and the Exterior Areas “AS-IS”, with all defects, if any, and without any representation or warranty of any kind, express or implied, by Landlord, other than as otherwise expressly set forth in this Lease, but subject to all of Landlord’s obligations expressly set forth in this Lease. Landlord warrants to Tenant that, (i) as of the date hereof, the Permitted Use has been approved (without the need for a special use permit) by the governmental authority having jurisdiction over the Property, and (ii) as of the Commencement Date, the Premises (with the Tenant Improvements and the Core Exterior Areas (and Shell Work Substantially Completeaccess thereto) to Tenant on or before the Estimated Delivery Date. If Core shall be in material compliance with all Applicable Laws, unless and Shell Work or the Tenant Improvements as required pursuant to the terms extent a compliance obligation arises as a result of the Work Letter are acts or omissions of Tenant or any Tenant Party. In the event that, as of the Commencement Date, the Premises and the Exterior Areas (and access thereto) is not Substantially Complete on in compliance with all Applicable Laws other than as a result of the acts or before the Estimated Delivery Date for omissions of Tenant or any reason whatsoever, then this Lease shall not be void or voidableTenant Party, Landlord shall not be liable to promptly remedy any such non-compliance at its sole cost and expense and indemnify and hold harmless Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; providedIndemnitees with respect to any liability, howeverdamage, if costs or losses incurred as a result of such non-compliance. Landlord shall have exclusive control of all Exterior Areas at all times, subject to Tenant’s right to use same consistent with the satisfaction provisions of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurredthis Lease. Within thirty (30) days after following the Landlord Work Substantial Completion of Core and Shell Work and the Date, Landlord shall provide to Tenant Improvements, Landlorda certificate from Tenant’s architect shall calculate and certify in writing Design Professional certifying to Landlord and Tenant the Rentable Area rentable square footages of the Premises in accordance with Article 9, which and the Building (based on a calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached applicable Building Owners and Managers Association (BOMA) standards) and the parties hereto as Exhibit G; (2) Tenant’s failure shall enter into an amendment to fulfill its obligations as set forth in this Lease or the Work Letter (including to correct any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined inaccuracy in the Work Letter) or TI Tenant Change Order Requests (terms of this Lease that are dependent on such square footage as defined in may be determined by such measurement, including without limitation the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurAllowance.

Premises. For and in consideration of the rent hereinafter reserved and the mutual covenants hereinafter contained, Landlord hereby leases to Tenant, and Tenant does hereby rents from Landlord, the premises (the "Premises") identified as Suite 100S and consisting of approximately 56,566 rentable square feet of office space on the Terrace level, first (1st) and third (3rd) floors of the South Wing of the building (the "Building") known as the Fifty West Corporate Center, 3975 Fair Ridge Drive, Fairfax, Virginia 22033, together with the nox-xxxxxxxxx xxx xx xxx Xxxxxx Xxxx xx xxx Xxxxerty, upon the terms and conditions set forth herein. The Premises are more particularly described on Exhibit A attached hereto. The Common Areas shall endeavor be defined as all interior and exterior shared facilities, property, services and amenities of the Building and Property to tender possession be utilized by the tenants of the Property on a non-exclusive basis (which currently include but are not limited to jogging trails, on-site deli, fitness facility, conference center, exterior landscaped park-like grounds). Landlord reserves the right to alter or amend the Common Areas in its prudent and reasonable business judgment throughout the term of the Lease. The land upon which the Building is located, and other improvements upon such land are hereinafter referred to herein as the "Property." (The actual rentable square footage of the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion following completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9a final space plan, which calculation must shall be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items measured in accordance with the Work Letter attached hereto BOMA standard method of measurement. Upon written request to Landlord, Tenant shall have the right, prior to the Commencement Date, at Tenant's expense, to have a certified architect review and confirm the square footage figure determined by Landlord's architect.) Except as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or provided for herein, the Work Letter (including any failure to review or approve or disapprove any items in accordance with roof, exterior faces of all perimeter walls and the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in use of air space above the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes Building shall be reserved for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord 's exclusive use and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget shall have no right of access thereto. This Lease conveys to Tenant no license, easement or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurparking privileges except as expressly provided herein.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant those certain premises designated on the Plan attached hereto as Exhibit “A” (the “Premises”), as more particularly defined in subparagraph B of Paragraph 1 hereof, together with: (i) an exclusive right to use, subject to the provisions hereof, and that certain Master Deed for Candlewood Hotel/Office Center Condominium recorded at Liber 17654, Page 812 with the Oakland County, Michigan Register of Deeds (the “Master Deed”), all appurtenances thereunto, including but not limited to, all limited and general common elements benefiting Unit 2, including parking areas; and (ii) the rights of the Landlord under the Parking Easement. This Lease is subject to the terms, covenants and conditions set forth herein and Tenant and Landlord each covenant as a material part of the consideration for this Lease to keep and perform each and all of said terms, covenants and conditions by it to be kept and performed and that this Lease is made upon the condition of such performance. Except as expressly set forth herein, Tenant agrees to accept the Premises in their “AS IS” “WHERE IS” physical condition and “WITH ALL FAULTS” with out any agreements, representations or obligations on the part of Landlord as to the condition of the Premises or Building. Notwithstanding anything to the contrary contained in this Lease, if the Landlord’s construction work to make the Premises Ready for Occupancy shall contain latent defects discovered within one (1) year from the Commencement Date, or one (1) year after completion thereof, if later, Tenant shall report such latent defects to Landlord, whereupon Landlord shall make reasonable commercial efforts to cause the contractor performing such work to correct such defect. Landlord shall also obtain, to the extent any personal property is purchased and installed in the Premises in connection with such construction, all manufacturers’ warranties in connection with such personal property and shall make reasonable commercial efforts to cause any defects thereto to be repaired pursuant to such warranties. Provided Tenant is not in default under the Lease beyond any applicable grace or cure period, Tenant or a Permitted Assignee (as hereinafter defined), but not any other assignee or sublessee, this right being personal to the original Tenant and a Permitted Assignee, shall have the right to expand the Premises (the “Expansion”) subject to the following conditions: (i) Tenant and Landlord shall work collaboratively to provide plans and specifications reasonably acceptable to Landlord and Tenant; (ii) the party performing such construction work shall be able to obtain any and all necessary consents or approvals for construction of the improvements; (iii) all such improvements shall comply in all respects with all applicable laws and ordinances; (iv) if Landlord is performing the work, Xxxxx Xxxxx Construction, LLC, or an affiliate of Landlord, shall be retained as the general contractor or to provide construction management services at its then prevailing rates; (v) the party performing such work shall provide lien waivers and title insurance coverage as such construction progresses; and (vi) if the Tenant Improvements is the party performing such work, Tenant shall comply with all other requirements of this Lease relating to Alterations, as set forth in Article 10 hereof, with regard to such Expansion. The Base Rent, any increases thereto and the Core timing of the construction of the Expansion shall be agreed upon between Landlord and Shell Work Substantially CompleteTenant as set forth below. Tenant shall notify Landlord of its desire to have the Expansion built, which notice shall include the approximate parameters of the desired Expansion, including the approximate square footage and location of the Expansion. The parties shall negotiate, in good faith, within ninety (90) days after Landlord’s receipt of Tenant’s notice, the Base Rent for the Expansion, including any increases thereto; the timing of the construction of the Expansion; and all other matters; and Landlord shall determine the availability of equity for, and the availability and rates of financing of, the construction of such Expansion. In the event that the parties fail to agree upon the terms and conditions of the construction and leasing of the Expansion within such ninety (90) day period, Tenant on or before shall have the Estimated Delivery Date. If Core right to proceed to construct the Expansion, at its sole cost and Shell Work or the Tenant Improvements as required expense, pursuant to the terms and conditions set forth in the immediately preceding paragraph and the other provisions of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease relating to Alterations, except that Tenant shall select the general contractor or construction manager who will be undertaking the work, subject to Landlord’s consent which shall not be void unreasonably withheld, delayed or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and conditioned. Notwithstanding the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, howeverforegoing, if Tenant constructs the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant DelayExpansion, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in the preceding sentence, Xxxxx Xxxxx Construction, LLC, or an affiliate of Landlord, shall have the right to bid on the construction work. If the Tenant constructs the Expansion, at its sole cost and expense, the Base Rent shall not be increased as a result of the construction of the Expansion. The parties shall execute and deliver an amendment to this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance consistent with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in foregoing prior to the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress construction of the work; (6) failure of Expansion in form and substance reasonably satisfactory to Landlord and Tenant. Neither Landlord nor Tenant shall be obligated to agree (for pay any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified additional brokerage commission in connection with the Budget; or leasing of the Expansion except if Tenant has engaged Whitehall Realty Company dba Whitehall Real Estates Interests (7“Whitehall”) delays caused by any revision to the Budget or TI represent Tenant Change Order Request. in connection with such Expansion, and Whitehall takes an active part in such negotiations, Landlord shall endeavor in good faith be obligated to provide Tenant with at least thirty (30) days prior written notice of the date when pay Whitehall a brokerage commission pursuant to a separate Registration and Commission Agreement between Landlord believes the Term Commencement Date will occurand Whitehall dated April 29, 2009.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant, and Tenant hereby leases from Landlord, upon the terms and subject to the conditions of this Lease, the Building located at the address specified in the Basic Lease Information (the "Building") together with the adjacent driveways, parking areas (in size sufficient to yield at least 453 parking spaces), sidewalks and landscape areas (collectively, the "Premises"). The approximate configuration and location of the Premises (with is shown on Exhibit A. Landlord and Tenant agree that the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms rentable area of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date Building for any reason whatsoever, then all purposes under this Lease shall not be void or voidablethe Rentable Area specified in the Basic Lease Information, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when provided that within ninety (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (3090) days after Substantial Completion of Core and Shell Work and from the Commencement Date, Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant may have the Rentable Area of the Building verified by a CAD calculation performed by Landlord's architect. In the event that such verification reveals a discrepancy between the measured square footage of the Building as measured by Landlord's architect and the Rentable Area specified in the Basic Lease Information, and Landlord and Tenant are unable to agree upon the Rentable Area of the Premises, an independent architect acceptable to both parties (the cost of which shall be divided equally between Landlord and Tenant) shall measure the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval)the standard herein provided. “Tenant Delay” shall mean any delay in the commencement or completion The square footage of the Core and Shell Work or Building as determined by said independent architect shall be the TI Work that results from or arises out of any Rentable Area of the following: (1) delays Building, and within thirty days thereafter the parties shall execute an Addendum to this Lease confirming same and the Base Rent, Tenant's Share of Operating Costs and any other sums due hereunder based in whole or failure in part on the rentable square footage of Tenant to deliver items the Building, and further any necessary payments or reimbursements shall be made by the appropriate party. The Rentable Area of the Building will be calculated in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth American National Standard Method of Measuring Floor Area in this Lease or Office Buildings, ANSI/BOMAA65.1-1996, except that the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress Rentable Area of the work; (6) failure Building shall be computed as if the second floor of Landlord and Tenant to agree (for the Building extended through any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect atrium to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that exterior wall, as if the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occuratrium did not exist.

Premises. Landlord shall endeavor hereby ]cases to tender possession Tenant and Tenant hereby leases from Landlord, subject to all of the terms and conditions set forth herein, those certain premises (the "PREMISES") described in the Basic Lease Information and as outlined in red or as shown in the cross-hatched markings on the floor plan attached hereto as EXHIBIT B. The parties agree that for all purposes hereunder the Premises shall be stipulated to contain the number of square feet of rentable area described in the Basic Lease Information. The Premises are located in that certain office building (containing 46,478 rentable square feet of space) (the "BUILDING") whose street address is as shown in the Basic Lease Information, and such rentable area shall not be subject to remeasurement or modification. The Building is located on that certain land which is also improved with the Tenant Improvements landscaping, parking facilities and other improvements and appurtenances. Such land, together with all such improvements and appurtenances and the Core Building, are all or part of a project which may consist of more than one building and Shell Work Substantially Completeadditional facilities, as described in the Basic Lease Information (containing 260,026 rentable square feet of space) (collectively referred to Tenant on herein as the "PROJECT"). However, Landlord reserves the right to make such changes, additions and/or deletions to such land, the Building and the Project and/or the common areas and parking or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements other facilities thereof as required pursuant it shall determine from time to the terms time, provided that, in connection with such changes, additions and/or deletions (i) Tenant's obligations under Paragraph 3 of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void increased as a result thereof, and (ii) Landlord agrees to use commercially reasonable efforts to avoid material and adverse interference with Tenant's use of or voidableaccess to the Premises and the parking facilities servicing the same. During the Term, Landlord shall not be liable maintain the Building and Project in a manner at least consistent with the manner in which the Building and Project are being maintained as of the date of this Lease. Subject to Landlord's reasonable rules and regulations, Tenant for any loss or damage resulting therefrom shall have access to the Premises and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and parking facilities servicing the Tenant Improvements occurs; providedsame, howevertwenty-four (24) hours a day, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or seven (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occura week.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant and Tenant hereby leases from Landlord, subject to and with the benefit of the Premises terms, covenants, conditions and provisions of this Lease, the Premises, excluding the roof, exterior faces of exterior walls, and pipes, ducts, conduits, wires, and appurtenant fixtures in the Building (with and any areas, such as the space above the ceiling or in the walls, that may contain such pipes, ducts, conduits, wires or appurtenant fixtures). Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements shall have, as required pursuant appurtenant to the terms Premises, rights to use in common, subject to reasonable rules of general applicability to tenants of the Work Letter are not Substantially Complete on Park from time to time made by Landlord of which Tenant is given notice: (a) common walkways and driveways necessary for access to the Building, and (b) the common parking areas serving the Building. Tenant shall be permitted to use up to 98parking spaces in the parking area serving the Building. Subject to the actions of and/or directives or before orders from governmental and other controlling authorities, and/or the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableactions of utility companies, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and decrease the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction size of the requirements for Substantial Completion existing parking area serving the Building. Landlord reserves the right from time to time, at reasonable times and upon reasonable prior notice to Tenant, except in the case of Core emergencies, and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlordwithout unreasonable interference with Tenant’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area use of the Premises in accordance with Article 9Premises: (a) to install, which calculation must be approved by Landlord use, maintain, repair, replace and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay relocate pipes, ducts, conduits, wires and appurtenant fixtures, wherever located in the commencement or completion of the Core Building, (b) to make any repairs and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect replacements to the BudgetPremises which Landlord may deem necessary, and (c) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with any excavation made upon adjacent land of Landlord or others, to enter, and to license others to enter, upon the Budget; Premises to do such work as the person causing such excavation deems necessary to preserve the wall of the Building from injury or (7) delays caused by any revision damage and to support the Budget or TI Tenant Change Order Requestsame. Landlord shall endeavor use reasonable efforts to perform the activities permitted under this paragraph during normal business hours, and shall use reasonable efforts not to interfere with Tenant’s business operations in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurPremises.

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

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

Premises. Landlord shall endeavor Sublandlord hereby subleases to tender possession of Subtenant the Premises, and Subtenant hereby subleases the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required from Sublandlord, pursuant to the terms and conditions of this Sublease. Subtenant shall accept the Work Letter are not Substantially Complete Premises in the condition and state of repair on or before the Estimated Delivery Commencement Date for any reason whatsoever, then this Lease (defined in Section 3 below) in its “AS IS” and “WHERE IS” condition. This shall not be void deemed to waive Master Landlord’s repair obligations set forth in Section 13 of the Master Lease. Except as otherwise provided in this Sublease, Subtenant expressly acknowledges and agrees that Sublandlord has made no representations or voidable, Landlord warranties with respect to the Premises and that Sublandlord shall not be liable have any obligation to Tenant perform any work to prepare the Premises for any loss or damage resulting therefrom Subtenant’s use and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction occupancy. By taking possession of the requirements for Substantial Completion Premises, Subtenant is deemed to have accepted the Premises and agreed that the Premises is in good order and satisfactory condition, with no representation or warranty by Sublandlord as to the condition of Core and Shell Work the Premises or the Tenant Improvements have been delayed by any Tenant Delaysuitability thereof for Subtenant’s use except as otherwise expressly provided in this Sublease. The “Rentable Area of the Premises” is approximately 69,265 rentable square feet, Substantial Completion consisting of Core 56,489 rentable square feet with respect to the Base Premises and Shell Work 12,776 rentable square feet with respect to Suite 600. Sublandlord and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core Subtenant hereby acknowledge and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant agree that the Rentable Area of the Premises shall not be subject to remeasurement or adjustment, nor shall Base Sublease Rent or Extension Term Rent under this Sublease be subject to modification if the actual size of the Premises differs from the Rentable Area of the Premises set forth in accordance this Section. Subtenant shall have, as appurtenant to the Premises and without additional charge or cost, rights to use in common with Article 9others entitled thereto Sublandlord’s rights in Common Areas (including, which calculation must be approved by Landlord without limitation, the parking areas and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay Storage Area) as set forth in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items Master Lease, all in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress terms of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurMaster Lease.

Premises. Landlord shall endeavor hereby leases to tender possession Tenant and Tenant hereby leases from Landlord, subject to and with the benefit of the Premises (with terms, covenants, conditions and provisions of this Lease, the Premises. Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements shall have as required pursuant appurtenant to the terms Premises, rights to use in common, subject to reasonable rules of general applicability to tenants of the Work Letter are not Substantially Complete Building from time to time made by Landlord of which Tenant is given notice: (a) the common areas of the Building and (b) common walkways, parking lots and driveways necessary or appropriate for access to the Building, the areas described in (a) and (b) being shown on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidableplans attached hereto as Exhibit G. During the Term, Landlord shall not be liable provide parking to Tenant for any loss of not less than four (4) parking spaces per 1,000 rentable square feet on an unreserved basis at no additional charge to Tenant. Such spaces shall be located on the Land at One Xxxxx'x Xxxx. The parking spaces shall be available to Tenant (and Xxxxxx's subtenants, employees and invitees) on a first-come, first-served basis. Landlord reserves the right to institute a tag or damage resulting therefrom sticker system to monitor compliance by Tenant and the Term Commencement Date shall not occur until Substantial Completion others of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction use of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurredparking spaces. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Commencement Date, Tenant Improvementsmay, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant at its sole cost, measure the Rentable Area rentable square footage of the Premises in accordance with Article 9, which calculation must be approved by Landlord and current BOMA standards. If Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations disputes Landlord's measurement as set forth in this Lease or the Work Letter (including any failure to review or approve or disapprove any items Section 1.1 above it shall notify Landlord in accordance with the Work Letter); (3) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress of the work; (6) failure of writing. If Landlord and Tenant to Xxxxxx cannot thereafter agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to on the Budget) on a mutually agreeable Budget measurement within ten (10) calendar days after Landlord delivers a draft Budget Xxxxxx's notice, then either party shall have the right to Tenant or any request by Tenant submit the issue to arbitration in accordance with the rules of the American Arbitration Association. If it is determined that the scope actual rentable square footage measured by BOMA standards varies from the rentable square footage determined by Landlord, then the Annual Fixed Rent (and any other provisions of this Lease based upon a specific rentable square footage) shall be retroactively adjusted at the applicable square foot rental figure determined by arbitration. In the event of any adjustment pursuant to this Section, Landlord and Tenant shall promptly execute a written statement setting forth the recomputed rentable square footage of the Tenant Improvements be modified in connection with Premises and the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurAnnual Fixed Rent.

Premises. In consideration of the covenants and agreements set forth in this Lease and other good and valuable consideration, Landlord shall endeavor leases the Premises to tender possession Tenant and Tenant leases the Premises from Landlord, upon and subject to the terms and conditions set forth in this Lease. Landlord warrants and represents to Tenant that Landlord has the sole and exclusive right to lease the Premises. The approximate sizes of the Premises (with and Building are set forth in the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery DateBasic Terms. If Core and Shell Work or the Tenant Improvements Pending measurement as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date provided below, those figures will be used for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until determining Rent. Upon Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect will measure the Premises and the Building, which measurement shall calculate and certify in writing be certified to Landlord and Tenant Tenant. The Premises and the Rentable Area of the Premises Building will be measured substantially in accordance with Article 9ANSI/BOMA Z65.1-1996, which calculation must be approved as published by Landlord the Building Owners and Tenant Managers Association International (both hereby agreeing to act reasonably with respect to granting such approvalaka “BOMA”). “Tenant Delay” shall mean any delay in have the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant right to deliver items verify such measurement in accordance with the Work Letter attached hereto as Exhibit G; (2) terms provided herein and if the actual number of rentable square footage of the Premises is determined pursuant to the remaining provisions of this Section 1.1 to be more or less than 110,875 rentable square feet, then the Basic Rent, Tenant’s failure Share of Excess Property Expenses percentage and any other applicable provisions determined with reference to fulfill the rentable square footage of the Premises (excluding, however, any reduction in the amount of the rental abatement set forth in Paragraph 4 of the Basic Terms) shall be adjusted to conform to the actual rentable square feet contained in the Premises and Landlord and Tenant shall each promptly execute and deliver to the other an amendment memorializing any changes to the Basic Rent and any other applicable provisions of this Lease based upon the rentable square footage of the Premises. Within ten (10) days after receipt of Landlord’s architect’s certification as to the rentable square footage of the Premises, Tenant shall have the right to either approve or object to such certification. If Tenant fails to deliver notice of its obligations approval or objection within said ten (10) day period, the rentable square footage of the Premises shall be as set forth in this Lease or such architect’s certificate. If Tenant timely objects to such architect’s certification of the Work Letter measurement of the Premises, then together with its objection, Tenant must specify the rentable square footage Tenant believes the Premises contains. The parties shall use reasonable efforts to resolve their differences. If within fifteen (including any failure to review or approve or disapprove any items in accordance with the Work Letter); (315) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or days after Tenant’s Agents that interferes with objection the progress of the work; (6) failure of Landlord and Tenant to agree (for any reasonparties have not resolved their differences, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget each party shall name an architect within ten (10) calendar days thereafter. Within ten (10) days after Landlord delivers being named, said two architects shall name a draft Budget to Tenant or any request by Tenant that third architect, who shall, within twenty (20) days, measure the scope rentable square footage of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision Premises pursuant to the Budget BOMA standards set forth herein and select either Landlord’s or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty Tenant’s architect’s measurement, whichever measurement is closest (30) days prior written notice whether above or below the measurement of the date when Landlord believes third architect) to the Term third architect’s measurement. The selected measurement shall be the rentable square footage of the Premises. The party whose measurement was not selected by the third architect shall pay the fees and expenses of the third architect, and each party shall pay the fees and expenses of its own architect. The square footages so determined will be specified in the Commencement Date will occurMemorandum executed as provided in Section 1.2.

Premises. Landlord shall endeavor hereby leases and demises the Premises to tender possession Tenant and Tenant hereby leases the Premises from Landlord, subject to any and all existing encumbrances and other matters of record and subject to the terms and provisions of this Lease, excepting and reserving to Landlord the exterior walls of the Building and further reserving to Landlord the right to place above the dropped ceiling and/or below the floor in the Premises and behind the perimeter walls of the Premises (with the Tenant Improvements utility lines, pipes, equipment and the Core like, to serve premises other than the Premises, and Shell Work Substantially Completeto replace and maintain and repair such utility lines, pipes, equipment and the like in, over and upon the Premises as may have been or may be installed by Landlord in the Building. To the extent that the City of Waltham shall require the same, Landlord also reserves the right, on behalf of the other tenants and occupants of the Building, to utilize and to grant to such tenants and occupants and the parties referred to in the next sentence the right to utilize a portion or portions (collectively the "Emergency Access Portion") of the First Floor Second Stage Premises as shall be necessary in Landlord's reasonable discretion as a means of secondary access and egress to Tenant on or before and from the Estimated Delivery DateBuilding for fire emergency purposes in the case of a potential fire and the resulting activation of the fire alarm for the Building. To the extent that such means of secondary access and egress via the Emergency Access Portion shall be required by the City of Waltham, Landlord and its tenants and other occupants of the Building and the employees, agents, contractors and invitees of such tenants and occupants shall be entitled to utilize the Emergency Access Portion for emergency fire access and egress purposes only. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease such Emergency Access Portion shall not be void or voidableso utilized, Landlord shall not install and maintain, at Landlord's expense, electronic or magnetic locking devices on the doors for the Emergency Access Portion that causes such doors to automatically delock when the fire alarm for the Building is activated due to a potential fire and shall have the right to install any necessary devices so as to connect the same with Landlord's emergency fire alarm system. The Premises are leased together with the right of Tenant to use the parking areas located on the Lot, in such locations thereon as are designated from time to time by Landlord, for parking (free of a usage charge) by its customers, employees, suppliers and visitors, in common with others from time to time entitled thereto (said parking areas and locations being identified on the plan attached hereto as Exhibit "C"). Tenant's rights to use the parking areas, however, shall be liable limited to Tenant for any loss 3.3 spaces per 1,000 square feet of rentable square footage of the Premises. Tenant's usage of such number of parking spaces shall be on an unassigned and unreserved basis. Landlord shall have the right to monitor Tenant's usage of such parking spaces and Landlord shall have the right to establish reasonable rules and regulations with respect to the usage of such parking spaces. Landlord reserves the right from time to time, and at Landlord's sole discretion and after written notice, to alter, reduce or damage resulting therefrom redesign the parking area and to temporarily close portions of the parking area, or to relocate the ingress and egress to and from the parking area and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occursBuilding; provided, however, if the satisfaction that Landlord's actions shall not result in a permanent diminution of the requirements for Substantial Completion number of Core and Shell Work parking spaces Tenant is entitled to use hereunder. Notwithstanding any supervision or control over any parking area on the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed Lot which Landlord may undertake pursuant to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as set forth in this Lease or otherwise, Tenant acknowledges and agrees that Landlord shall not be responsible or obligated hereunder to furnish any security or security services to any parking areas. Tenant and its employees shall also have the Work Letter (including any failure right to review or approve or disapprove any items use, in accordance common with others entitled thereto, the Work Letterhallways, stairways, and elevator(s); (3) delays caused by Tenant Change Order Requests (as defined in , if any, necessary for access and egress to the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core Premises and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress other common areas of the work; (6) failure of Landlord and Tenant to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice of the date when Landlord believes the Term Commencement Date will occurBuilding.

Premises. Landlord shall endeavor Subject to tender possession the provisions of this Lease, Port hereby leases to Tenant, and Tenant hereby leases from Port, the Premises in the Facility identified in the Basic Lease Information. The Premises has the address and contains the square footage specified in the Basic Lease Information. The location and dimensions of the Premises are depicted on Exhibit A attached hereto and incorporated herein by reference (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant on or before the Estimated Delivery Date"Premises"). If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord Port and Tenant the Rentable Area agree and acknowledge that any statement of the Premises in accordance with Article 9, which calculation must be approved by Landlord and Tenant rentable or usable (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1if applicable) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto as Exhibit G; (2) Tenant’s failure to fulfill its obligations as square footage set forth in this Lease or is an approximation which Port and Tenant agree is reasonable and that the Work Letter (including any failure usable square footage of the Premises may be less than the rentable square footage of the Premises. Port and Tenant further agree and acknowledge that the rentable square footage of the Premises shall be used at all times to review or approve or disapprove any items in accordance with calculate the Work Letter); (3) delays caused Base Rent due and payable by Tenant Change Order Requests (as defined under this Lease and neither the Base Rent nor any other economic term based on rentable square footage shall be subject to revision whether or not the actual rentable or usable square footage is more or less. Tenant shall have the non-exclusive right to use, together with other tenants, the Common Areas. All of the Common Areas shall at all times be subject to the exclusive control, regulation, and management of Port. Port shall have the right to construct, maintain, and operate lighting facilities on all Common Areas; to patrol all Common Areas; to temporarily close any Common Areas for maintenance, repairs or alterations; from time to time to change the area, level, location and arrangement of Common Area facilities; to use the Common Areas and restrict access and use of the same during the maintenance, repair, construction or reconstruction of buildings, additions or improvements; to erect buildings, additions and improvements on the Common Areas from time to time; and to restrict parking by tenants, their Agents and Invitees. Port may operate and maintain the Common Areas and perform such other acts and make such other changes at any time and from time to time in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materialssize, components or finishes for Core shape, location, number and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with the progress extent of the work; (6) failure Common Areas or any of Landlord them as Port in its sole discretion shall determine, provided, however, that no exercise by Port of its rights hereunder shall unreasonably restrict access to the Premises. Port shall have the full right and authority to make all rules and regulations pertaining to and necessary for the proper operation and maintenance of the Common Areas and Common Area facilities. Tenant shall not be entitled to agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant abatement or diminution of Rent with respect to any of the Budgetforegoing actions taken by Port. In the event Tenant (including, its Agents, Invitees, successors and assigns) uses or occupies space outside the Premises without the prior written consent of Port (the "Encroachment Area"), then upon written notice from Port ("Notice to Vacate"), Tenant shall immediately vacate such Encroachment Area and pay as Additional Rent for each day Tenant used, occupied, uses or occupies such Encroachment Area, an amount equal to the rentable square footage of the Encroachment Area, multiplied by the higher of the (a) highest rental rate then approved by the San Francisco Port Commission for the Premises or the Facility, or (b) then current fair market rent for such Encroachment Area, as reasonably determined by Port (the "Encroachment Area Charge"). If Tenant uses or occupies such Encroachment Area for a fractional month, then the Encroachment Area Charge for such period shall be prorated based on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope of the Tenant Improvements be modified in connection with the Budget; or (7) delays caused by any revision to the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice day month. In no event shall acceptance by Port of the date when Landlord believes Encroachment Area Charge be deemed a consent by Port to the Term Commencement Date use or occupancy of the Encroachment Area by Tenant, its Agents, Invitees, successors or assigns, or a waiver (or be deemed as waiver) by Port of any and all other rights and remedies of Port under this Lease (including Tenant's obligation to indemnify, defend and hold Port harmless as set forth in the last paragraph of this Section 3.1), at law or in equity. In addition to the foregoing amount, Tenant shall pay to Port, as Additional Rent, an amount equaling Two Hundred Dollars ($200.00) upon delivery of the initial Notice to Vacate plus the actual cost associated with a survey of the Encroachment Area. In the event Port determines during subsequent inspection(s) that Tenant has failed to vacate the Encroachment Area, then Tenant shall pay to Port, as Additional Rent, an amount equaling Three Hundred Dollars ($300.00) for each additional Notice to Vacate, if applicable, delivered by Port to Tenant following each inspection. The parties agree that the charges associated with each inspection of the Encroachment Area, delivery of each Notice to Vacate and survey of the Encroachment Area represent a fair and reasonable estimate of the administrative cost and expense which Port will occur.incur by reason of Port's inspection of the Premises, issuance of each Notice to Vacate and survey of the Encroachment Area. Tenant's failure to comply with the applicable Notice to Vacate and Port's right to impose the foregoing charges shall be in addition to and not in lieu of any and all other rights and remedies of Port under this Lease, at law or in equity. The amounts set forth in this Section 3.1 shall be due within three (3) business days following the applicable Notice to Vacate and/or separate invoice relating to the actual cost associated with a survey of the Encroachment Area. In addition to the rights and remedies of Port as set forth in the immediately foregoing two paragraphs of this Section 3.1, the terms and conditions of the indemnity and exculpation provision set forth in Section 19 below shall also apply to Tenant's (including, its Agents, Invitees, successors and assigns) use and occupancy of the Encroachment Area as if the Premises originally included the Encroachment Area, and Tenant shall additionally indemnify, defend and hold Port harmless from and against any and all loss or liability resulting from delay by Tenant in so surrendering the Encroachment Area including, without limitation, any loss or liability resulting from any Claims against Port made by any tenant or prospective tenant founded on or resulting from such delay and losses to Port due to lost opportunities to lease any portion of the Encroachment Area to any such tenant or prospective tenant, together with, in each case, actual attorneys' fees and costs. By placing their initials below, each party specifically confirms the accuracy of the statements made in this Section 3.1 and the reasonableness of the amount of the charges described in this Section 3.1. Initials: Port Tenant

Premises. Landlord shall endeavor leases to tender possession of Tenant and Tenant leases from Landlord the Premises. Tenant accepts the Premises (with the Tenant Improvements and the Core and Shell Work Substantially Complete) to Tenant Building “AS IS”, without relying on any representation, covenant or before the Estimated Delivery Date. If Core and Shell Work or the Tenant Improvements as required pursuant to the terms of the Work Letter are not Substantially Complete on or before the Estimated Delivery Date for any reason whatsoever, then this Lease shall not be void or voidable, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and the Term Commencement Date shall not occur until Substantial Completion of Core and Shell Work and the Tenant Improvements occurs; provided, however, if the satisfaction of the requirements for Substantial Completion of Core and Shell Work or the Tenant Improvements have been delayed by any Tenant Delay, Substantial Completion of Core and Shell Work and the Tenant Improvements shall be deemed to occur when (as reasonably determined by Landlord) Substantial Completion of Core and Shell Work and the Tenant Improvements would have occurred if such Tenant Delay had not occurred. Within thirty (30) days after Substantial Completion of Core and Shell Work and the Tenant Improvements, Landlord’s architect shall calculate and certify in writing to Landlord and Tenant the Rentable Area of the Premises in accordance with Article 9, which calculation must be approved warranty by Landlord and Tenant (both hereby agreeing to act reasonably with respect to granting such approval). “Tenant Delay” shall mean any delay in the commencement or completion of the Core and Shell Work or the TI Work that results from or arises out of any of the following: (1) delays or failure of Tenant to deliver items in accordance with the Work Letter attached hereto other than as Exhibit G; (2) Tenant’s failure to fulfill its obligations as expressly set forth in this Lease or (including, without limitation, Section 28 of this Lease). Prior to the Work Letter (including any failure Commencement Date, Tenant may, at Tenant’s sole cost and expense, cause the total rentable square footage of the Building to be measured by an architect approved by Landlord, such approval not to be unreasonably withheld, based on the applicable Building Owners and Managers Association external wall method of measurement. Tenant shall provide Landlord with a copy of such determination and allow Landlord to review or approve or disapprove any items same. If the actual measurement of the Building is less than the rentable square footage set forth in accordance with the Work Letter); Section 1(b) above by an amount which is more than 1,000 rentable square feet, then (3i) delays caused by Tenant Change Order Requests (as defined in the Work Letter) or TI Tenant Change Order Requests (as defined in the Work Letter); (4) unavailability of materials, components or finishes for Core and Shell Work or the Tenant Improvements that differ from Landlord’s standard work or that have an unusually long lead-time for delivery; (5) a willful or negligent act or omission of Tenant or Tenant’s Agents that interferes with Minimum Annual Rent and Annual Operating Expense payments shall be recalculated based upon the progress of the work; per square foot amount payable from time to time hereunder, (6ii) failure of all other matters herein based on Tenant’s rentable square footage shall be adjusted accordingly, and (iii) Landlord and Tenant shall enter into a written amendment to this Lease setting forth the revised measurement, calculations, Minimum Annual Rent and Annual Operating Expenses. If no measurement is timely made, then Landlord and Tenant stipulate and agree (for any reason, provided Landlord acts in good faith and diligently to work with Tenant with respect to the Budget) on a mutually agreeable Budget within ten (10) calendar days after Landlord delivers a draft Budget to Tenant or any request by Tenant that the scope rentable square footage of the Tenant Improvements be modified Building set forth in connection with Section 1(b) above without regard to actual measurement. Notwithstanding the Budget; or (7) delays caused by any revision foregoing, for purposes of such calculations and all other calculations made pursuant to this Lease that are based on the Budget or TI Tenant Change Order Request. Landlord shall endeavor in good faith to provide Tenant with at least thirty (30) days prior written notice rentable square foot of the date when Landlord believes Building, the Term Commencement Date will occurrentable square foot of the Building shall in no event be deemed to be greater than 800,250 rentable square feet for purposes of calculating Minimum Annual Rent and Annual Operating Expenses.