Common use of Security Deposit Clause in Contracts

Security Deposit. Tenant hereby deposits with Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”), as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord.

Security Deposit. Upon execution of this Lease, Tenant hereby deposits shall deposit with Landlord the sum amount of $9,955.00 (hereinafter referred the Security Deposit specified on [Page One], of this Lease. The Security Deposit will be returned to as “Collateral”)Tenant without interest upon the expiration of the Term of the Lease, as security for provided that ▇▇▇▇▇▇ has paid all amounts due under this Lease and has otherwise performed all obligations hereunder. In the prompt, full and faithful performance by event that Tenant of each and every defaults under any provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the CollateralLease, and Landlord shall have after the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform expiration of any of its obligations hereunderapplicable cure period, Landlord may useapply all, apply or retain the whole or any part of the Collateral Security Deposit to amounts owed by Tenant. In the event Landlord elects to apply the Security Deposit as provided for above, Tenant shall promptly restore such Security Deposit to the original amount. Landlord may, at its discretion, commingle such funds with its other funds, Upon any sale or other conveyance of the Building, Landlord may transfer the Security Deposit (or any amount of the Security Deposit remaining) to a successor/owner, and ▇▇▇▇▇▇ agrees to look solely at the successor/owner for repayment of the same. Notwithstanding anything to the contrary in the paragraph above, in lieu of a cash Security Deposit, Tenant may deliver the Security Deposit in the form of an unconditional, clean, irrevocable standby letter of credit, in a form acceptable to Landlord, and issued by a bank reasonably acceptable to Landlord (the “Letter of Credit”) as security, provided the Letter of Credit shall be delivered to Landlord with executed copies of this Lease. The Letter of Credit shall (i) be unconditional, irrevocable, transferable, payable to Tenant upon presentment of original to the issuer in person or by courier, in partial or full draws, and (ii) contain an “evergreen” provision which provides that it is automatically renewed on an annual basis (subject to the permitted date of termination set forth below) unless the issuer delivers thirty (30) days’ prior written notice of cancellation to Landlord and Tenant. Without limiting any of Landlord’s rights or remedies hereunder, if the bank issuing the Letter of Credit provides Landlord with a cancellation notice, Landlord may immediately draw upon all or any part of the Letter of Credit and Tenant shall provide Landlord with an additional irrevocable stand-by letter of credit as provided below. Any and all fees or costs charged by the issuer in connection with the Letter of Credit shall be paid by ▇▇▇▇▇▇. The irrevocable stand-by Letter of Credit shall remain effective through the date that is sixty (60) days following the expiration date this Lease. If Tenant defaults with respect to any provision of this Lease beyond applicable notice and cure periods, including but not limited to the provisions relating to the payment of (a) any rent or other sums of money which Tenant may not have paid when dueRent, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend draw upon all or be required to expend by reason any part of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting Letter of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitledCredit. If any portion of the Collateral Security Deposit is so used, applied applied, or retained by Landlord for the purposes set forth aboveretained, T▇▇▇▇▇ agrees, Tenant will within ten (10) days after the written demand therefor is made by from Landlord, provide to deposit cash with the Landlord an additional irrevocable, stand-by letter of credit, which shall be in form and substance satisfactory to Landlord, issued by a bank reasonably acceptable to Landlord, in an amount sufficient to restore the Collateral Security Deposit to its original amountrequired amount pursuant to this Section 8. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or failure to replenish the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof Security Deposit shall constitute a failure to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral pay Additional Rent and Tenant shall look solely have ten (10) days from the date of notice to cure such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlorddefault.

Security Deposit. (a) Simultaneously with the execution and delivery of this Lease, Tenant shall deliver the Security Deposit to Landlord, which shall be in the form of an irrevocable letter of credit (“Letter of Credit”) in the amount set forth in Section 1.3 hereof, and which satisfies the conditions of this Lease. (b) Such Letter of Credit must satisfy all of the following conditions: (i) the Letter of Credit must be in the form of Exhibit E hereto or in such other form as is approved by Landlord in its sole and absolute discretion, with an expiration date not less than ninety (90) days after this Agreement terminates or expires; (ii) the beneficiary of the Letter of Credit must be Landlord or Landlord’s designee; (iii) the Letter of Credit must be irrevocable, unconditional and transferable one or more times without charge; (iv) the Letter of Credit must be issued by a bank satisfactory to Landlord in its sole and absolute discretion; (v) the Letter of Credit must provide that it may be drawn at a location in Boston, Massachusetts or another location acceptable to Landlord, and (vi) the Letter of Credit must be in a form approved by the Mortgagee (as hereinafter defined) in its reasonable discretion. If, at any time, the issuer of the Letter of Credit gives notice of its election not to renew, extend and/or reissue and/or not to honor the Letter of Credit, then Tenant shall, on or before thirty (30) days prior to the expiration of the term of the Letter of Credit, deliver to Landlord (1) a replacement Letter of Credit satisfying all of the above conditions or (2) cash in the full amount of the expiring Letter of Credit; and if Tenant fails to timely deliver to Landlord a replacement Letter of Credit as provided above or cash in the full amount of the expiring Letter of Credit, Landlord may draw on the Letter of Credit and hold and apply the proceeds of such drawing as the Security Deposit pursuant to the terms hereof. If (x) Landlord shall, in Landlord’s sole discretion, feel insecure with the creditworthiness of the bank issuing the Letter of Credit and Tenant shall fail, within ten (10) days after notice, to either provide a replacement Letter of Credit as provided above or provide Landlord cash in the full amount of the existing Letter of Credit, or (y) Tenant fails to provide Landlord with cash in the full amount of the Letter of Credit within ten (10) days after (I) any proceedings under the Bankruptcy Code or any insolvency law are instituted with the bank as debtor or (II) the bank issuing the Letter of Credit is anticipated, in Landlord’s reasonable opinion, to be taken over or is taken over by the Federal Deposit Insurance Corporation, the Resolution Trust Corporation or a similar entity, then such failure by Tenant under clauses (x) or (y) of this sentence shall constitute a default and, in addition to any other rights which Landlord might have by reason of such default, Landlord may draw on the Letter of Credit and hold and apply the proceeds of such drawing as part of the Security Deposit pursuant to the terms hereof. Tenant shall be responsible to pay Landlord for all actual out-of-pocket costs and expenses, including reasonable attorneys’ fees arising out of or related to a draw on the Letter of Credit. Subject to Landlord’s right to require a replacement letter of credit as provided above if the Landlord shall hereafter feel insecure with the creditworthiness of ▇▇▇▇▇ Fargo Bank, National Association, Landlord hereby deposits with Landlord approves the sum use of $9,955.00 ▇▇▇▇▇ Fargo Bank, National Association as the initial issuing bank for the Letter of Credit. (hereinafter referred to as “Collateral”), as c) The Security Deposit is security for the prompt, full and faithful performance and observance by Tenant of each the terms, provisions and every provision conditions of this Lease. It is agreed that in the event Tenant defaults in respect of any of the terms, provisions and conditions of this Lease and or would be in default but for the passage of all obligations time or the giving of Tenant hereunder. No interest shall be paid to Tenant on notice or both or if such passage of time or giving of notice is interrupted, stayed, barred or tolled by applicable law or legal proceeding or at the Collateral, and Landlord shall have end of the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunderLease Term, Landlord may use, apply or retain the whole or any part of the Collateral Security Deposit without notice to Tenant and to the extent required for the payment of (a) any rent Base Rent, Additional Rent, or any other sums of money which Tenant may not have paid when due, (b) any sum expended by that is due Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) or for any sum which Landlord may expend or may be required to expend pursuant to this Lease, including but not limited to any damage or deficiency accrued before or after summary proceedings or other re-entry by reason Landlord, including the costs of such proceeding or re-entry and further including, without limitation, reasonable attorney’s fees. It is agreed that Landlord shall always have the right to apply the Security Deposit, or any part thereof, as aforesaid, without notice and without prejudice to any other remedy or remedies which Landlord may have, or Landlord may pursue any other such remedy or remedies in lieu of applying the Security Deposit or any part thereof. No interest shall be payable on the Security Deposit, and Landlord has the right to commingle the Security Deposit with other funds of Landlord. If Landlord shall apply the Security Deposit in whole or in part, Tenant shall, upon demand, pay to Landlord the amount so applied to restore the Security Deposit to its original amount. Because Taxes, Operating Costs and other Additional Rent are subject to annual reconciliation based on actual amounts (together with all other amounts due from Tenant to Landlord, collectively referred to herein as “Final Amounts Due”) determined to be due, in addition to the other rights provided herein to Landlord regarding the Security Deposit and notwithstanding anything to the contrary contained herein, Landlord shall have the right, in its sole discretion, upon the end of the Lease Term and Tenant’s defaultyield-up of the Premises in accordance with the terms of this Lease to hold all or a portion of the Security Deposit (or whatever amount remains after Landlord exercises its other rights hereunder), including, without limitation, any damage or deficiency in or from the reletting drawing on a Letter of the Premises as provided in Paragraph 21. The useCredit, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law until ninety (it being intended that Landlord shall not first be required to proceed against the Collateral90) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with termination or earlier expiration of this Lease and Tenant yielding up the Landlord in an amount sufficient to restore Premises pursuant and satisfying the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the other provisions of this LeaseLease (“Outside Determination Date”), by which time (or an earlier date at Landlord’s election), Landlord shall do the Collateralfollowing: (i) if the Final Amounts Due are known, or Landlord shall deduct the Final Amounts Due from the remaining Security Deposit and return any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon Security Deposit to Tenant, and (ii) if the Final Amounts Due are not known Landlord shall estimate the Final Amounts Due by the Outside Determination Date and deduct the Final Amounts Due from the remaining Security Deposit, with any later date after which T▇▇▇▇▇ has vacated adjustments to be made once the PremisesFinal Amounts due are determined. If the remaining Security Deposit, if any, is not sufficient to pay Tenant’s obligations hereunder, Tenant shall pay the same within ten (10) days of billing from Landlord. In the absence event of evidence satisfactory to Landlord a sale or other transfer of any permitted assignment Landlord’s Property, or leasing of the right entire Landlord’s Property including the Premises subject to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenanttenancy hereunder, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect transfer the Security Deposit then remaining to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer purchaser or mortgage its interest in the Land other transferee and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby thereupon be released by Tenant from all liability or obligation for the return of such Collateral Security Deposit to Tenant; and Tenant shall agrees to look solely to such transferee or mortgagee the new landlord for the return of the CollateralSecurity Deposit then remaining. The Collateral holder of any mortgage upon Landlord’s Property shall never be responsible to Tenant for the Security Deposit or its application or return unless the Security Deposit shall actually have been received in hand by such holder. Tenant further covenants that it will not assign or encumber or attempt to assign or encumber the Security Deposit and that neither Landlord nor its successors or assigns shall be mortgagedbound by any such assignment, assigned encumbrance, attempted assignment or encumbered in any manner whatsoever by Tenant without attempted encumbrance. This Section shall survive the prior written consent expiration or earlier termination of Landlordthis Lease.

Security Deposit. Tenant hereby deposits with has paid Landlord at the sum execution hereof the amount of Seventy-Two Thousand Nine Hundred Thirty-Six Dollars ($9,955.00 (hereinafter referred to as “Collateral”), 72,936) as security (the “Security Deposit”) for the promptperformance of the terms hereof by Tenant, full and faithful performance by which shall be returned to Tenant within thirty (30) days after the termination of each and every provision the Lease if it has discharged its obligations to Landlord in full, although Fifty-Four Thousand Seven Hundred Dollars ($54,700) of the Security Deposit may be returned earlier as provided in the last sentence of this Lease and of all obligations of Tenant hereundersection. No interest shall be paid to Tenant on In the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason event of Tenant’s default, includingLandlord may, without limitationat its option, any damage apply all or deficiency in or from the reletting part of the Premises as provided deposit to cure such default in Paragraph 21whole or in part. The useLandlord may, application in its sole discretion, resort to any or retention all rights and remedies against Tenant before applying such deposit. Use of the Collateral, or any portion thereof, by Landlord such deposit shall not prevent Landlord from exercising any other right rights or remedy remedies provided by this Lease or by at law (it being intended that Landlord or in equity. Throughout the term of this Lease, Tenant shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If replenish any portion of the Collateral is deposit used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten (10) days after the of written demand therefor is made by Landlord. Landlord may commingle and invest the deposit without obligation to pay interest on or account for the deposit. Landlord may assign the deposit to any successor in interest, to thereby releasing Landlord from liability therefor. Tenant may not assign the deposit cash without Landlord’s prior written consent. At such time as Tenant provides Landlord with a true and complete balance sheet, certified for accuracy and completeness by Tenant’s chief financial officer, which fairly depicts Tenant’s net worth (defined as Tenant’s tangible net assets, reasonably valued, less its liabilities) as depicted on Tenant’s balance sheet exceeds Nine Million Dollars ($9,000,000) and provided Tenant is not otherwise in default under this Lease (and would not be in default with the passage of time or the giving of notice or both), then Landlord in an amount sufficient shall return to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all Fifty-Four Thousand Seven Hundred Dollars ($54,700) of the provisions Security Deposit. Tenant may from time to time substitute a standby letter of this Lease, the Collateral, credit for all or any balance thereof, shall be returned to Tenant without interest after the expiration a portion of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence Security Deposit, in form and from a financial institution reasonably satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord.

Security Deposit. 32.1 Upon the execution of this Lease by Tenant, Tenant hereby deposits with shall deliver to Landlord a letter of credit (the sum “Letter of $9,955.00 (hereinafter referred to as “CollateralCredit”)) issued in favor of Landlord in the amount of the Security Deposit Amount, as security for the prompt, full and faithful performance and observance by Tenant of each the terms, conditions and every provision provisions of this Lease and of all monetary and non-monetary obligations of Tenant hereunder, including without limitation the surrender of possession of the Premises to Landlord as herein provided. No interest shall be paid to In the event Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform defaults in respect of any of its obligations hereunderthe terms of this Lease including, but not limited to, the payment of Rent and additional rent after notice and the expiration of any applicable cure period, Landlord may use, apply or retain draw upon Letter of Credit to the whole or any part of the Collateral extent required for the payment of (a) any rent or other sums of money sum as to which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf is in accordance with the provisions of this Lease, and/or (c) default or for any sum which Landlord may expend have expended or may be required to expend by reason of Tenant’s default, including any damages or deficiency accrued before or after summary proceedings or other re-entry by Landlord. In addition, Landlord may draw upon Letter of Credit to the extent required to compensate Landlord for the actual costs incurred by Landlord in leasing the Premises, including, without limitation, the unamortized portion of all of the Landlord’s Work performed and the unamortized portion of Tenant’s free rent period, if any. In the event Landlord draws upon the Letter of Credit and applies or retains any damage portion or deficiency in or all of the sum received upon such draw, Tenant shall forthwith take such action as is necessary to restore the face amount of the Letter of Credit, so that at all times the amount of the Letter of Credit shall be equal to the Security Deposit Amount. 32.2 The Letter of Credit shall be an irrevocable, unconditional letter of credit with an initial term of not less than one (1) year from the reletting date of this Lease. Without further act or instrument required by Landlord, the Letter of Credit shall be automatically renewed for successive one (1) year periods throughout the remainder of the Premises as provided in Paragraph 21Term unless, not less than sixty (60) days prior to the then current expiration date of the Letter of Credit the issuing bank notifies Landlord of its intention not to renew the Letter of Credit. The useLetter of Credit (or any renewal, application extension or retention replacement thereof) shall continue in full force and effect and shall be maintained in its full face amount for three (3) full calendar months beyond the expiration of the Collateral, Term of this Lease. The Letter of Credit shall (i) be negotiable and freely transferable in connection with a sale or any portion thereof, transfer by Landlord shall not prevent Landlord from exercising any other right or remedy provided as hereinafter described; (ii) be issued by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion Bank of the Collateral is usedAmerica, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇▇▇ agrees▇▇▇▇▇, within ten days after or other New York City banking institution reasonably acceptable to Landlord which is a member of the written demand New York Clearing House Association; (iii) provide for payment of all or any portion of the face amount of the Letter of Credit to Landlord upon the receipt by the issuing bank of a statement signed by a representative of Landlord that Landlord is entitled to such amount pursuant to the terms of this Lease; and (iv) be otherwise in form and substance reasonably satisfactory to Landlord. Landlord’s receipt of notice from the issuing bank of its intention not to renew the Letter of Credit or Tenant’s failure to deliver a renewal or replacement Letter of Credit shall entitle Landlord at any time thereafter to draw the full face amount of the Letter of Credit and retain such sum as security hereunder in lieu of the Letter of Credit. Tenant’s failure to maintain the Letter of Credit or to substitute a cash security deposit as a replacement therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. shall constitute a default under this Lease. 32.3 If Tenant shall fully and faithfully comply with all of the terms, provisions and covenants of this Lease, the Collateral, or any balance thereof, Letter of Credit shall be returned to Tenant without interest after the expiration Expiration Date or sooner termination of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premisesthis Lease (other than a termination that results from Tenant’s default hereunder). In the absence event of evidence satisfactory to Landlord of any permitted assignment a sale of the right to receive the Collateral, Building or leasing of the remaining balance thereof, Landlord may return Building or a portion of which the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgagePremises form a part, Landlord shall have the right to transfer or assign the Collateral Letter of Credit to the transferee vendee or mortgageelessee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of Landlord upon such Collateral, Landlord transfer shall thereby be released by Tenant from all liability or obligation for the return of such Collateral security and Tenant shall agrees to look solely to such transferee or mortgagee the new landlord for the return of said security. It is agreed that the Collateral. The Collateral provisions hereof shall not be mortgaged, assigned apply to every transfer or encumbered in any manner whatsoever by Tenant without assignment made of the prior written consent of Landlordsecurity to a new landlord.

Security Deposit. Tenant hereby deposits with Landlord 11.1 The Contractor shall no later than seven (7) days from the date of this Agreement, furnish a security deposit by way of a banker’s guarantee issued by a reputable bank acceptable to the Buyer on terms prescribed by the Buyer, of a sum equivalent to five percent (5%) of $9,955.00 the Contract Price, valid up to and including the thirtieth (hereinafter referred 30th ) day after the last date of expiry of the Warranty Period. Should the Contractor fail to furnish the security deposit as “Collateral”)required under this Clause, the Buyer may without further notice, and without prejudice to any other rights and/or remedies of the Buyer, set off and deduct against any payment(s) due to the Contractor, such amounts sufficient to comprise the security deposit, and shall hold the same as the security deposit in cash pursuant to this Clause. 11.2 This deposit will be refunded after the thirtieth (30th) day after the last date of expiry of the Warranty Period, if the Buyer is satisfied that the Contractor has fulfilled all the terms and conditions and obligations of this Agreement, in Singapore currency by way of a cheque drawn on a bank in Singapore or return of the banker’s guarantee if requested by the Contractor, as security for the promptcase may be. If the Contractor breaches this Agreement, full and faithful performance by Tenant of each and every provision the Contractor will forfeit part or the whole of this Lease deposit to the Buyer, the actual amount of forfeiture to be determined by the Buyer, and of all obligations of Tenant hereunderthe balance thereof, if applicable, shall be refunded to the Contractor. No interest shall be paid to Tenant on the Collateraldeposit or upon refund thereof. The Contractor shall maintain the amount of the security deposit set out in Clause 11.1 above until the thirtieth (30th ) day after the last date of expiry of the Warranty Period and following the deduction of any amount from the security deposit, the Contractor undertakes to top up the cash or provide an additional or replacement banker’s guarantee so as to ensure that the amount of the security deposit is at all times equivalent to five percent (5%) of the Contract Price. 11.3 If the Contractor elects to provide a banker’s guarantee pursuant to Clause 11.1 and Landlord if the Buyer anticipates that the banker’s guarantee will expire earlier than thirty (30) days from the last date of the Warranty Period, the Buyer shall have notify the right Contractor to commingle extend the Collateral with Landlordbanker’s other fundsguarantee so that it will expire thirty (30) days from the last date of the Warranty Period. If Tenant the Contractor fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of make such extension within seven (a7) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or days from the reletting date of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Leasesuch notice, the Collateral, or any balance thereof, Buyer shall be returned entitled to Tenant without interest after call on the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenantbanker’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordguarantee.

Security Deposit. Tenant hereby deposits with Landlord (a) As security for the full and punctual performance by Mesoblast of all of the terms and conditions of this Sub-Sublease, Mesoblast shall deposit the sum of Seven Hundred Fourteen Thousand Seven Hundred Ninety Eight Dollars ($9,955.00 714,798.00) (hereinafter the “Security Deposit”) with Carlo Pazolini by means of an irrevocable letter of credit (such letter of credit and all renewals and replacements thereof are referred to herein as the “CollateralLetter of Credit”)) substantially in the form of Exhibit “B” which is attached to this Sub-Sublease as an integral part hereof and issued in the Borough of Manhattan, State of New York to Carlo Pazolini as security for the promptsole beneficiary thereunder by Bank of America, full N.A. or another bank or trust company (the “Issuing Institution”) reasonably acceptable to Carlo Pazolini and faithful performance having an expiration date of no later than three hundred sixty five (365) days after its date of issuance with automatic annual renewals. The Letter of Credit shall not limit the number of times that Carlo Pazolini is entitled to draw thereunder and shall be transferable by Tenant Carlo Pazolini to any successor to Carlo Pazolini’s position as sub-sublandlord under this Sub-Sublease without cost to Carlo Pazolini or such successor. The final Letter of each and every provision Credit established hereunder shall have an expiration date which falls at least sixty-five (65) days after the Expiration Date. The Security Deposit shall be submitted to Carlo Pazolini by Mesoblast concurrently with the signing of this Lease and Sub-Sublease by Mesoblast. (b) Upon the occurrence of all obligations an Event of Tenant hereunder. No interest shall be paid Default by Mesoblast under this Sub-Sublease or whenever Carlo Pazolini has obtained a judgment against Mesoblast based on a claim arising out of this Sub-Sublease, Carlo Pazolini may draw against the Letter of Credit, to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral extent required for the payment of (a) any rent Fixed Rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) Additional Rent or for any sum which Landlord Carlo Pazolini may expend or be required to expend by reason of TenantMesoblast’s defaultdefault or the amount of such default or judgment, including, without limitation, as the case may be. The Letter of Credit may be drawn upon by presentation to the Issuing Institution of a statement of any damage or deficiency in or from officer of Carlo Pazolini certifying that Carlo Pazolini is entitled to draw such amount pursuant to the reletting terms of this Sub-Sublease. The application of any amounts drawn under the Letter of Credit shall not constitute the cure by Mesoblast of the Premises as provided in underlying default to which the Security Deposit is so applied. (c) If Carlo Pazolini receives notice of non-renewal of any Letter of Credit required to be maintained under this Paragraph 2119 and Mesoblast fails to renew or replace same by no less than thirty (30) days prior to its expiration with a renewal or replacement Letter of Credit meeting the requirements of this Paragraph 19, then Carlo Pazolini, at any time after such thirtieth (30th) day and prior to such renewal or replacement, may draw on such Letter of Credit for the undrawn amount of such Letter of Credit and deposit the proceeds of such draw into an account maintained by Carlo Pazolini (which account may include other funds of Carlo Pazolini) and Carlo Pazolini shall have the right to draw on such proceeds whenever Carlo Pazolini would have had the right to draw on the Letter of Credit, if such Letter of Credit had been renewed or replaced. The Any renewal or replacement Letter of Credit shall be submitted to and held by Carlo Pazolini. (d) In the case of every use, application or retention of the CollateralSecurity Deposit, Mesoblast shall, within five (5) days after demand, either increase the Letter of Credit by such sum or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required pay to proceed against Carlo Pazolini the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is sum so used, applied or retained by Landlord for retained, so that the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, Security Deposit shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same replenished to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof amount which Mesoblast is required to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordmaintain hereunder.

Security Deposit. Tenant hereby deposits 5.6.1. The Licensee shall submit an Interest Free Security Deposit to the SSCL for a sum equivalent to INR (Rupees only) for the said Licensed Space(s) with Landlord a validity of three years. This Security Deposit shall be submitted within 15 days of issue of the LOA. The Security Deposit shall be in the form of an unconditional and irrecoverable Bank Guarantee in favor of “Shillong Smart City Limited”, drawn on any Public Sector Bank and payable /encashable at Shillong. The Bank Guarantee for Security Deposit shall be submitted or be renewed for a sum equivalent to one year’s License fee of $9,955.00 the following year with a validity of three years. 5.6.2. The Security Deposit would however be forfeited in case of any “Event of Default” as described in the License Agreement and/or in accordance with terms specified elsewhere in the bid document. 5.6.3. Upon the SSCL/Licensor being of the view that the Licensee has committed any breach or default of this Agreement, SSCL/Licensor shall, without prejudice to its other rights and remedies hereunder or in law, be entitled to en-cash and appropriate the relevant amounts from the Security Deposit as loss/damages for such breach or default. Upon such encashment and appropriation from the Security Deposit, the Licensee shall, within 30 (hereinafter referred thirty) days thereof, replenish, in case of partial appropriation, to its original level the Security Deposit, and in case of appropriation of the entire Security Deposit provide a new Security Deposit, as the case may be, and the Licensee shall, within the time so granted, replenish or furnish fresh Security Deposit as aforesaid failing which SSCL/Licensor shall be entitled to terminate this Agreement and forfeit the remaining amounts of the Security Deposit, if any. 5.6.4. The Licensee agrees and undertakes to keep the Security Deposit valid on roll over basis throughout the License Period till the end of the License Period plus 180 days thereafter. The Security Deposit shall not carry interest. 5.6.5. The said Security Deposit shall be returned by SSCL/Licensor after the expiry of the License Period without any interest subject to fulfilment of all handing over obligations/requirements by the Licensee, to the satisfaction of SSCL/Licensor and further subject to deductions/adjustment for all damages/losses suffered by SSCL /Licensor 5.6.6. If the Licensee defaults in any Quarterly License Fee for more than 45 (Forty Five) days from the due date as per the provisions of this Agreement, SSCL/Licensor shall be entitled to en-cash the Security Deposit without being liable in any manner whatsoever to the Licensee and to appropriate the Security Deposit as “Collateraldamages”), as security without prejudice to other rights and claims of the SSCL/Licensor in which case the Licensee shall replenish the Security Deposit to the original value or submit a new Bank Guarantee for the promptoriginal value i.e. equivalent to 100% of one year License. 5.6.7. In case after submission of the revised Security Deposit, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest the Licensee defaults second time in recurring payment, SSCL/Licensor at its sole discretion, shall be paid entitled to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf terminate this Agreement in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, includingArticle 10, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered liable in any manner whatsoever by Tenant without to the prior written consent of LandlordLicensee and to appropriate the Security Deposit as predetermined “damages”.

Security Deposit. (a) Contemporaneously with the execution of this Lease, Tenant hereby deposits with shall pay to Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”)Security Deposit, as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest which shall be paid held by Landlord to Tenant on secure Tenant's performance of its obligations under this Lease. The Security Deposit is not an advance payment of Rent or a measure or limit of Landlord's damages upon an Event of Default. Landlord may, from time to time following an Event of Default and without prejudice to any other remedy, use all or a part of the Collateral, and Landlord shall have the right Security Deposit to commingle the Collateral with Landlord’s other funds. If perform any obligation Tenant fails to perform hereunder. Following any such application of the Security Deposit, Tenant shall pay to Landlord on demand the amount so applied in order to restore the Security Deposit to its original amount. Provided that Tenant has performed all of its obligations hereunder, Landlord may useshall, apply or retain within thirty (30) days after the whole or any part Term ends, return to Tenant the portion of the Collateral Security Deposit which was not applied to satisfy Tenant's obligations. The Security Deposit may be commingled with other funds, and no interest shall be paid thereon. If Landlord transfers its interest in the Premises and the transferee assumes Landlord's obligations under this Lease, then Landlord may assign the Security Deposit to the transferee and Landlord thereafter shall have no further liability for the payment return of the Security Deposit. (b) Tenant shall have the right to deliver to Landlord an unconditional, irrevocable commercial letter of credit ("Letter of Credit") in substitution for the cash Security Deposit. The Letter of Credit shall be (a) any rent or other sums of money which Tenant may not have paid when due, in form and substance satisfactory to Landlord; (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or amount set forth in the Lease Summary; (c) any sum which Landlord may expend issued by First Union National Bank (or be required to expend by reason of Tenant’s defaultits successor that meets the criteria set forth in this Subsection 23(b)) in a New York, including, without limitation, any damage New York metropolitan area or deficiency in or from northern New Jersey federally insured branch (i) organized under the reletting laws of the Premises as provided in Paragraph 21. The use, application or retention United States of the Collateral, America or any portion state thereof; (ii) doing business in the United States of America; (iii) subject to state or federal banking regulatory authorities; (iv) having a combined capital, by Landlord shall surplus and undivided profits (less any undivided losses) of not prevent Landlord less than five hundred million dollars ($500,000,000.00); and (v) having a commercial paper rating of A-1 (or the equivalent) from exercising any other right Standard & Poor's Corporation or remedy provided by this Lease P-1 (or by law (it being intended that Landlord shall not first be required to proceed against the Collateralequivalent) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, Tfrom ▇▇▇▇▇'▇ agreesInvestors Service, within ten Inc. and otherwise reasonably acceptable to Landlord (collectively "Bank Criteria"); (d) payable in full or partial draws upon presentation of the Letter of Credit to the issuer together with a letter on Landlord's letterhead stating that Landlord is entitled to the Letter of Credit proceeds; (e) made expressly transferable and assignable to the Landlord from time to time of the Building, the holder or trustee, as applicable, under any mortgage, and any receiver of such Landlord (it being agreed that the Letter of Credit shall be delivered only to any of such persons or entities); and include an "evergreen" provision which provides that the Letter of Credit shall be automatically renewed on an annual basis unless the issuer delivers thirty (30) days prior written notice of cancellation to Landlord, such that the Letter of Credit remains in effect through the sixtieth (60th) day after the expiration of the Lease Term and Renewal Term, if applicable. Landlord shall be permitted to draw upon the Letter of Credit and apply all or a portion of the proceeds thereof necessary to compensate Landlord for any matter to which the Security Deposit is permitted to be applied hereunder, and to retain the remaining proceeds thereof for the remainder of the Lease Term and Renewal Term, as applicable, as a cash Security Deposit. Within three (3) days after written notice of Landlord's use of all or a portion of the written demand therefor is made by Landlordproceeds of the Letter of Credit, to Tenant shall deposit with Landlord cash with the Landlord in an amount sufficient to restore replace the Collateral funds so used by Landlord and the entire Security Deposit shall thereafter be held by Landlord in cash. Landlord also shall have the right to its original amount. If Tenant shall fully and faithfully comply with all draw upon the Letter of Credit in any of the provisions following circumstances, without any further notice of any kind except as expressly specified in this Subsection 23(b): (i) if Tenant fails to deliver to Landlord a replacement Letter of Credit complying with the terms of this Lease, subsection (from a financial institution other than the Collateralissuer, or successor thereto, of the then-current Letter of Credit) within ten (10) days after demand by Landlord after the financial condition of the issuing bank (or the successor thereto) is reduced below a rating of the Bank Criteria or (ii) if Tenant fails to provide Landlord with any balance thereof, renewal or replacement Letter of Credit complying with the terms of this Subsection 23(b) at least twenty-five (25) days prior to the expiration of the then-current Letter of Credit. Landlord shall not be returned required to Tenant without pay any interest on any proceeds drawn under the Letter of Credit or to maintain any such proceeds in a separate account. Within sixty (60) days after the later of (i) the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence Renewal Term, as applicable, of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or (ii) Tenant's vacating the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original TenantLeased Premises (and not then being in default hereunder), Landlord shall return the Letter of Credit and all proceeds thereof being held by Landlord (less such portions thereof as Landlord may have used to satisfy Tenant's obligations or liabilities to Landlord and less such other sums as Landlord reasonably expects to be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateraldue from Tenant). Tenant acknowledges expressly waives any right it might otherwise have to prevent Landlord from drawing on the Letter of Credit and agrees that L▇▇▇▇▇▇▇ has the right to transfer an action for damages and not injunctive or mortgage its interest other equitable relief shall be Tenant's sole remedy in the Land and event Tenant disputes Landlord's claim to any such amounts. Neither the Building and in this Lease and T▇▇▇▇▇ agrees that cash Security Deposit nor any drawing under the Letter of Credit shall be deemed to be liquidated damages in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released a breach by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordthis Lease.

Security Deposit. (a) Tenant hereby deposits shall deposit with Landlord on the sum signing of $9,955.00 (hereinafter referred to this Lease the Security Deposit as “Collateral”), as security defined in the Preamble for the prompt, full and faithful performance by of Tenant's obligations under this Lease, including, without limitation, the surrender of possession of the Premises to Landlord as herein provided. If Landlord applies any part of said Security Deposit to cure any default of Tenant, Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant shall, on demand, deposit with Landlord the Collateral, and amount so applied so that Landlord shall have the right full Security Deposit on hand at all times during the Term. Landlord,in the event that the Demised Premises are sold, shall transfer and deliver the Security Deposit, as such,to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part purchaser of the Collateral for the payment of Demised Premises and shall notify Tenant thereof, and thereupon Landlord shall be discharged from any further liability in reference thereto. The Security Deposit (a) less any rent portions thereof used, applied or other sums of money which Tenant may not have paid when due, (b) any sum expended retained by Landlord on in accordance with the provisions of this Paragraph 16), which need not be placed in any separate account of Landlord, shall be returned to Tenant’s behalf , without interest, within thirty (30) days after the expiration or sooner termination of this Lease without the fault of Tenant and after delivery of the entire Premises to Landlord in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend . Tenant covenants that it will not assign or be required encumber or attempt to expend by reason of Tenant’s default, including, without limitation, any damage assign or deficiency in or from encumber the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Security Deposit and Landlord shall not prevent be bound by any such assignment, encumbrance or attempt thereof. (b) Three (3) months prior to the Termination Date, the Landlord from exercising any other will obtain an irrevocable letter of credit in favor of Tenant to secure its obligation to return the Security Deposit as required under this Lease. In the event the Landlord fails to do so, the Tenant shall have the right or remedy provided by this Lease or by law (it being intended that Landlord shall of setoff equal to an amount not first be required to proceed exceed the Security Deposit against the Collateralpayment of Fixed Basic Rent and Additional Rent for the last three (3) and shall months of the term of this Lease. In the event of the insolvency of Tenant, or in the event of the entry of a bankruptcy judgment in any court against Tenant which is not operate as discharged within thirty (30) days after entry, or in the event a limitation on petition is filed by or against Tenant under any recovery to which chapter of the bankruptcy laws of the State of New Jersey or the United States of America, then in such event, Landlord may otherwise require Tenant to deposit additional security, to be entitled. If any portion of the Collateral is used, applied or retained held by Landlord for pursuant to the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions terms of this Lease, in an amount which in Landlord's sole judgment reasonably exercised would be sufficient to adequately assure Tenant's performance of all of its obligations under this Lease including all payments subsequently accruing. Failure of Tenant to deposit the Collateralsecurity required by this Paragraph, or any balance thereofwithin ten (10) days after Landlord's written demand, shall be returned to Tenant without interest after the expiration constitute a material breach of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original by Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord.

Security Deposit. (a) The sum which is set forth in Section 1.04 which Tenant hereby deposits has deposited with Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”), as is security for the prompt, full and faithful performance by Tenant of each and every provision of all its obligations under this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral or in connection with Landlord’s other fundsthis Lease. If Tenant fails to perform any an Event of its obligations hereunderDefault (as herein defined) has occurred, Landlord may use, apply or retain the whole or any part of the Collateral Security Deposit in such order and in such combination as Landlord elects, for the payment of (ai) Rent or any rent or other sums of money which Tenant may not have paid when due, or which may become due after the occurrence of the Event of Default; (bii) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or intentionally omitted; or (ciii) any sum which the Landlord may expend or be required to expend by reason of Tenant’s defaultsuch Event of Default, including, without limitation, including any damage damages or deficiency in or from the reletting of the Demised Premises in connection with Article XVI hereof. In the case of every such application or retention during the Lease Term, Tenant shall, within fifteen (15) days after demand, pay to Landlord a sum equal to that so applied or retained, which shall be added to the Security Deposit so that the same shall be restored to its original amount. Landlord may use, apply or retain the whole or any part of the Security Deposit for the repair of damage to the Demised Premises upon Tenant’s surrender of the Demised Premises on the Expiration Date (as well as any sums reimbursable to Landlord by Tenant due to Tenant’s failure to surrender the Demised Premises on the Expiration Date as provided in Paragraph 21this Lease). The use, application or retention of the Collateral, Security Deposit or any portion thereof, thereof by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease for hereunder or by at law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of ​ (b) The Security Deposit shall bear no interest; and if legally permissible, Landlord shall be entitled to commingle the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Security Deposit with Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. ’s other funds. (c) If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, Security Deposit or any balance thereof, thereof shall be returned to Tenant without interest within thirty (30) days after the expiration of the Term Expiration Date or upon any later date after which T▇▇▇▇▇ Tenant has vacated the Demised Premises. In the absence of evidence reasonably satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, Security Deposit or of the remaining balance thereof, Landlord may return the same Security Deposit to the original Tenant, Tenant regardless of one or more assignments of Tenant’s interest in this Lease or the Collateralsuch Security Deposit. In such event, upon the return of the Collateral, such Security Deposit or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 hereunder. (d) Tenant covenants and agrees that it shall not assign, pledge, hypothecate, mortgage or otherwise encumber the Security Deposit during the term of the Lease, except in connection with respect a permitted assignment of this Lease. (e) The Security Deposit may be transferred to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its any purchaser of Landlord’s interest in the Land Building or the Property (provided that Landlord gives Tenant the name and the Building address of such transferee), and in this Lease and T▇▇▇▇▇ agrees that in the event of any upon such transfer or mortgagetransfer, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement be relieved of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or any obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordwith respect thereto.

Security Deposit. Tenant hereby deposits If, in Section 1.2 hereof, a security deposit is specified, Tenant, at its expense, shall deliver to Landlord, on the date of execution and delivery of this Lease, a clean, irrevocable Letter of Credit issued by and drawn upon any commercial bank acceptable to Landlord with Landlord the sum of $9,955.00 a banking office in Boston or New York (hereinafter referred to as “Collateral”the "Issuing Bank") which Letter of Credit shall (i) name Landlord as beneficiary thereof, (ii) have a term of not less than one (1) year, (iii) be in the original amount equal to $550,000 and subject to reduction as provided in Section 1.2 hereof, and (iv) otherwise be in form and content satisfactory to Landlord. The Letter of Credit shall, in any event, provide that: (1) The Issuing Bank shall pay to Landlord an amount up to the face amount of the Letter of Credit upon presentation of a statement from Landlord that a Default of Tenant has occurred, specifying the nature of such Default and a demand for payment in the amount to be drawn and notice of such presentation shall be delivered simultaneously to Tenant; (2) The Letter of Credit shall be deemed to be automatically renewed, without amendment, for consecutive periods of one year each and shall have a final expiry date of not earlier than January 31, 2005, unless the Issuing Bank sends written notice (hereinafter called the "Non-Renewal Notice") to Landlord both by Federal Express or another recognized national or regional courier and by certified or registered mail, return receipt requested, not less than sixty (60) days next preceding the then expiration date of the Letter of Credit, that it elects not to have such Letter of Credit renewed; (3) Landlord, after receipt of the Non-Renewal Notice, shall have the right, exercisable by a demand for payment draft only, to draw upon the Letter of Credit and receive the proceeds thereof (which shall be held by Landlord as a cash deposit pursuant to the terms of this Section 14.17 pending the replacement of such Letter of Credit or applied as permitted by the terms of this Section 14.17); and (4) Upon Landlord's sale or other transfer of the Building, or Landlord's interest therein, or a leasing of the Building, the Letter of Credit shall be transferable by Landlord and Landlord shall thereupon be released by Tenant from all liability for the return of such Letter of Credit. In such event, Tenant agrees to look solely to the new Landlord for the return of said Letter of Credit. Tenant shall execute such documents as may be necessary to accomplish such transfer or assignment of the Letter of Credit and shall pay any transfer fees of the Issuing Bank. Tenant covenants that it will not assign or encumber, or attempt to assign or encumber, the Letter of Credit or proceeds thereof and that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment, or attempted encumbrance. If Landlord determines that the financial condition of the Issuing Bank has so declined as to cause concern that the Issuing Bank may not honor a draw on its Letter of Credit and provides Tenant with notice of the same, Tenant shall promptly obtain a replacement Letter of Credit complying with the terms hereof from another commercial bank acceptable to Landlord. Landlord shall have the right from time to time without prejudice to any other remedy Landlord may have on account thereof, to apply such deposit, or any part thereof, to Landlord's damages arising from, or to cure, any Default of Tenant. If Landlord shall so apply any or all of such deposit, Tenant shall promptly deposit with Landlord the amount applied to be held as security hereunder or obtain a replacement Letter of Credit in such amount conforming with the other requirements of this Section 14.17. Provided that no Default of Tenant then exists, Tenant may, in each Lease Year of the Lease Term beginning with the Lease Year commencing June 15, 2000, substitute for the promptLetter of Credit then held by Landlord, full and faithful performance a replacement Letter of Credit in the amount required to be posted as a Security Deposit for the next succeeding Lease Year as set forth in Section 1.2 hereof, it being understand that Landlord shall not be obligated to return any Letter of Credit in its possession until Tenant has delivered a substitute Letter of Credit in the amount required pursuant to Section 1.2 hereof for such applicable Lease Year. Provided Landlord has had delivered to it by Tenant a substitute Letter of each Credit in the applicable amount and every provision otherwise conforming with the other requirements of this Lease and Section 14.17, Landlord shall immediately return to Tenant any Letter of all obligations Credit for which replacement or substitution has been made by Tenant in accordance with this Section 14.17. Provided that no Default of Tenant hereunder. No interest then exists, Landlord shall be paid return the Letter of Credit, or so much thereof as shall have theretofore not been applied in accordance with the terms of this Section 14.17, to Tenant on the Collateralexpiration or earlier termination of the Lease Term and surrender of possession of the Premises by Tenant to Landlord at such time. While Landlord holds as a cash deposit the proceeds resulting from a draw having been made upon the Letter of Credit, Landlord shall have no obligation to pay interest on the same and Landlord shall have the right to commingle the Collateral same with Landlord’s 's other funds. If Tenant fails to perform any of its obligations hereunderLandlord conveys Landlord's interest under this Lease, Landlord may usethe cash deposit, apply or retain the whole or any part thereof not previously applied, may be turned over by Landlord to Landlord's grantee, and, if so turned over and receipt of such cash deposit is acknowledged by Landlord's grantee, Tenant agrees to look solely to such grantee for proper application of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf deposit in accordance with the provisions terms of this LeaseSection 14.17, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency and the return thereof in or from the reletting of the Premises as provided in Paragraph 21accordance herewith. The use, application or retention holder of the Collateral, or any portion thereof, by Landlord a mortgage shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required responsible to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord Tenant for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, return or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event application of any such transfer cash deposit, whether or mortgagenot it succeeds to the position of Landlord hereunder, Landlord unless such cash deposit shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of been received in hand by such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordholder.

Security Deposit. Landlord acknowledges receipt, subject to clearance if by check, from Tenant hereby deposits with of an amount as specified in the Basic Lease Provisions hereof as the Security Deposit, such amount as partial consideration for Landlord the sum of $9,955.00 (hereinafter referred to enter into this Lease, and which is to be held as “Collateral”), as collateral security for the prompt, full payment of any rentals and other sums of money payable by Tenant under this Lease and for the faithful performance by of all other covenants and agreements of Tenant hereunder; amount of each and every provision said Security Deposit without interest to be repaid to Tenant after the termination of this Lease and any renewal thereof, provided Tenant shall have made all such payments, performed all such covenants and agreement and left Demised Premises in same physical condition as when Tenant first occupied Demised Premises, normal wear and tear excepted, and has made no modifications requiring a building permit without first obtaining such permit and consent of all obligations of Landlord. Upon any default by Tenant hereunder. No interest shall , after expiration of any applicable notice or cure period set forth herein, all or part of said Security Deposit may at Landlord’s sole option, be paid to Tenant applied on the Collateralaccount of such defaults, and thereafter Tenant shall promptly restore the resulting deficiency in Security Deposit. Tenant hereby irrevocably waives the benefit of any provision of law requiring such Security Deposit to be held in escrow or by a third party, and said Security Deposit shall (subject to the terms and conditions set forth herein) remain the property of Tenant, but may be co-mingled by Landlord shall have (with its own funds). In the right to commingle the Collateral with event that Landlord’s other funds. If Tenant fails to perform any of its obligations hereunderinterest in the Demised Premises be sold, Landlord may usedeliver or merely credit the funds deposited hereunder by Tenant to the purchaser of Landlord’s interest; and, apply or retain the whole or any part thereupon, provided such purchaser acknowledges receipt of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original TenantSecurity Deposit, Landlord shall by virtue of such circumstance and these terms fully, finally, and absolutely be completely relieved of discharged from any further liability under this Paragraph 24 or otherwise with respect to such Security Deposit; and this provision shall also apply to the Collateralbenefit of any and all other deposits; and this provision shall also apply to the benefit of any and all subsequent transferees. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral Tenant will look solely to the transferee Landlord or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateralits successor(s) in interest, Landlord shall thereby be released by Tenant from all liability or obligation as applicable, for the return of such Collateral its Security Deposit, and not in any event to any mortgagee who has assumed Landlord’s position, either by mortgagee in possession, foreclosure or the acceptance of a deed in lieu thereof, unless said mortgagee shall have first in writing actually acknowledged receipt of that specific Security Deposit. Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall further agrees that Security Deposit cannot be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordused as last month’s rent.

Security Deposit. Tenant hereby deposits shall deposit with Landlord the sum Landlord, upon delivery of $9,955.00 (hereinafter referred to as “Collateral”), as security for the prompt, full and faithful performance by Tenant of each and every provision an executed copy of this Lease and to Landlord, a security deposit (“Security Deposit”) for the performance of all of Tenant’s obligations of Tenant hereunder. No interest hereunder in the amount set forth in the Basic Lease Provisions, which Security Deposit shall be paid in the form of an unconditional and irrevocable letter of credit (“Letter of Credit”): (i) in form and substance satisfactory to Tenant on Landlord, (ii) naming Landlord as beneficiary, (iii) issued by an FDIC-insured financial institution satisfactory to Landlord, (iv) redeemable by presentation of a sight draft in the Collateral, and Landlord shall have the right to commingle the Collateral with state of Landlord’s other funds. If Tenant fails choice; and (v) expressly allowing Landlord to perform draw upon it at any time from time to time by delivering to the issuer a dated statement signed by an authorized officer of its obligations hereunder, Landlord may use, apply or retain the whole or any part substantially stating one of the Collateral for the payment of following: (a) any rent “The beneficiary hereby certifies that [insert Tenant] or other sums of money which Tenant its successors or assigns under the Lease has defaulted in its obligations under the lease agreement, dated [insert lease date] by and between [insert Tenant] and [insert Landlord] (as the same may not have paid when duebe amended and assigned from time to time, the “Lease”) and that beneficiary is due the amount requested in this draw request.” OR (b) any sum expended by Landlord on “The beneficiary hereby certifies that [insert Tenant’s behalf ] or its successors or assigns under the Lease has defaulted in accordance with its obligations under the provisions of this Lease, and/or that beneficiary is barred by applicable law from sending a notice of default and that beneficiary is due the amount requested in this draw request.” OR (c) any sum which Landlord may expend or be required “The beneficiary is in receipt of [insert bank’s name] notice of non-extension of letter of credit no. [insert letter of credit number] (“Letter of Credit”) and certifies that it is entitled to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from draw the reletting entire amount of the Premises as provided Letter of Credit.” OR (d) “The beneficiary hereby certifies that beneficiary is due the amount requested in Paragraph 21. The use, application or retention this draw request pursuant to the terms and conditions of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. Lease.” If Tenant shall fully and faithfully comply does not provide Landlord with a substitute Letter of Credit complying with all of the provisions of this Lease, requirements hereof at least 10 days before the Collateral, or any balance thereof, shall be returned to Tenant without interest after the stated expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment then current Letter of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgageCredit, Landlord shall have the right to transfer draw the full amount of the current Letter of Credit and hold the funds drawn in cash without obligation for interest thereon as the Security Deposit. The Security Deposit shall be held by Landlord as security for the performance of Tenant’s obligations under this Lease. The Security Deposit is not an advance rental deposit or assign a measure of Landlord’s damages in case of Tenant’s default. Upon each occurrence of a Default (as defined in Section 20), Landlord may use all or any part of the Collateral Security Deposit to pay delinquent payments due under this Lease, and the cost of any damage, injury, expense or liability caused by such Default, without prejudice to any other remedy provided herein or provided by law. Upon any such use of all or any portion of the Security Deposit, Tenant shall pay Landlord, within 5 days after demand from Landlord, the amount that will restore the Security Deposit to the transferee amount set forth in the Basic Lease Provisions. Tenant hereby waives the provisions of any law, now or mortgageehereafter in force, which provide that Landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of Rent, to repair damage caused by Tenant or to clean the Premises, it being agreed that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, arising out of a Default by Tenant. Upon written acknowledgement bankruptcy or other debtor-creditor proceedings involving Tenant, the Security Deposit shall be deemed to be applied first to the payment of transferee’s or mortgagee’s receipt Rent and other charges due Landlord for periods prior to the filing of such Collateralproceedings. If Tenant shall fully perform every provision of this Lease to be performed by Tenant, the Security Deposit, or any balance thereof (i.e., after deducting therefrom all amounts to which Landlord is entitled under the provisions of this Lease), shall be returned to Tenant (or, at Landlord’s option, to the last assignee of Tenant’s interest hereunder) within 75 days after the expiration or earlier termination of this Lease. If Landlord transfers its interest in the Premises or this Lease, Landlord shall thereby be released either (a) transfer any Security Deposit then held by Landlord to a person or entity assuming Landlord’s obligations under this Section 6, or (b) return to Tenant from all liability or obligation for any Security Deposit then held by Landlord and remaining after the return of deductions permitted herein. Upon such Collateral and Tenant shall look solely transfer to such transferee or mortgagee for the return of the CollateralSecurity Deposit to Tenant, Landlord shall have no further obligation with respect to the Security Deposit, and Tenant’s right to the return of the Security Deposit shall apply solely against Landlord’s transferee. The Collateral shall Security Deposit is not be mortgaged, assigned an advance rental deposit or encumbered in any manner whatsoever by Tenant without the prior written consent a measure of Landlord’s damages in case of Tenant’s default. Landlord’s obligation respecting the Security Deposit is that of a debtor, not a trustee, and no interest shall accrue thereon. Within 5 days after the date on which Tenant first uses any portion of the Additional Tenant Improvement Allowance (as defined in the Work Letter), the Security Deposit shall be increased so that it equals $[***]. Tenant shall deliver the increased Security Deposit to Landlord by means of an amendment to the Letter of Credit previously issued or a replacement Letter of Credit in the amount of the increased Security Deposit, all of which shall comply with the terms of this Lease.

Security Deposit. Tenant hereby deposits with Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”), as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in a. In accordance with the provisions Annotated Code of this LeaseMaryland, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s defaultReal Property Article, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has deposited with the right Landlord/Agent the sum of Dollars ($ ), receipt of which is hereby acknowledged, which sum does not exceed two (2) months rent, which is to transfer be held as collateral security and applied on any rent or mortgage its unpaid utility bill that may remain due and owing at the expiration of this Lease, any extension thereof or holding over period, or applied to any damages to the premises in excess of ordinary wear and tear caused by the Tenant, his family, guests, employees, trades people, or pets, or other damages and expenses suffered by Landlord as a result of a breach of any covenant or provision of this Lease. Tenant may not utilize the security deposit as rent and Tenant must not apply the same as the last month’s rent. The security deposit will be deposited in an escrow account in a federally insured banking or savings institution within the State of Maryland, devoted exclusively to security deposits, within thirty (30) days after it has been received. The Landlord/ Agent must provide the Tenant, within forty-five (45) days after the end of the tenancy, by first class mail directed to the last known address of the Tenant, a written list of any damages to the premises together with a statement of costs actually incurred. Within forty-five (45) days after the end of the tenancy, the Landlord/Agent shall return the security deposit to the tenant together with simple interest in which has accrued at the Land and daily U.S. Treasury yield curve rate for 1 year, as of the Building and in this Lease and Tfirst business day of each year, or 1.5%, whichever is greater, less any damages rightfully withheld. Interest shall accrue at six-month intervals from the day the tenant gives the landlord the security deposit. Interest is not compounded. Interest shall be payable only on security deposits of $50 or more. The foregoing provisions do not apply to any Tenant who has abandoned the premises or who has been evicted unless such ▇▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon makes a written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee demand for the return of the Collateralsecurity deposit and provides the Landlord with his/her new address. b. Tenant’s obligation under this Lease may not end when Tenant ceases to occupy the premises. The Collateral shall Repairs required may be so substantial or of such a nature that work will not be mortgagedcompleted within the forty-five (45) day period following the termination of the tenancy. In such event, assigned Landlord must notify Tenant within the given time frame, and reserves the right to pursue ▇▇▇▇▇▇ for reimbursement for costs incurred for damages. c. In the event of a sale of the property upon which the premises are situated or encumbered in the transfer or assignment by the Landlord/ Agent of this Lease, the Landlord/Agent has the obligation to transfer the security deposit to the transferee. After the transfer is made and after written notice of same is given to the Tenant with the name and address of the transferee, Landlord/Agent is released from all liability for the return of the security deposit and the Tenant must look solely to the new Landlord/Agent for the return of his security deposit. It is agreed that the foregoing will apply to every transfer or assignment made of the security deposit to a new Landlord/Agent. d. In the event of any manner whatsoever rightful or permitted assignment of this Lease by the Tenant without to any assignee or sub lessee, the prior written consent security deposit is deemed to be held by the Landlord/Agent as a deposit made by the assignee or sub lessee and the Landlord/Agent will have no further liability with respect to return to such security deposit to the assignor. e. If the landlord, fails to return any part of the security deposit, plus accrued interest, within 45 days after the termination of the tenancy, the tenant has an action of up to threefold of the withheld amount, plus reasonable attorney's fees. f. The Landlord or Landlord’s estate but not the managing agent or court appointed receiver shall remain liable to the Tenant for the maintenance of the security deposit as required by law.

Security Deposit. Tenant hereby deposits Lessee shall deposit with Landlord Lessor on the sum signing of $9,955.00 (hereinafter referred to this Lease the Security Deposit as “Collateral”), as security defined on the Reference Page for the prompt, full and faithful performance by Tenant of each and every provision Lessee’s obligations under this Lease, including without limitation, the surrender of possession of the Premises to Lessor as herein provided. If Lessor applies any part of said deposit to cure any default of Lessee, Lessee shall on demand deposit with Lessor the amount so applied so that Lessor shall have the full deposit on hand at all times during the Term of this Lease and Lease. In the event of all obligations of Tenant hereunder. No interest shall be paid a bona fide sale, subject to Tenant on the Collateralthis Lease, and Landlord Lessor shall have the right to commingle transfer the Collateral with Landlord’s other funds. If Tenant fails Security Deposit to perform any the vendee and Lessor shall be considered released by Lessee from all liability for the return of its obligations hereunder, Landlord may use, apply or retain such Security Deposit; and Lessee agrees to look solely to the whole or any part new lessor for the return of the Collateral for said Security Deposit, and it is agreed that this shall apply to every transfer or assignment made of the payment Security Deposit to a new lessor. The Security Deposit (less any portions thereof used, applied or retained by Lessor in accordance with the provisions of (a) any rent this Section 17), shall be returned to Lessee after the expiration or other sums sooner termination of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf this Lease without the fault of the Lessee and after delivery of the entire Premises to Lessor in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend . Lessee covenants that it will not assign or be required encumber or attempt to expend by reason of Tenant’s default, including, without limitation, any damage assign or deficiency in or from encumber the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord Security Deposit and Lessor shall not prevent Landlord from exercising be bound by any other right such assignment, encumbrance or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance attempt thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment event of the right to receive the Collateral, insolvency of Lessee or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of the entry of a judgment declaring Lessee insolvent or bankrupt in any such transfer court which is not discharged within thirty (30) days after entry, or mortgage, Landlord shall have in the right to transfer event a petition is filed by or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return against Lessee under any chapter of the Collateralbankruptcy laws of the State of New Jersey or the United States of America, then and in such event Lessor may require the Lessee to deposit additional security in the amount specified in Subsection 8(E) (hereinafter called the “Additional Security Deposit”) to adequately assure Lessee’s performance of all of its obligations under this Lease including all payments subsequently accruing. The Collateral Failure of Lessee to deposit the Additional Security Deposit pursuant thereto within ten (10) days after Lessor’s written demand shall not be mortgaged, assigned or encumbered in any manner whatsoever constitute a default by Tenant without the prior written consent of LandlordLessee.

Security Deposit. Tenant hereby deposits Upon the execution of this Lease, Lessee shall deposit with Landlord Lessor the sum of $9,955.00 21,826.00 (hereinafter referred to as “Collateral”), the "SECURITY DEPOSIT") as security for the prompt, full and faithful punctual performance by Tenant of each and every provision obligation of Lessee under this Lease and not as a prepayment of all obligations of Tenant rent hereunder. No Lessor may commingle the Security Deposit with Lessor's other funds, and no interest shall be paid due thereon. Lessor may use the Security Deposit to Tenant on cure any default by Lessee and, in the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply event that Lessor so applies all or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is usedSecurity Deposit, applied Lessee shall pay to Lessor, as Additional Rent, the amount so expended by Lessor within (i) ten (10) days of notice given by Lessor in the case of amounts of more than $500 so expended, or retained (ii) fifteen (15) days of notice given by Landlord for Lessor in the purposes set forth abovecase of amounts of not more than $500 so expended, T▇▇▇▇▇ agreesso that at all times (subject to the grace periods hereinabove referenced) Lessor shall be entitled to hold the full Security Deposit. Any failure of Lessee to restore any amount expended from the Security Deposit within the applicable grace period specified in this Section shall immediately constitute an Event of Default hereunder without the necessity of any further notice or passage of time. Lessor shall assign the Security Deposit to any successor or assign of Lessor under this Lease, within ten and thereafter Lessor shall have no further responsibility therefor. Within thirty (30) days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all expiration or earlier termination of the provisions of this LeaseLease Term, Lessor shall inspect the CollateralLeased Premises, or make such deductions from the Security Deposit as may be required to cure any defaults by Lessee hereunder, and, if Lessee is not then in default hereunder, pay the balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory Security Deposit to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of LandlordLessee.

Security Deposit. Tenant hereby deposits Sublessee shall deposit with Landlord Sublessor the sum of $9,955.00 (hereinafter referred to as “Collateral”), as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf Security Deposit in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend Section 1 above as security for the full and faithful performance by reason Sublessee of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting all of the Premises as provided in Paragraph 21. The useterms, application or retention covenants and conditions of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first Sublease upon Sublessee’s part to be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitledperformed. If any portion of Sublessor shall apply the Collateral is usedSecurity Deposit in whole or in part, Sublessee shall, upon demand, pay to Sublessor the amount so applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral Security Deposit to its original amount. If Tenant the Security Deposit is paid in cash, all interest and earnings shall fully by payable to Sublessee annually in arrears on September 1 of each year (and faithfully comply with all pending such disbursement shall be considered part of the provisions deposit as accrued) and shall be held in a liquid account or an account that can be liquidated without forfeiture of principal at a bank or alternative institutional depository in Boston selected by Sublessor. In lieu of depositing cash pursuant to this Section, Sublessee may deliver to Sublessor an unconditional and irrevocable letter of credit in favor of Sublessor, in the form attached as Exhibit C to this Sublease, drawn upon a bank as Sublessor may approve, for the principal sum of $126,594.96 as security for the faithful performance and observance by Sublessee of the terms, provisions, and conditions of this LeaseSublease. So long as Sublessee is not in default under any of the terms, provisions, and conditions of this lease after notice and beyond any applicable cure period, Sublessor will return the Collateralletter of credit to Sublessee, and it may be canceled or permitted to expire at the expiration of this Sublease. If the term of any balance thereofletter of credit held by Sublessor will expire prior to the expiration date of the term of this Sublease, shall be returned and it is not extended or a new letter of credit for an extended period of time is not substituted within thirty (30) days prior to Tenant without interest the expiration date of the letter of credit, then Sublessor may make demand for the principal amount of the letter of credit and hold such funds as if a cash Security Deposit was being held in accordance with the terms of this Section. At any time that Sublessee is in default under the terms of this Sublease after notice and beyond any applicable cure period, Sublessor may make demand for the principal amount of the letter of credit, and hold such funds as if a cash Security Deposit was being held in accordance with the terms of this Section. Upon written request therefor from Sublessee after the expiration of the Sublease Term or upon (and in any later date after which T▇▇▇▇▇ has vacated event within thirty (30) days following the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment expiration of the right Sublease Term), Sublessor shall return to receive the Collateral, or Sublessee any balance of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or Security Deposit not otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released applied by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the CollateralSublessor. The Collateral provisions of this Section shall not be mortgaged, assigned survive the expiration or encumbered in any manner whatsoever by Tenant without the prior written consent earlier termination of Landlordthis Sublease.

Security Deposit. (a) Upon signing this Lease, Tenant hereby deposits with Landlord the sum of $9,955.00 (hereinafter referred has delivered to as “Collateral”)Landlord, as security for the prompt, full and faithful performance by Tenant of each and every provision portion of this Lease to be performed by Tenant, an unconditional, irrevocable standby letter of credit in the amount of Seven Hundred Thousand Dollars ($700,000.00) (the “Letter of Credit”). The Letter of Credit shall (i) be issued to Landlord, as beneficiary, in substantially the same form as provided for in Exhibit F and by a bank approved by Landlord in its sole discretion (Landlord agrees that either ▇▇▇▇▇ Fargo or Bank of all obligations America is an approved issuing bank), (ii) provide for drawing thereon in Oakland or San Francisco, California, (iii) have a term of at least one year (with the Letter of Credit required to be renewed or replaced by Tenant hereunder. No interest shall so as to be paid available to Tenant be drawn on at any time during the CollateralLease Term, including any extension thereof, plus a period of sixty (60) calendar days), (iv) require the issuing bank to pay to Landlord the amount of a draw upon receipt by such bank of a sight draft signed by Landlord and upon presentation to the issuing bank of nothing more than a written statement signed by Landlord shall have that an event entitling Landlord to draw under the Letter of Credit has occurred under this Lease, (v) permit multiple drawings, (vi) expressly state that the Letter of Credit and the right to commingle draw thereunder may be transferred or assigned from time to time by Landlord to any successor or assignee of Landlord under this Lease without the Collateral with payment of any fees or charges, and (vii) provide that it shall automatically renew for additional periods of one year each from the expiration date or future expiration date, unless at least thirty (30) days prior to any expiration date, the issuer notifies Landlord by registered mail of the issuer’s election not to renew the Letter of Credit. (b) Tenant shall pay all expenses, points or fees incurred by Tenant in obtaining the Letter of Credit and for any transfer of the Letter of Credit. The full amount of the Letter of Credit shall be available to Landlord upon presentation of Landlord’s other fundssigned draft. If Tenant fails to perform any an Event of its obligations hereunderDefault is declared under this Lease, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, draw all or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or of the Letter of Credit to remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitledsuch default. If any portion of the Collateral Letter of Credit is usedso drawn, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agreesTenant shall, within ten (10) days after demand therefor, increase the written demand therefor is made by Landlord, to deposit cash with amount of the Landlord Letter of Credit in an amount sufficient to restore the Collateral Letter of Credit to its original amount. If Tenant , and Tenant’s failure to do so shall fully and faithfully comply with all of the provisions be a material breach of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ Landlord has the right to transfer or mortgage its interest in the Land and the Building and in this Lease Lease, and T▇▇▇▇▇ Tenant agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral Letter of Credit and the proceeds of and draw thereon to the transferee or mortgagee. Accordingly, the Letter of Credit shall expressly indicate that it is transferable in its entirety, subject to the terms and condition and thereof, by Landlord as beneficiary. Upon receiving written acknowledgement notice of transferee’s transfer, and upon presentation to the issuing bank of the original LOC and any issuer-required transfer documentation, the issuing bank will reissue the Letter of Credit naming such transferee as the beneficiary. (c) Any proceeds from the draw by Landlord under the Letter of Credit not applied by Landlord to cure any default or mortgagee’s receipt breach by Tenant under this Lease shall be held as a cash security deposit. Landlord shall not be required to keep the security deposit separate from its general funds, Tenant shall not be entitled to interest thereon, and Tenant waives the benefit of such Collateralany law to the contrary. Tenant waives the provisions of California Civil Code Section 1950.7 (which restricts application of a security deposit only to those sums reasonably necessary’ to remedy defaults in the payment of rent, to repair damage caused by Tenant, or to clean premises) and all similar laws now in force or subsequently adopted which restrict application of security deposits to specific purposes. (d) The Letter of Credit shall be renewed by the issuer (or replaced with a similarly qualifying letter of credit acceptable to Landlord) at least thirty (30) calendar days prior to the expiration date thereof from time to time during the Lease Term. If, for any reason, Tenant fails to cause the Letter of Credit to be so renewed or replaced at least thirty (30) days prior to its expiration date, Landlord shall thereby have the right to immediately draw upon the Letter of Credit in full and hold the proceeds thereof as a cash Security Deposit hereunder. Upon the expiration of the Lease Term, if Tenant has then fully performed every provision of this Lease to be released performed by it, and any and all of Tenant’s monetary obligations under the Lease have been satisfied, Landlord shall return the Letter of Credit to Tenant and consent to the cancellation of the Letter of Credit; provided, however, prior to the surrender and cancellation thereof, Landlord may draw upon the Letter of Credit an amount up to Five Thousand Dollars ($5,000.00) and hold such proceeds as a deposit on account of any amounts due from all liability or obligation Tenant attributable to Tenant’s Percentage Share of Property Taxes and Operating Expenses for the return calendar year in which the Lease terminates or expires, and any unapplied funds so held by Landlord shall be refunded to Tenant within thirty (30) days following Tenant’s approval or deemed approval of such Collateral and Landlord’s Statement for the calendar year in which the Lease expiration or termination occurs. In lieu of drawing on the Letter of Credit as hereinabove provided, Tenant shall look solely have the right to such transferee or mortgagee for deliver to Landlord a cash deposit, to be held as a cash security deposit. (e) Subject to the return terms of this Paragraph, Tenant shall have the right to require Landlord to amend the Letter of Credit to evidence a reduction in the draw amount thereunder (i) following the first day of the Collateralthirty-seventh (36th) month of the Term of this Lease, to Four Hundred Thousand Dollars ($400,000.00), and (ii) following the first day of the forty-eighth (48th) month of the Term of this lease to Two Hundred Thousand Dollars ($200,000.00) (each such date being referred to as a “Reduction Date”), provided that, as to each Reduction Date (i) Tenant occupies at least sixty six percent (66%) of the Premises (except in the case of a Permitted Transfer), and (ii) no monetary Event of Default has occurred under this Lease at any time prior to the Reduction Date. The Collateral Notwithstanding anything in the foregoing to the contrary, upon the occurrence of any event provided in clauses (i) and (ii) above, Tenant’s right to any subsequent reduction in the Letter of Credit as hereinabove provided shall be deemed automatically revoked and of no further force and effect (f) Tenant agrees and acknowledges that Tenant has no property interest whatsoever in the Letter of Credit or the proceeds thereof and that, in the event that Tenant becomes a debtor under any chapter of the Federal Bankruptcy Code, the Letter of Credit and any proceeds thereof shall not be mortgageddeemed to be an asset or property of the Tenant, assigned and that neither Tenant, any trustee, nor Tenant’s bankruptcy estate shall have any right to restrict or encumbered in any manner whatsoever limit Landlord’s claim and/or rights to the Letter of Credit and/or the proceeds thereof by Tenant without Section 502(b)(6) of the prior written consent of LandlordFederal Bankruptcy Code.

Security Deposit. On or before the Execution Date of this Lease, Tenant hereby deposits with Landlord shall deposit the sum of $9,955.00 in cash set forth in Section 2.2 (hereinafter referred to as “Collateral”the "Security Deposit"), which sum shall be held by Landlord as security for the prompt, full and faithful performance by Tenant of each all of the terms, covenants and conditions of this Lease to be kept and performed by Tenant during the Term. Landlord shall not be required to maintain a separate account for the Security Deposit, but may intermingle it with other funds of Landlord. Upon distribution of any portion of the Holdback Escrow Amount to any party in accordance with the terms of the Holdback Escrow Agreement, the Security Deposit shall increase by [***] Dollars for every [***] Dollars ($[***]) of Holdback Escrow Amount so released. For illustration purposes only, if the full [***] Dollars ($[***]) of the Holdback Escrow Amount is disbursed in accordance with the Holdback Escrow Agreement, then the Security Deposit shall increase by [***] Dollars ($[***]). If Tenant defaults with respect to any provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid Lease, then without notice to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunderTenant, Landlord may use, (but shall not be required to) apply or retain the whole all or any part of the Collateral Security Deposit for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, Rent or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitledsum in default. If any portion of the Collateral Security Deposit is usedso used or applied, applied or retained by Landlord for the purposes set forth abovethen Tenant shall, T▇▇▇▇▇ agreesupon demand therefor, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral Security Deposit to its original amount. If Tenant shall fully and faithfully comply with all perform every provision of this Lease to be performed by it, then the unapplied portion of the provisions of this Lease, the Collateral, or any balance thereof, Security Deposit shall be returned to Tenant without Tenant, or, at Landlord's option, to the last assignee of Tenant's interest after hereunder, within sixty (60) days following the expiration of the Term or upon Term. Tenant shall not be entitled to any later date after which T▇▇▇▇▇ has vacated interest on the PremisesSecurity Deposit. In the absence of evidence satisfactory to Landlord of Tenant hereby irrevocably waives and relinquishes any permitted assignment of the right to receive the Collateraland all rights, benefits, or of the remaining balance thereofprotections, Landlord may return the same to the original Tenantif any, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the CollateralTenant now has, or in the remaining balance thereof future may have under any provision of law which (i) establishes the time frame by which a landlord must refund a security deposit under a lease, or (ii) provides that a landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the original Tenantpayment of rent, Landlord shall be completely relieved of liability under this Paragraph 24 to repair damage caused by a tenant, or otherwise with respect to clean the Collateralsubject premises. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of (A) any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation statutory time frames for the return of such Collateral a security deposit are superseded by the express period identified in this Section 6.4, and Tenant shall look solely to such transferee or mortgagee for (B) rather than be so limited, Landlord may claim from the return of the Collateral. The Collateral shall not be mortgagedSecurity Deposit (i) any and all sums expressly identified in this Section 6.4, assigned or encumbered in and (ii) any manner whatsoever by Tenant without the prior written consent of Landlord.additional

Security Deposit. (a) Tenant hereby deposits with Landlord shall deliver to Landlord, within ten (10) days after the sum Effective Date of $9,955.00 this Lease, an irrevocable standby letter of credit (hereinafter referred to as the “CollateralLetter of Credit”), issued in favor of Landlord by a federally insured commercial bank or trust company approved in writing by Landlord (which approval shall not be unreasonably withheld), in form and substance reasonably satisfactory to Landlord, to be held by Landlord as security for the promptfaithful performance of all the obligations of Tenant under this Lease including but not limited to the following: (i) to remedy any default by Tenant in the payment of Base Monthly Rent or Additional Rent or a late charge or interest on defaulted rent, or any other monetary payment obligation of Tenant under this Lease; (ii) to repair damage to the Leased Premises, the Building or the Outside Areas caused or permitted to occur by Tenant; (iii) to clean and restore and repair the Leased Premises, the Building or the Outside Areas following their surrender to Landlord if not surrendered in the condition required pursuant to the provisions of Article 2, (iv) to remedy any other default of Tenant to the extent permitted by Law including, without limitation, paying in full on Tenant’s behalf any sums claimed by materialmen or contractors of Tenant to be owing to them by Tenant for work done or improvements made at Tenant’s request to the Leased Premises, and (v) to cover any other expense, loss or damage which Landlord may at any time suffer due to Tenant’s default. In this regard, Tenant hereby waives any restriction on the uses to which the Security Deposit may be applied as contained in Section 1950.7(c) of the California Civil Code and/or any successor statute. Landlord shall not be deemed a trustee of the Security Deposit. The amount of the Letter of Credit shall be the amount set forth in Article 1 as the “Security Deposit”, subject to and including any adjustment thereto pursuant to the provisions of Section 3.7(g) below (as so adjusted, if applicable, the “Required Amount”), and Tenant shall maintain the Letter of Credit in the Required Amount in full force and effect throughout the term of this Lease (including any extensions thereof) and until sixty (60) days after the expiration of the term of this Lease. The Letter of Credit may be for an initial one-year term, with automatic renewal provisions, provided that Landlord shall be given at least thirty (30) days prior written notice if the Letter of Credit will not be renewed as of any otherwise applicable renewal date and shall be entitled to draw against the expiring Letter of Credit if a replacement Letter of Credit is not furnished to Landlord at least twenty (20) days prior to the scheduled expiration date, as provided below. The Letter of Credit must provide that it is transferable to any successor in interest to Landlord under this Lease, and any transfer fees and other related costs and expenses payable in connection with any such transfer shall be borne solely by Tenant. (b) Landlord shall be entitled (but shall not be required) to draw against the Letter of Credit and receive and retain the proceeds thereof upon any default (beyond any applicable cure period) by Tenant in the payment of any rent or other amounts required to be paid by Tenant under this Lease, or upon the occurrence of any other event of default (beyond any applicable cure period) under this Lease, by presenting to the issuer a written statement by Landlord that Landlord is entitled to draw the requested amount under the Letter of Credit pursuant to the terms of this Lease. The amount of the draw shall not exceed the amount of the payments (if any) as to which Tenant is then in default and/or the amount reasonably necessary to cure any non-monetary events of default by Tenant, and shall be applied by Landlord to the cure of the applicable default(s). Following any partial draw under this paragraph (ii), if Tenant fully cures all outstanding defaults and provides Landlord with a new Letter of Credit in the full Required Amount under this Section 3.7, Landlord shall surrender and return to Tenant, within ten (10) days after Tenant’s satisfaction of the foregoing conditions, the Letter of Credit under which the partial draw was made. (c) Landlord shall also be entitled (but shall not be required) to draw against the Letter of Credit in full and faithful performance by Tenant to receive the entire proceeds thereof under either of each and every provision the following circumstances: (1) If the Letter of Credit will expire as of a date prior to the date thirty (30) days after the expiration of the term of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform provide to Landlord an extension or replacement of such Letter of Credit, in at least the minimum Required Amount, at least twenty (20) days prior to the scheduled expiration date of the Letter of Credit; or (2) If, as a result of a draw against the Letter of Credit by Landlord or for any other reason, the amount of its obligations hereunder, the Letter of Credit falls below the minimum Required Amount and Tenant has failed to cause the Letter of Credit to be restored to at least the minimum Required Amount within ten (10) business days after written demand by Landlord. (d) Landlord may use, apply and/or retain amounts drawn on the Letter of Credit for the cure of any then existing defaults under this Lease, and if the amount drawn exceeds the amount required to cure such defaults, Landlord shall hold such excess as a cash security deposit, in which event: Landlord shall not be required to segregate such cash security deposit from Landlord’s general accounts, and Tenant shall not be entitled to any interest on such cash security deposit. (e) Any actual or retain the whole purported withdrawal, rescission, termination or any part revocation of the Collateral for Letter of Credit by the payment issuer thereof prior to the expiration of the term of this Lease (aexcept when replaced prior to the effectiveness of such withdrawal, rescission, termination or revocation by a replacement Letter of Credit as contemplated in Section 16.1(b)(iii)(A) hereof) shall be a material breach of this Lease. (f) The Letter of Credit shall provide that it is governed by the International Standby Practices (ISP98), ICC Publication No. 590. (g) If on February 1, 2009, there is no uncured event of default by Tenant under this Lease, and no event which, if remaining uncured after notice and/or passage of time, would constitute an event of default by Tenant under this Lease, then effective as of such date, the required amount of the Security Deposit under Section 3.7 above shall be reduced to $193,368.00. If Landlord is holding a Letter of Credit in a larger amount at the time any rent such reduction becomes effective, Landlord agrees to cooperate reasonably with Tenant and the issuer in surrendering such Letter of Credit upon Landlord’s receipt of a replacement Letter of Credit in not less than the adjusted minimum amount required pursuant to this paragraph. (h) If Landlord transfers the Building or other sums of money which Tenant the Property during the Lease Term, Landlord may not have paid when due, (b) pay the Security Deposit to any sum expended by Landlord on Tenant’s behalf subsequent owner in accordance conformity with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting Section 1950.7 of the Premises as provided California Civil Code and/or any successor statute, in Paragraph 21. The use, application or retention of which event the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, transferring landlord shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon released from all liability for the return of the Collateral, or Security Deposit. Tenant specifically grants to Landlord (and Tenant hereby waives the remaining balance thereof provisions of California Civil Code Section 1950.7 to the original Tenantcontrary) a period of sixty (60) days following a surrender of the Leased Premises by Tenant to Landlord within which to inspect the Leased Premises, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that Lmake required restorations and repairs, receive and verify workmen’s ▇▇▇▇▇▇▇▇ has therefor, cure any other defaults, deduct any damages, and prepare a final accounting with respect to the right Security Deposit after which time any remaining Security Deposit shall be promptly refunded to transfer Tenant. In no event shall the Security Deposit or mortgage its any portion thereof, be considered prepaid rent. (i) Tenant hereby grants to Landlord a security interest in the Land and Security Deposit (whether the Building and in this Lease and T▇▇▇▇▇ agrees that same is then held in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return form of the CollateralLetter of Credit, or cash, or both), including but not limited to replenishments thereof. The Collateral Landlord shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without deemed a trustee of the prior written consent of LandlordSecurity Deposit.

Security Deposit. Tenant hereby deposits with Landlord Within five (5) business days after the sum of $9,955.00 (hereinafter referred to as “Collateral”), as security for the prompt, full and faithful performance by Tenant of each and every provision execution of this Lease Sublease by Subtenant, Subtenant shall pay to Sublandlord the amount of the Security Deposit specified in the Basic Sublease Information as a non-interest bearing security deposit for Subtenant’s performance under this Sublease. The Security Deposit may be in the form of cash or an unconditional, irrevocable letter of credit without documents, from a bank and of all obligations of Tenant hereunder. No interest shall be paid in a form reasonably acceptable to Tenant on the CollateralSublandlord, with Sublandlord as beneficiary, drawable in whole or in part, and Landlord providing for payment at a location in the San Francisco Bay Area on presentation. Sublandlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or keep the Security Deposit separate from its general accounts. In the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with event Subtenant has performed all of the provisions terms and conditions of this LeaseSublease throughout the Sublease Term, the Collateral, or any balance thereof, this amount paid as Security Deposit shall be returned to Tenant Subtenant within 30 days after Subtenant’s vacating the Sublease Premises, after first deducting any sums owing to Sublandlord. In the event Subtenant defaults, beyond applicable notice and cure periods, under this Sublease, Sublandlord will be entitled but not obligated to use or retain some or all of this Security Deposit to compensate for any unpaid rent, loss, expense or risk associated with the default, all without interest after seeking judicial relief. In the event of such recourse to the Security Deposit, Sublandlord is entitled to require Subtenant to replenish the Security Deposit funds on ten (10) days’ written notice. In no event will Subtenant be entitled to have access to or require any portion of Sublandlord’s deposit with the Master Landlord. If the Security Deposit is in all or in part in the form of a Letter of Credit, the failure of Subtenant to deliver a replacement Letter of Credit at least thirty (30) days prior to the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated then-current Letter of Credit, shall constitute a separate default entitling Sublandlord to draw immediately and entirely on the Premises. In the absence current Letter of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land Credit and the Building and in this Lease and T▇▇▇▇▇ agrees that in proceeds shall constitute a cash Security Deposit. Notwithstanding the event foregoing, if for any reason Sublandlord draws on the Letter of any such transfer or mortgageCredit, Landlord then Subtenant shall have the right right, upon ten (10) days’ prior written notice to transfer or assign the Collateral Sublandlord, to the transferee or mortgagee. Upon written acknowledgement obtain a refund from Sublandlord of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return any unapplied proceeds of the Collateral. The Collateral shall not be mortgagedLetter of Credit which Sublandlord has drawn upon, assigned or encumbered in any manner whatsoever by Tenant without such refund being conditioned upon Subtenant simultaneously delivering to Sublandlord a replacement Letter of Credit meeting the prior written consent requirements of Landlordthis Section.

Security Deposit. Tenant hereby deposits 12.1 Concurrently with Landlord its execution and delivery of this Sublease, Subtenant shall deliver to Sublandlord a standby, unconditional, irrevocable, transferable letter of credit (the sum “Letter of $9,955.00 (hereinafter referred Credit”) in substantially the form of Exhibit F hereto, to as “Collateral”), as security for secure the prompt, full faithful observance and faithful performance by Tenant Subtenant of each the terms and every provision conditions of this Lease and Sublease. The Letter of all obligations of Tenant hereunder. No interest Credit shall be paid to Tenant on in the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part face amount of the Collateral for the payment of Required Amount, naming Sublandlord as beneficiary, issued (aor confirmed) any rent or other sums of money which Tenant may not have paid when dueby Citibank, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this LeaseN.A., and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21▇.▇. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇▇ agreesChase & Co., Bank of America, N.A., The Bank of New York Company, Inc., Fleet National Bank, HSBC Holdings plc, or Wachovia Bank, N.A. (collectively, the “Approved Bank”), or another financial institution acceptable to Sublandlord, permitting multiple and partial draws thereon. Notwithstanding the foregoing, the bank or financial institution issuing the Letter of Credit hereunder must at all times during the Term be assigned by Standard & Poors Investor Services a Bank Financial Strength Rating of A, or better (the “Rating Criteria”), failing which Sublandlord shall have the right, at any time during the Term, to direct Subtenant to obtain the Letter of Credit in accordance with this Section 12 from another Approved Bank or financial institution which satisfies the Rating Criteria or is otherwise acceptable to Sublandlord. Subtenant agrees that such Letter of Credit from another Approved Bank or financial institution shall be delivered to Sublandlord within ten thirty (30) days of Sublandlord’s request. Subtenant shall cause the Letter of Credit to be continuously maintained in effect (whether through replacement, renewal or extension) in the Required Amount through the date (the “Final LC Expiration Date”) that is forty-five (45) days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amountExpiration Date. If Tenant the Letter of Credit held by Sublandlord expires earlier than the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), Subtenant shall fully and faithfully deliver a new Letter of Credit or certificate of renewal or extension to Sublandlord not later than thirty (30) days prior to the expiration date of the Letter of Credit then held by Sublandlord. Any renewal or replacement Letter of Credit shall comply with all of the provisions of this Lease, the Collateral, or any balance thereofSection 12.1, shall be returned to Tenant without interest after irrevocable, transferable and shall remain in effect (or be automatically renewable) through the expiration of the Term or Final LC Expiration Date upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same terms as the expiring Letter of Credit or such other terms as may be acceptable to the original Tenant, regardless of one or more assignments of Tenant’s interest Sublandlord in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord discretion. 12.2 Sublandlord shall have the right to transfer draw upon the Letter of Credit, in whole or assign in part, at any time and from time to time: 12.2.1 If a Default by Subtenant under this Sublease occurs and during its continuance, in an amount sufficient to cure such Default (and Subtenant agrees that the Collateral Letter of Credit must allow for partial draws); or 12.2.2 If the Letter of Credit held by Sublandlord expires earlier than the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), and Subtenant fails to deliver to Sublandlord, at least thirty (30) days prior to the transferee expiration date of the Letter of Credit then held by Sublandlord, a renewal or mortgageesubstitute Letter of Credit that is in effect and that complies with the provisions of this Section 12.2. 12.2.3 In no event shall the issuer of the Letter of Credit fail to honor Sublandlord’s drawing upon such Letter of Credit due to any terms or conditions of this Sublease. 12.2.4 Subtenant hereby acknowledges and agrees that Sublandlord is entering into this Sublease in material reliance upon the ability of Sublandlord to draw upon the Letter of Credit upon the occurrence of a Default under this Sublease by Subtenant under this Sublease or upon the occurrence of any of the other events described above in this Section 12.2. 12.3 The proceeds from Sublandlord’s draw upon the Letter of Credit may be applied by Sublandlord against any Sublease Rent and/or additional rent then due and payable by Subtenant under this Sublease that is not paid when due and remains unpaid beyond the expiration of any applicable notice and grace period, and/or to pay for all losses and damages that Sublandlord has actually suffered or incurred (including, without limitation, reasonable attorneys fees and disbursements) as a result of any Default by Subtenant under this Sublease. 12.4 Upon the Final LC Expiration Date, provided Subtenant is not then in Default (of which Subtenant shall have received notice from Sublandlord as provided under this Sublease) of its obligations under this Sublease, Sublandlord agrees to return the Letter of Credit; provided, that if prior to the Final LC Expiration Date a voluntary petition is filed by Subtenant, or an involuntary petition is filed against Subtenant by any of Subtenant’s creditors, under the Federal Bankruptcy Code (collectively, the “Bankruptcy Event”), then Sublandlord shall not be obligated to return the Letter of Credit until either all preference issues relating to payments under this Sublease have been resolved in such bankruptcy or reorganization case or such bankruptcy or reorganization case has been dismissed, in each case pursuant to a final court order not subject to appeal or any stay pending appeal. Sublandlord shall return the Letter of Credit within twenty (20) days after Subtenant cures any Default(s) under this Sublease and resolves (and/or has obtained a dismissal of) any Bankruptcy Event as aforesaid. Upon written acknowledgement Sublandlord’s return of the Letter of Credit as contemplated under this Section 12.4, Subtenant shall deliver to Sublandlord a letter confirming the surrender of the Letter of Credit. 12.5 If, as a result of any application or use by Sublandlord of all or any part of the Letter of Credit, the amount of the Letter of Credit shall be less than the Required Amount, Subtenant shall, within five (5) business days after Sublandlord’s request, provide Sublandlord with an additional letter of credit in an amount equal to the deficiency (or an amendment to the Letter of Credit or a replacement letter of credit in the total Required Amount), and any such additional (or replacement) letter of credit shall comply with all of the provisions of this Section 12, and if Subtenant fails to comply with the foregoing, notwithstanding anything to the contrary contained in this Sublease, the same shall constitute a material Default under this Sublease by Subtenant. Subtenant further covenants and warrants that it will not encumber the Letter of Credit or any part thereof, and that neither Sublandlord nor its successors or assigns will be bound by any such encumbrance (or attempted encumbrance). 12.6 Sublandlord may, at any time and without first obtaining Subtenant’s consent thereto, transfer the Letter of Credit in whole or in part, to Sublandlord’s successor-in interest as sublandlord under this Sublease. If Sublandlord transfers its interest as sublandlord under this Sublease and transfers the Letter of Credit in whole (or any proceeds thereof then held by Sublandlord) to the transferee, Sublandlord shall, upon such transferor’s or mortgagee’s receipt assumption of such Collateralthe obligations of Sublandlord under this Sublease (on terms reasonable to said transferor), Landlord shall thereby be released by Tenant Subtenant from all liability therefor. The provisions hereof shall apply to every transfer or assignment of all or any part of the Letter of Credit to a new sublandlord. In connection with any such transfer of the Letter of Credit by Sublandlord, Subtenant shall, if applicable, at Subtenant’s sole cost and expense, execute and submit to the issuer of the Letter of Credit such applications, documents and instruments as may be necessary to effectuate such transfer. Subtenant shall be responsible for paying the issuer’s transfer and processing fees in connection with any transfer of the Letter of Credit and, if Sublandlord advances any such fees (without having any obligation to do so), Subtenant shall reimburse Sublandlord for any such transfer or processing fees within ten (10) days after Sublandlord’s written request therefor. Sublandlord agrees to provide notice to Subtenant within a reasonable time after its transfer of the return Letter of Credit. 12.7 Sublandlord and Subtenant (i) acknowledge and agree that in no event or circumstance shall the Letter of Credit or any renewal thereof or substitute therefor or any proceeds thereof (including the Proceeds Account) be deemed to be or treated as a “security deposit” under any Law applicable to security deposits in the commercial context (“Security Deposit Laws”), (ii) acknowledge and agree that the Letter of Credit (including any renewal thereof or substitute therefor or any proceeds thereof) is not intended to serve as a security deposit, and the Security Deposit Laws shall have no applicability or relevancy thereto, and (iii) waive any and all rights, duties and obligations either party may now or, in the future, will have relating to or arising from the Security Deposit Laws. 12.8 In the event that the (a) Sublease terminates (i) due to a default, beyond all applicable notice and cure periods, by Sublandlord or (ii) other early termination prior to the Expiration Date; and (b) Overlandlord and Subtenant enter into a new lease pursuant to the Consent (as defined herein), then, upon receipt of evidence of such Collateral new lease, Sublandlord agrees to take reasonable measures to assign the Letter of Credit to the Overlandlord to the extent the Approved Bank approves, in writing, such assignment prior to the effective date thereof and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordsame is permitted under all applicable laws.

Security Deposit. Tenant hereby deposits has deposited with Landlord a security deposit (the sum of $9,955.00 (hereinafter referred to as “CollateralSecurity Deposit”), as security ) for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all of Tenant’s obligations hereunder in the amount set forth in the Letter of Tenant hereunder. No interest Credit section in the Basic Lease Information, which Security Deposit shall be paid in the form of an unconditional and irrevocable stand-by letter of credit (the “Letter of Credit”): (i) in form and substance reasonably satisfactory to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (bii) naming Landlord as beneficiary, (iii) expressly allowing Landlord to draw upon it at any sum expended time from time to time by delivering to the issuer notice that Landlord on Tenant’s behalf in accordance with is entitled to draw thereunder pursuant to the provisions terms of this Lease, and/or (civ) any sum which issued by an FDIC-insured financial institution reasonably satisfactory to Landlord may expend or be required to expend (“LC Issuing Bank”), (v) redeemable by reason presentation of TenantLC Issuing Bank’s default, including, without limitation, any damage or deficiency sight draft in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereofperson, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease nationally recognized overnight courier or by law facsimile; and (it being intended that Landlord shall vi) having an expiration date not first be required to proceed against the Collateralearlier than ninety (90) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by LandlordExpiration Date or, in the alternative, have a term of not less than one (1) year and be automatically renewable for an additional one (1) year periods (provided, however, that the final Letter of Credit shall not expire earlier than ninety (90) days after the Expiration Date) unless, on or before the date forty-five (45) days prior to deposit cash with the expiration of the term of such Letter of Credit, the LC Issuer gives notice to Landlord in an amount sufficient of its election not to restore the Collateral to its original amountrenew such Letter of Credit for any additional period pursuant thereto. If Tenant shall fully and faithfully comply does not provide Landlord with a substitute Letter of Credit complying with all of the provisions of this Lease, requirements hereof at least 10 days before the Collateral, or any balance thereof, shall be returned to Tenant without interest after the stated expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment then current Letter of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgageCredit, Landlord shall have the right to transfer draw the full amount of the current Letter of Credit and hold the funds drawn in cash without obligation for interest thereon as the Security Deposit. The Security Deposit shall be held by Landlord as security for the performance of Tenant’s obligations under this Lease. The Security Deposit is not an advance rental deposit or assign a measure of Landlord’s damages in case of Tenant’s default. Upon each occurrence of a Default (as defined in Paragraph 24) by Tenant under this Lease, Landlord may use all or any part of the Collateral Security Deposit to pay delinquent payments due under this Lease, future rent damages under California Civil Code Section 1951.2, and the cost of any damage, injury, expense or liability caused by such Default, without prejudice to any other remedy provided herein or provided by law. Landlord’s right to use the Security Deposit under this Paragraph 7 includes the right to use the Security Deposit to pay future rent damages following the termination of this Lease pursuant to Paragraph 25.5 below. Upon any use of all or any portion of the Security Deposit, Tenant shall pay Landlord within twenty (20) days after receipt of written demand the amount that will restore (by delivery of a replacement or amended Letter of Credit) the Security Deposit to the transferee amount set forth in the definition of “Letter of Credit” set forth in the Basic Lease Information of this Lease. Tenant hereby waives the provisions of any law, now or mortgageehereafter in force, including, without limitation, California Civil Code Section 1950.7, which provide that Landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of rent, to repair damage caused by Tenant or to clean the Premises, it being agreed that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, caused by the Default of Tenant or any of Tenant’s Agents under this Lease. Upon written acknowledgement bankruptcy or other debtor-creditor proceedings against Tenant, the Security Deposit shall be deemed to be applied first to the payment of transferee’s or mortgagee’s receipt Rent and other charges due Landlord for periods prior to the filing of such Collateralproceedings, subject to applicable bankruptcy law. If Tenant shall fully perform every provision of this Lease to be performed by Tenant and Landlord is holding cash in the amount of the Letter of Credit or cash proceeds therefrom, the Security Deposit, or any balance thereof (i.e., after deducting therefrom all amounts to which Landlord is entitled under the provisions of this Lease), shall be returned to Tenant within ninety (90) days after the expiration or earlier termination of this Lease. If, in lieu of a cash Security Deposit, Landlord is holding the Letter of Credit upon the expiration or earlier termination of this Lease, Landlord shall thereby comply with the LC Issuer’s requirements necessary to cancel the Letter of Credit by the date that is ninety (90) days after the expiration or earlier termination of this Lease. Notwithstanding anything contained in this Paragraph 7 to the contrary, if Landlord draws on the Letter of Credit for any reason, then Tenant shall have the right, upon ten (10) days’ prior written notice to Landlord, to obtain a refund from Landlord of any unapplied proceeds of the Letter of Credit which Landlord has drawn upon, any such refund being conditioned upon Tenant simultaneously delivering to Landlord a replacement Letter of Credit in the amount required by, and otherwise meeting the requirements contained in, this Paragraph 7. Notwithstanding anything to the contrary contained herein or in the 951 Gateway Lease, if requested by Landlord at any time following the date of this Lease, Tenant shall cause the LC Issuing Bank to bifurcate the Letter of Credit into two separate letters of credit, one securing Tenant’s obligations under the 951 Gateway Lease and the other securing Tenant’s obligations under this Lease. Such bifurcated letters of credit shall each be released in an amount specified by Tenant from all liability or obligation for Landlord, provided that the return aggregate amount of such Collateral letters of credit shall equal the amount of the Letter of Credit immediately prior to such bifurcation. Concurrently with the bifurcation of the Letter of Credit, Landlord and Tenant shall look solely enter into a modification of the 951 Gateway Lease and a modification of this Lease, which modifications shall amend Paragraph 7 of the 951 Gateway Lease and this Paragraph 7 to provide for separate, stand-alone security deposit provisions in the 951 Gateway Lease and this Lease. If Landlord transfers its interest in the Project or this Lease, Landlord shall either (a) transfer any Security Deposit then held by Landlord to a person or entity assuming Landlord’s obligations under this Paragraph 7, or (b) return to Tenant any Security Deposit then held by Landlord and remaining after the deductions permitted herein. Upon such transfer to such transferee or mortgagee for the return of the CollateralSecurity Deposit to Tenant, Landlord shall have no further obligation with respect to the Security Deposit, and Tenant’s right to the return of the Security Deposit shall apply solely against Landlord’s transferee. The Collateral Landlord’s obligation respecting the Security Deposit is that of a debtor, not a trustee, and no interest shall not be mortgagedaccrue thereon. Notwithstanding anything to the contrary contained in this Lease, assigned Landlord shall have the right to apply all or encumbered any portion of the Security Deposit in connection with any manner whatsoever by Tenant without Defaults (as such term is defined in the prior written consent of Landlord951 Gateway Lease) under the 951 Gateway Lease.

Security Deposit. On or before the Early Access Date, Tenant hereby deposits will deposit with Lessor a security deposit (the “Security Deposit”) in the amount of Ninety-Two Thousand Dollars ($92,000.00) to be held by Landlord for the sum duration of $9,955.00 (hereinafter referred to as “Collateral”), the Lease as security for the prompt, full and faithful performance by Tenant of each and every provision all of this Lease and of all the obligations on the part of Tenant hereunder. No interest shall The Security Deposit shall, at the option of Tenant, be paid in the form of an irrevocable demand letter of credit (the “Letter of Credit”), in form and substance reasonably acceptable to Tenant on the CollateralLandlord, and Landlord shall have the right issued by an FDIC-insured commercial banking institution reasonably acceptable to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the CollateralSecurity Deposit, or any portion thereof, by is in the form of cash, Landlord shall hold the same without liability for interest and without any obligation to segregate such cash from Landlord’s other funds. Tenant shall not prevent mortgage, pledge, grant a security interest in, or otherwise encumber the Security Deposit. Landlord shall have the right from exercising time to time, without prejudice to any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlordhave on account thereof, to deposit cash with the Landlord in an amount sufficient apply such Security Deposit, or any part thereof, to Landlord’s damages arising from any Default of Tenant. Upon such application, Tenant shall promptly restore the Collateral Security Deposit to its original amount. If Upon the full performance by Tenant of its obligations hereunder, the Security Deposit, or such amount that shall fully and faithfully comply with all be remaining after application of the provisions of this Lease, the Collateral, or any balance thereofsame hereunder, shall be returned to Tenant without interest within thirty (30) days after the expiration or earlier termination of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that surrender of possession of the Premises by Tenant to Landlord at such time. If the Security Deposit is in the event form of any a Letter of Credit, such transfer or Letter of Credit shall, throughout the Term, be in full force and in compliance with the terms of this Lease. Tenant shall not mortgage, pledge, grant a security interest in, or otherwise encumber the Letter of Credit or the proceeds of the same. Landlord shall have the right from time to transfer time, without prejudice to any other remedy Landlord may have on account thereof, to draw on the Letter of Credit and apply the proceeds, or assign any part thereof, to Landlord’s damages arising from any Default of Tenant (beyond applicable notice and cure periods) on the Collateral part of Tenant. Upon such application, Tenant shall promptly restore the Security Deposit to its original amount either by delivering cash or a new Letter of Credit complying with the provisions hereof to Landlord. In the event such Letter of Credit will expire by its terms prior to the transferee or mortgageeend of the Term and Tenant fails to provide a substitute Letter of Credit at least thirty (30) days prior to such expiration, then Landlord may draw on the Letter of Credit and hold the proceeds. Any portion of the proceeds of the Letter of Credit not applied to cure a Default of Tenant hereunder shall be held by Landlord as a cash Security Deposit pursuant to the provision set forth above unless Landlord shall require a new Letter of Credit complying with the provisions hereof, in which event the unapplied cash proceeds shall be promptly returned to Tenant for such purpose. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released the full performance by Tenant from all liability of its obligations hereunder, the Letter of Credit (or obligation for the return remaining proceeds thereof if previously drawn and not applied to cure a Default of such Collateral Tenant hereunder), shall be surrendered to Tenant within thirty (30) days after the expiration or earlier termination of this Lease and Tenant shall look solely to such transferee or mortgagee for the return surrender of possession of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever Premises by Tenant without the prior written consent of Landlordto Landlord at such time.

Security Deposit. Tenant hereby deposits Concurrent with Landlord the sum its execution of $9,955.00 (hereinafter referred this Sublease Agreement, Subtenant shall deliver to as “Collateral”)Sublandlord, as security for the prompt, full Subtenant’s faithful payment of rent and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with LandlordSubtenant’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may a security deposit in an amount equal to One Hundred Four Thousand Nine Hundred Ninety-Four and No/100 Dollars ($104,994.00) (the “Security Deposit”). Sublandlord shall not be required to pay any interest on the Security Deposit. Sublandlord shall be entitled to draw upon the Security Deposit, and use, apply or and retain the whole proceeds thereof, to satisfy any of Subtenant’s unperformed monetary and/or non-monetary obligations under the Sublease in cases where the Subtenant has failed to remedy or cure such obligation within any part of applicable cure periods provided under this Sublease or the Collateral for Master Lease (as the payment of (a) any rent or other sums of money which Tenant case may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with be). If Sublandlord so draws upon the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the CollateralSecurity Deposit, or any portion uses, applies or retains the proceeds thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agreesSubtenant shall, within ten (10) days after the written demand therefor is made by Landlordfollowing demand, tender to deposit Sublandlord cash with the Landlord in an amount sufficient to restore the Collateral Security Deposit to its original amountthe full amount required under this Section 4.05. If Tenant Sublandlord shall fully and faithfully comply with all return any unapplied proceeds of the provisions Security Deposit to Subtenant within thirty (30) days after the expiration or earlier termination of this LeaseSublease. Subtenant shall have the right to deliver to Sublandlord an unconditional, irrevocable letter of credit (the Collateral“Letter of Credit”) in substitution for the cash Security Deposit, or any balance thereof, subject to the following terms and conditions. Such letter of credit shall be returned (a) in form and substance substantially in the form attached hereto as Exhibit C; (b) at all times in the amount of the Security Deposit, and shall permit multiple draws without a corresponding reduction in the aggregate amount of the Letter of Credit; (c) issued by a commercial bank reasonably acceptable to Tenant without interest Sublandlord from time to time and located in the New York, New York metropolitan area; (d) payable at sight upon presentment to a local branch of the issuer of a simple sight draft or certificate stating that Subtenant is in default under this Sublease beyond the applicable cure period (provided, however that in the event that a notice of default to Subtenant may not be lawfully given by Sublandlord, then Sublandlord shall be entitled to draw thereunder upon presentment of a certificate stating that a notice of default cannot be lawfully given and that Subtenant has failed to timely pay or perform an obligation of the Subtenant under this Sublease); (e) of a term not less than one year; and (f) at least thirty (30) days prior to the then-current expiration date of such letter of credit, either (1) renewed (or automatically and unconditionally extended) from time to time through the thirtieth (30th) day after the expiration of the Term Sublease Term, or upon (2) replaced with cash in the amount of the Security Deposit. Notwithstanding anything in this Sublease to the contrary, any later date after which T▇▇▇▇▇ has vacated cure or grace periods set forth in this Sublease shall not apply to any of the Premises. In foregoing, and, specifically, if Subtenant fails to timely comply with the absence requirements of evidence satisfactory to Landlord of any permitted assignment of subsection (f) above, then Sublandlord shall have the right to receive immediately draw upon the Collateral, or letter of credit without notice to Subtenant and apply the remaining balance thereof, Landlord may return the same proceeds to the original Tenant, regardless Security Deposit. Each Letter of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord Credit shall be completely relieved of liability under this Paragraph 24 or otherwise issued by a commercial bank that has a credit rating with respect to the Collateral. Tenant acknowledges that Lcertificates of deposit, short term deposits or commercial paper of at least P-2 (or equivalent) by ▇▇▇▇▇▇’▇ Investor Service, Inc., or at least A-2 (or equivalent) by Standard & Poor’s Corporation, and shall be otherwise acceptable to Sublandlord in its sole and absolute discretion. Each Letter of Credit contemplated hereunder shall be issued by a commercial bank that has the right a credit rating with respect to transfer certificates of deposit, short term deposits or mortgage its interest in the Land and the Building and in this Lease and Tcommercial paper of at least P-2 (or equivalent) by ▇▇▇▇▇’▇ agrees that Investor Service, Inc., or at least A-2 (or equivalent) by Standard & Poor’s Corporation, and shall be otherwise acceptable to Sublandlord in its reasonable discretion. If the event issuer’s credit rating is reduced below P-2 (or equivalent) by ▇▇▇▇▇’▇ Investors Service, Inc. or below A-2 (or equivalent) by Standard & Poor’s Corporation, or if the financial condition of such issuer changes in any such transfer or mortgageother materially adverse way, Landlord then Sublandlord shall have the right to require that Subtenant obtain from a different issuer a substitute letter of credit that complies in all respects with the requirements of this section, and Subtenant’s failure to obtain such substitute Letter of Credit within ten (10) days following Sublandlord’s written demand therefor (with no other notice or cure or grace period being applicable thereto, notwithstanding anything in this Sublease to the contrary) shall entitle Sublandlord to immediately draw upon the then-existing Letter of Credit in whole or in part, without notice to Subtenant. In the event the issuer of any Letter of Credit held by Sublandlord is placed into receivership or conservatorship by the Federal Deposit Insurance Corporation, or any successor or similar entity, then, effective as of the date such receivership or conservatorship occurs, said Letter of Credit shall be deemed to not meet the requirements of this section, and, within ten (10) days thereof, Subtenant shall replace such Letter of Credit with a Letter of Credit issued by an institution which satisfies the foregoing requirements (and Subtenant’s failure to do so within said ten (10) days shall, notwithstanding anything in this Sublease to the contrary, constitute a Default under the Sublease without the requirement for any further notice hereunder). Any failure or refusal of the issuer to honor the Letter of Credit shall be at Subtenant’s sole risk and shall not relieve Subtenant of its obligations hereunder with respect to the Security Deposit. Notwithstanding anything in this Sublease to the contrary (including, without limitation, any cure or grace periods set forth in this Sublease), any failure by Subtenant to timely renew or replace said Letter of Credit and any failure by Subtenant to timely deliver to Sublandlord in writing proof of such renewal or replacement shall be deemed a Default hereunder by Subtenant, without the necessity for further notice to Subtenant, entitling Sublandlord to immediately draw upon such Letter of Credit in the full amount thereof. At all times during the Sublease Term, Sublandlord shall be entitled to draw upon the entire amount of such Letter of Credit to cure any outstanding Default. In the event that Sublandlord draws upon the Letter of Credit by reason of Subtenant’s failure to timely renew or replace the Letter of Credit, the proceeds thereof (except for any portion thereof necessary to cure any other Default by Subtenant, if any) shall constitute a cash Security Deposit hereunder, and shall be held in accordance with the terms of the foregoing provisions. In the event Sublandlord transfers or assigns the Sublease, Sublandlord shall simultaneously transfer or assign the Collateral security deposit to the transferee or mortgageeassignee along with such transfer or assignment. Upon written acknowledgement In the event the security deposit is in the form of transferee’s or mortgagee’s receipt a Letter of Credit, Subtenant shall pay all transfers costs imposed by the issuer of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return Letter of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of LandlordCredit.

Security Deposit. Section 35.1. Tenant hereby deposits has deposited with Landlord on the sum signing of $9,955.00 this Lease the Security Deposit either by cash or by Letter of Credit (hereinafter referred to as “Collateral”defined and further described in Section 35.2), as security for the prompt, full and faithful performance and observance by Tenant of each the terms, provisions and every provision conditions of this Lease and Lease. Tenant agrees that in the event (i) of all obligations the occurrence of an Event of Default or (ii) Tenant hereunder. No interest shall be paid to Tenant on has defaulted in the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform performance of any of its obligations hereunderunder this Lease, including the payment of any item of Rental, and the transmittal of a Notice of default by Landlord is barred by applicable law, Landlord may draw the applicable portion of the cash Security Deposit or the entire amount of the Letter of Credit and use, apply or retain the whole or any part of such proceeds, to the Collateral extent required for the payment of (a) any rent Fixed Rent, Escalation Rent, or any other sums of money sum as to which Tenant may not have paid when dueis in default, (b) or for any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which that Landlord may expend or may be required to expend by reason of Tenant’s defaultthe default (including any damages or deficiency accrued before or after summary proceedings or other re-entry by Landlord). If Landlord applies or retains any portion or all of the proceeds of the Security Deposit, includingTenant shall forthwith restore the amount so applied or retained by delivering additional cash or an additional or new Letter of Credit so that, without limitationat all times, the amount of the Security Deposit shall be the amount set forth on the Reference Page. Provided there is no uncured default upon the expiration or sooner termination of this Lease, any damage or deficiency in or from the reletting balance of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, Security Deposit held by Landlord shall and not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth aboveas above provided, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all any remaining Letter of the provisions of this Lease, the Collateral, or any balance thereofCredit, shall be returned to Tenant without interest within 30 days after the expiration Fixed Expiration Date and after delivery of possession of the Term or entire Premises to Landlord in accordance with the terms of this Lease. If Tenant delivered a cash Security Deposit upon execution hereof, Tenant may, at any time during the Term, substitute same with a Letter of Credit. Section 35.2. Any Letter of Credit delivered by Tenant shall be a clean, irrevocable and unconditional letter of credit (such letter of credit, and any replacement thereof as provided herein, is called a “Letter of Credit”) issued and drawn upon any later date after commercial bank reasonably approved by Landlord (“Issuing Bank”), which T▇▇▇▇▇ has vacated the Premises. In the absence Letter of evidence Credit shall have a term of not less than one year, be in form and content satisfactory to Landlord, be for the account of Landlord of any permitted assignment and be in the amount of the right to receive Security Deposit set forth in the CollateralReference Page. Any Issuing Bank that has a combined capital, or surplus and undivided profits of the remaining balance thereofat least $500 million and a financial strength rating of at least “A” and a long-term debt rating of at least “Aa”, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that Las published by ▇▇▇▇▇▇’▇ has Investors Services, Inc., or its successor (collectively, the “Issuing Bank Criteria”) is deemed approved. If at any time during the Term, the Issuing Bank does not maintain the Issuing Bank Criteria, then Landlord may so notify Tenant and, unless Tenant delivers a replacement Letter of Credit from another bank meeting the Issuing Bank Criteria within 30 days after receipt of such notice, Landlord may draw the full amount of the Letter of Credit and hold the proceeds as a cash security deposit in accordance with all Laws. The Letter of Credit shall provide that: (A) The Issuing Bank shall pay to Landlord or its duly authorized representative an amount up to the face amount of the Letter of Credit upon presentation of the Letter of Credit and a sight draft in the amount to be drawn; (B) The Letter of Credit shall be deemed to be automatically renewed, without amendment, for consecutive periods of one year each during the Term, unless the Issuing Bank sends written notice (the “Non-Renewal Notice”) to Landlord by certified or registered mail, return receipt requested, at least thirty (30) days prior to the expiration date of the Letter of Credit, to the effect that it elects not to have such Letter of Credit renewed; (C) The Letter of Credit delivered in respect of the last year of the Term shall have an expiration date of not earlier than sixty (60) days after the Fixed Expiration Date; and (D) The Letter of Credit shall be transferable by Landlord as provided in Section 35.4. Section 35.3. If Landlord receives a Non-Renewal Notice and Tenant fails to deliver a replacement Letter of Credit within ten (10) days thereafter, Landlord shall have the right to transfer or mortgage its interest in draw the Land entire amount of the Letter of Credit and to hold the Building and in this Lease and T▇▇▇▇▇ agrees that in proceeds as a cash Security Deposit. Landlord shall release such proceeds to Tenant upon delivery to Landlord of a replacement Letter of Credit complying with the terms hereof. Section 35.4. In the event of any such transfer the sale or mortgagelease of the Building or the Real Property, Landlord shall have the right to transfer or assign the Collateral Security Deposit on notice to Tenant, without charge for such transfer, to the transferee purchaser or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collaterallessee, and Landlord shall thereby thereupon be released by Tenant from all liability or obligation for the return of such Collateral and Security Deposit. In such event, Tenant shall agrees to look solely to such transferee or mortgagee the new Landlord for the return of said Security Deposit. It is agreed that the Collateralprovisions hereof shall apply to every transfer or assignment made of the Security Deposit to a new Landlord. The Collateral Tenant shall execute such documents as may be necessary to accomplish such transfer or assignment of the Letter of Credit. Section 35.5. Tenant covenants that it will not assign or encumber, or attempt to assign or encumber, the Security Deposit held hereunder, and that neither Landlord nor its successors or assigns shall be mortgagedbound by any such assignment, assigned encumbrance, attempted assignment, or encumbered attempted encumbrance. In the event that any bankruptcy, insolvency, reorganization or other debtor-creditor proceedings shall be instituted by or against Tenant, its successors or assigns, or any guarantor of Tenant hereunder, the security shall be deemed to be applied to the payment of the Fixed Rent and Additional Rent due Landlord for periods prior to the institution of such proceedings and the balance, if any, may be retained by Landlord in any manner whatsoever partial satisfaction of Landlord’s damages. Section 35.6. (A) Tenant has delivered a cash security deposit of $300,000 to CT under the Sublease (the “CT Security”). Pursuant to the Consent, on or before the first day of November in each of 2010, 2011, 2012 and 2013, CT shall deliver a portion of the CT Security equal to $75,000 to Landlord, which amounts shall be included in the Security Deposit and shall be held and disbursed by Landlord in accordance with this Article 35. If (i) Tenant defaults under the Sublease, (ii) CT uses the CT Security on account of such default and (iii) CT does not deliver the applicable portion of the CT Security to Landlord due to Tenant’s failure to replenish the CT Security in accordance with the Sublease, such failure by Tenant without shall constitute a default under this Lease. Upon the prior written consent of LandlordCommencement Date, if Landlord has not received the entire $300,000 CT Security due to Tenant’s default under the Sublease, Tenant shall be obligated to deliver to Landlord any deficiency and Tenant’s failure to do so shall constitute a default under this Lease.

Security Deposit. (a) Upon execution of this Lease, Tenant shall pay Landlord a Security Deposit in the amount of Seven Hundred and Fifty Thousand and 00/100 Dollars ($750,000.00), in the form of the promissory note attached hereto as Exhibit G and incorporated herein (the “Security Deposit Promissory Note”). The Security Deposit Promissory Note shall provide for the total amount due thereunder to be due and payable not later then five (5) days after any Default by Tenant that is not cured within the applicable cure period, if any applies. Provided the Tenant has demonstrated financial viability, as reasonably determined by Landlord or Landlord’s Mortgagee(s), on the fourth anniversary of the Lease Commencement, the principal amount of this Note shall be reduced from Seven Hundred and Fifty Thousand Dollars ($750,000.00) to an amount equal to the Basic Rent for the last Lease Year of the Lease Term. (b) As consideration for Landlord entering into this Lease Agreement the Tenant hereby expressly waives and relinquishes any and all right Tenant may have (i) to any portion of the security deposit paid to Landlord pursuant to the Original Lease, (ii) to earn interest on any cash Security Deposit delivered to Landlord in connection with the Security Deposit Promissory Note hereunder. (c) Tenant hereby deposits with Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”)Security Deposit, as security for the prompt, full full, and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any an Event of its obligations hereunderDefault occurs, Landlord may use, apply make demand for payment of the full amount of the Security Deposit Promissory Note and upon receipt thereof, apply, or retain the whole or any part of the Collateral Security Deposit for the payment of (ai) any rent Basic Rent or other sums of money Additional Charges which Tenant may not have paid when dueor which may become due after the occurrence of such Event or Default, (bii) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this LeaseLease (including the reimbursement of the un-amortized Tenant Improvement Allowance provided by Landlord), and/or or (ciii) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage including damages or deficiency in or from the reletting re-leasing of the Leased Premises as provided in Paragraph 21Section 16. The use, application application, or retention of the CollateralSecurity Deposit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral Security Deposit is used, applied or retained by Landlord for the purposes purpose set forth above, T▇▇▇▇▇ Tenant agrees, within ten (10) days after the a written demand therefor therefore is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral Security Deposit to its original amount. . (d) If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the CollateralSecurity Deposit, or any balance thereof, shall be returned to Tenant without interest within thirty (30) days after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the PremisesTerm, without interest. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the CollateralSecurity Deposit, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the CollateralSecurity Deposit. In such event, upon the return of the Collateral, Security Deposit (or the remaining balance thereof thereof) to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to Section. (e) In the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to event of a transfer or mortgage its of Landlord’s interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgageLeased Premises, Landlord shall have the right to transfer or assign the Collateral Security Deposit to the transferee or mortgageethereof. Upon In such event, upon the delivery by Landlord to Tenant of such transferee’s written acknowledgement of transferee’s or mortgagee’s its receipt of such CollateralSecurity Deposit, Landlord shall thereby be deemed to have been released by Tenant from all liability or obligation for the return of such Collateral Security Deposit, and Tenant shall agrees to look solely to such transferee or mortgagee for the return of the Collateral. Security Deposit and the transferee shall be bound by all provisions of this Lease relating to the return of the Security Deposit. (f) The Collateral Security Deposit shall not be mortgaged, assigned assigned, or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord, which may be withheld by Landlord in its sole discretion. (g) THE SECURITY DEPOSIT PROMISSORY NOTE SHALL CONTAIN A CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS TENANT MAY HAVE AS A DEBTOR AND ALLOWS THE CREDITOR TO OBTAIN A JUDGMENT AGAINST TENANT WITHOUT ANY FURTHER NOTICE. (h) Should any sums become due and payable under the Security Deposit Promissory Note and such sums are not paid when and as due, time being of the essence, the Borrower hereby constitutes and appoints M▇▇▇ ▇▇▇▇▇▇▇ and/or C▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, either of whom may act, as its attorney-in-fact to confess judgment on the Borrower under the Security Deposit Promissory Note for the full sum due thereunder, plus attorney’s fees of 20% of the total amount then outstanding under the Security Deposit Promissory Note, and upon entry of the judgment, the Borrower under the Security Deposit Promissory Note waives the benefit of any and every statute, ordinance, or rule of court which may lawfully waived conferring upon the Borrower under the Security Deposit Promissory Note any right or privilege or exemption, stay of execution or supplemented proceedings, or other relief from the enforcement or immediate enforcement of a judgment or related proceedings on a judgment. The Borrower under the Security Deposit Promissory Note acknowledges that said sum is reasonable as evidenced by Borrowers signature on the Security Deposit Promissory Note. The Borrower under the Security Deposit Promissory Note consents to venue in the Circuit Court of Fairfax County with respect to the institution of an action confessing judgment hereon. The authority and power to appear for and enter judgment against the Borrower under the Security Deposit Promissory Note shall not be exhausted by one or more exercises thereof, or by any imperfect exercise thereof, and shall not be extinguished by any judgment entered pursuant thereto, such authority and power may be exercised on one or more occasions from time to time in the same or different jurisdictions as often as the Lender under the Security Deposit Promissory Note or its assigns shall deem necessary or advisable until all sums due under the Security Deposit Promissory Note are paid in full.

Security Deposit. Upon the execution of this Lease, Tenant hereby deposits shall deposit with Landlord a Letter of Credit as described in this Section (the sum “Letter of $9,955.00 (hereinafter referred to as “CollateralCredit”), as security for the prompt, full and faithful punctual performance by Tenant of each and every provision obligation of Tenant under this Lease. Tenant shall simultaneously deliver to Landlord such documentation as Landlord may reasonably require to demonstrate that Tenant’s obligation to the issuer of the Letter of Credit is a secured obligation. In no event shall the Security Deposit be deemed to be a prepayment of Rent nor shall it be considered a measure of liquidated damages. The Letter of Credit shall be an irrevocable standby letter of credit, in form and content and issued by Silicon Valley Bank or another commercial bank satisfactory to Landlord in its sole discretion (Landlord agreeing not to unreasonably withhold, delay or condition its approval of another commercial bank with a credit rating at that time from ▇▇▇▇▇’▇ Investors Service or Standard & Poor’s equal to or better than that of Silicon Valley Bank as of the date of this Lease and Lease), which Letter of all obligations Credit shall provide that it may be drawn upon in Boston, Massachusetts (i) in part or in whole, upon the presentation of a sight draft accompanied by a certificate signed by a representative of Landlord, setting forth the amount due to Landlord by reason of the occurrence of an Event of Default by Tenant hereunder, or (ii) in whole, upon the presentation of a sight draft accompanied by a certificate signed by a representative of Landlord, stating that (a) such Letter of Credit will expire within thirty (30) days of such certificate, and (b) Tenant has not deposited a substitute Letter of Credit in the form, amount and issued by a bank as required by this Section. No interest Any payment drawn by Landlord under the Letter of Credit pursuant to clause (ii) of the preceding sentence shall be paid held by Landlord as a cash Security Deposit (“Cash Security”) pursuant to Tenant on the Collateral, and provisions of this Article. Landlord shall have the right to may commingle the Collateral any Cash Security with Landlord’s other funds, and no interest shall be due thereon. If The Letter of Credit shall remain in full force and effect for a period of at least one hundred twenty (120) days beyond the expiration of the Term. Tenant fails to perform any shall deposit the original Letter of its obligations hereunder, Credit with Landlord and shall keep the Letter of Credit in full force and in compliance with the provisions of this Lease throughout the Term. Landlord may useapply the Security Deposit towards any Event of Default by Tenant and/or damages sustained by Landlord as a result thereof. In the event that Landlord so draws upon and applies or retains any portion or all of the proceeds of the Letter of Credit, apply or so applies all or any portion of the Cash Security, Tenant shall pay to Landlord, as Additional Rent, the amount so expended by Landlord (or shall deliver an amendment to the Letter of Credit increasing the amount of the Letter of Credit by the amount so drawn by Landlord) within three (3) Business Days of notice given by Landlord so that at all times (subject to the 3-Business Day grace period herein referenced) Landlord shall be entitled to draw down upon the full aggregate amount of the Letter of Credit or hold the full Cash Security, or some combination thereof. Notwithstanding anything contained in this Lease to the contrary, any failure of Tenant to restore any amount drawn under the Letter of Credit or expended from the Cash Security within the time and manner specified in this Section shall immediately constitute an Event of Default hereunder (without the necessity of any additional notice or the passage of any additional time) and entitle Landlord to immediately draw down the Letter of Credit then in force or effect and Landlord shall retain such cash amounts as a Security Deposit pursuant to the whole provisions of this Section. Tenant shall be solely responsible for the payment of all costs associated with obtaining, replacing (as necessary), transferring, extending and maintaining the Letter of Credit in accordance with the terms of this Section. The application of all or any part of the Collateral for the payment Security Deposit to any Event of (a) any rent or other sums Default of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of under this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord Lease shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to deprive Landlord of any permitted assignment of the right to receive the Collateral, other rights or of the remaining balance thereof, remedies Landlord may return the same to the original Tenanthave, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateralnor shall such application by Landlord constitute a waiver by Landlord. In such eventaddition, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer a termination based upon an Event of Default of Tenant under this Lease, or mortgagea rejection of the Lease pursuant to the provisions of the Federal Bankruptcy Code, Landlord shall have the right to transfer or apply the Security Deposit (from time to time, if necessary) to cover up to the full amount of damages and other amounts due from Tenant to Landlord under the Lease. Any amounts so applied shall, at Landlord’s election, be applied first to any unpaid Rent and other charges which were due prior to the filing of the petition for protection under the Federal Bankruptcy Code. Landlord shall assign the Collateral Security Deposit to any purchaser of the transferee or mortgageeBuilding, and thereafter Landlord shall have no further responsibility therefor. Upon written acknowledgement request of transferee’s Landlord or mortgagee’s receipt any such purchaser of such Collateralthe Building, Tenant shall, at its expense, cooperate with Landlord in obtaining an amendment to or replacement of any Letter of Credit which Landlord is then holding so that the amended or new Letter of Credit reflects the name of the new owner of the Building. Within one hundred twenty (120) days after the expiration or earlier termination of the Term, Landlord shall thereby inspect the Premises, make such draw upon the Letter of Credit or apply all or any portion of the Cash Security as may be released required to cure any Event of Default by Tenant from hereunder or to make payment on account of damages suffered by Landlord, and, if no Event of Default is then continuing, Landlord shall redeliver the original Letter of Credit (as may have previously been drawn on by Tenant) or pay the balance of the Cash Security, as the case may be, to Tenant. Notwithstanding the foregoing, provided that: (i) no Event of Default on the part of Tenant has occurred prior to the applicable “Reduction Date” (as hereinafter defined), and no such Event of Default is continuing as of such Reduction Date, and (ii) (a) with respect to the first Reduction Date, Tenant demonstrates to Landlord’s reasonable satisfaction that at all liability or obligation times during the twelve (12) months prior to such Reduction Date Tenant has held unrestricted cash in an amount equal to at least three (3) times the then-applicable amount of Base Rent for the return next twelve (12) months commencing on such Reduction Date, or (b) with respect to the second Reduction Date, Tenant demonstrates to Landlord’s reasonable satisfaction that at all times during the twelve (12) months prior to such Reduction Date Tenant has held unrestricted cash in an amount equal to at least two (2) times the then-applicable amount of Base Rent for the next twelve (12) months commencing on such Reduction Date; and (iii) the Lease is then in full force and effect, Landlord agrees to accept a reduction in the amount of the Letter of Credit which it is then holding so as to cause the total Security Deposit to be reduced as of each Reduction Date to the amount shown in the following schedule: Reduction Date New Reduced Amount of Security Deposit 1st day of 37th month after 9 months of Base Rent and Operating Costs Rent Commencement Date at then-current rates as of the Reduction Date 1st day of 61st month after 6 months of Base Rent and Operating Costs Rent Commencement Date at then-current rates as of the Reduction Date Any reduction in a Letter of Credit held by Landlord as the Security Deposit shall be accomplished by Tenant providing Landlord with a substitute Letter of Credit in the reduced amount in exchange for the existing Letter of Credit(s) which Landlord is then holding, or by an amendment to the existing Letter of Credit(s) then held by Landlord, in form and substance reasonably acceptable to Landlord, which is accepted by Landlord in writing. If Tenant does not satisfy the requirements for a reduction in the amount of the Letter of Credit on a Reduction Date as specified above, then Tenant shall have the right to extend such Reduction Date for up to four (4) months by written notice given to Landlord prior to such Reduction Date in order to enable Tenant to satisfy such requirements as of such Collateral and extended Reduction Date; failing which Tenant shall look solely be deemed to have irrevocably forfeited its right to the corresponding reduction in the amount of the Letter of Credit (but such a forfeiture of Tenant’s right to the first reduction in the amount of the Letter of Credit shall not affect Tenant’s right to receive the second reduction in the amount of the Letter of Credit if the requirements of this paragraph are timely satisfied with respect to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordsecond reduction).

Security Deposit. 11.1 Tenant hereby deposits has this day deposited (by check subject to collection) with Landlord the sum of $9,955.00 Security Deposit as set forth in Section 1.1 (hereinafter referred to as “Collateral”N), as security for above, to secure the prompt, full and faithful performance by Tenant of each all the terms, covenants and every provision conditions of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, upon T▇▇▇▇▇ agrees▇’s part to be performed, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, which sum shall be returned to Tenant without interest after the expiration of the Term, provided Tenant has fully and faithfully carried out all of the terms, covenants and conditions on Tenant’s part to be performed (but no such return shall be deemed an estoppel against or an admission by Landlord that Tenant is then in compliance with its obligations). Landlord shall have the right to use, apply or retain any part or all of the Security Deposit to remedy any default of Tenant hereunder, repair damage to Premises or to other property of Landlord caused by Tenant or any of its agents, employees, invitees or licensees, or expenses of re-renting and redecorating the Premises in the event Tenant vacates same prior to the expiration of the Term. If Landlord applies any part of said Security Deposit to remedy any default of Tenant, Tenant shall, upon demand, deposit with Landlord the amount so applied so that Landlord shall have the full Security Deposit on hand at all times during the Term or upon of this Lease. In no event shall Tenant be entitled to credit against any later date after which T▇▇▇▇▇ has vacated Rent due hereunder by virtue of the Premisesdeposit of such Security Deposit. In the absence event of evidence satisfactory to Landlord of any permitted assignment a sale of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgageProperty, Landlord shall have the right to transfer or assign the Collateral Security Deposit to the transferee or mortgagee. Upon written acknowledgement vendee for the benefit of transferee’s or mortgagee’s receipt Tenant, and, after notice to Tenant of such Collateralsale and the name of the new landlord, Landlord shall thereby be considered released by Tenant from all liability or obligation for the return of such Collateral and Security Deposit; Tenant shall look to the new landlord solely to such transferee or mortgagee for the return of the CollateralSecurity Deposit, and it is agreed that this shall apply to every transfer or assignment made of the Security Deposit to a new landlord. The Collateral Security Deposit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord.

Security Deposit. (a) Tenant hereby deposits with shall maintain in effect at all times during the Term, as security for the performance of Tenant’s obligations under this Lease, a clean, irrevocable, transferable and unconditional standby letter of credit in a form substantially similar to the form annexed hereto as Exhibit B (the “Letter of Credit”), in an amount equal to $1,607,872.00 (the “Security Deposit”). Landlord agrees that the sum form of $9,955.00 Letter of Credit annexed hereto as Exhibit B-1 is satisfactory. The Letter of Credit shall be issued by and drawable upon any commercial bank, trust company, national banking association or savings and loan association (hereinafter referred to as the “CollateralIssuing Bank”) with offices for banking purposes in the New York City metropolitan area, reasonably satisfactory to Landlord. The Letter of Credit shall name Landlord as beneficiary, be in the amount of the Security Deposit, have a term of not less than one (1) year, permit multiple drawings, be fully transferrable by Landlord without payment of any fees or charges, and otherwise be in form and content reasonably satisfactory to Landlord. If, upon any transfer, any fees or charges shall be so imposed, then such fees or charges shall be payable solely by Tenant and the Letter of Credit shall so specify. The Letter of Credit shall provide that it shall be deemed automatically renewed, without amendment, for consecutive periods of one (1) year each thereafter during the Term, unless the Issuing Bank sends notice to Landlord that it elects not to have such Letter of Credit renewed (the “Non-Renewal Notice”), as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest which Non-Renewal Notice shall be paid to Tenant on sent not less than thirty (30) days next preceding the Collateralthen expiration date of the Letter of Credit by certified mail, and return receipt requested or by nationally recognized overnight courier. Landlord shall have the right right, exercisable fifteen (15) days after its receipt (or upon such shorter time after receipt of the Non-Renewal Notice if the expiration date of the Letter of Credit shall occur prior to commingle the Collateral with Landlordexpiration of the fifteen (15) day period) of the Non-Renewal Notice to draw the full amount of the Letter of Credit, by sight draft on the Issuing Bank, and shall hold or apply the proceeds of the Letter of Credit pursuant to the terms of this Article 76. Landlord may draw upon the Letter of Credit in whole or in part to remedy defaults by Tenant in the payment or performance of any of Tenant’s other fundsobligations under this Lease. If Landlord shall have so drawn upon the Letter of Credit, Tenant fails shall upon demand deposit with Landlord a sum equal to perform any the amount so drawn by Landlord. (b) Landlord shall return the Letter of its obligations hereunderCredit to Tenant within forty five (45) days after the expiration of sooner termination of this Lease, provided, however, that if Tenant is in default under this Lease and Landlord shall be entitled to draw down on the Letter of Credit in an amount sufficient to remedy such Tenant default. (c) Tenant agrees that in the event of a sale of the Building or a leasing of the entire Building, Landlord may usetransfer the cash Security Deposit held by it to such party, apply and, with respect to the Letter of Credit, and within ten (10) days after notice of such transfer, or retain such longer Tenant shall, at its sole cost, arrange for the whole or any part transfer of the Collateral Letter of Credit to the new landlord, as designated by Landlord, or have the Letter of Credit reissued in the name of the new landlord (and upon such reissuance, Landlord shall return to Tenant the original Letter of Credit). Tenant thereafter agrees to look strictly to the successor Landlord for the return of the Letter of Credit. Upon such transfer and upon the successor Landlord acknowledging receipt of the deposit, the transferring Landlord will be forever released. (d) Tenant further agrees not to encumber or assign the Security Deposit hereunder and Landlord will not be bound by any such encumbrance or assignment. (i) Provided the Tenant has not been in monetary default and/or is not then in monetary default under any of the terms or provisions under this Lease beyond the expiration of any applicable notice and grace periods, and provided the Landlord is holding the full Security Deposit required pursuant to Section 76(a) above, following thirty six (36) consecutive months of payment of (a) any rent or other sums of money which Tenant may not have paid when dueFixed Rent, (b) any sum expended the Security Deposit then being held by Landlord shall be reduced, such that the amount of security remaining on Tenant’s behalf deposit with Landlord shall be equal to $1,205,903.97. If the conditions of this Section 76(e)(i) have been satisfied and the Security Deposit reduced, Landlord shall return the then current Letter of Credit upon receipt of an amended Letter of Credit or replacement Letter of Credit in such reduced amount provided same is otherwise in accordance with the provisions of this Lease, Article 76. (ii) Provided the Tenant has not been in monetary default and/or (c) is not then in monetary default under any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as terms or provisions under this Lease beyond the expiration of any applicable notice and grace periods, and provided in Paragraph 21. The usethe Landlord is holding the full Security Deposit required pursuant to Section 76(e)(ii) above, application or retention following sixty (60) consecutive months of payment of Fixed Rent, the Collateral, or any portion thereof, Security Deposit then being held by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended be reduced, such that the amount of security remaining on deposit with Landlord shall not first be required equal to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled$803,935.98. If any portion the conditions of this Section 76(e)(ii) have been satisfied and the Collateral Security Deposit reduced, Landlord shall return the then current Letter of Credit upon receipt of an amended Letter of Credit or replacement Letter of Credit in such reduced amount provided same is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash otherwise in accordance with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of LandlordArticle 76.

Security Deposit. (a) Tenant's Security Deposit, which shall be delivered by Tenant hereby deposits to Landlord, together with the first (1st) month's payment of Base Rent and Equipment Space Rent concurrently with Tenant's delivery to Landlord the sum of $9,955.00 (hereinafter referred to this Lease as “Collateral”)executed by Tenant, shall be held by Landlord, without liability for interest, as security for the prompt, full and faithful performance of Tenant's obligations under this Lease. Landlord shall not be required to keep the Security Deposit segregated from other funds of Landlord. Tenant shall not assign or in any way encumber the Security Deposit. Upon the occurrence of any default by Tenant (beyond the giving of each acceptable notice and every provision the passage of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateralapplicable grace periods), and Landlord shall have the right right, without prejudice to commingle any other remedy, to use the Collateral with Security Deposit, or portions thereof, to the extent necessary to pay any arrearages in Rent, and any other damage, injury or expense. Following any such application of all or any portion of the Security Deposit, Tenant shall pay to Landlord’s other funds, on demand, the amount so applied in order to restore the Security Deposit to its original amount (or if the Security Deposit is a Letter of Credit, Tenant may either deliver cash, a replacement Letter of Credit, or an additional Letter of Credit). If Provided Tenant fails to perform any of its obligations is not in default hereunder, Landlord may use, apply or retain the whole or will return any part unapplied portion of the Collateral for Security Deposit to Tenant within thirty (30) days following the payment later to occur of (ai) any rent or other sums the expiration of money which Tenant may not have paid when duethe Term, and (bii) any sum expended by Landlord on Tenant’s behalf 's vacancy of the Premises and Building in accordance with the provisions of this Lease. (b) If the Security Deposit is in the form of a Letter of Credit , and/or the Letter of Credit shall (i) be in form and substance satisfactory to Landlord; (ii) name Landlord as its beneficiary; (iii) be drawn on an FDIC insured financial institution satisfactory to the Landlord; (iv) expressly allow Landlord to draw upon it: (A) in the event that the Tenant is in default under the Lease by delivering to the issuer of the Letter of Credit written notice that Landlord is entitled to draw thereunder pursuant to the terms of this Lease; or (B) if Tenant, within sixty (60) days prior to expiration of the Letter of Credit then held by Landlord, fails to provide Landlord with a replacement Letter of Credit meeting the requirements herein; (v) expressly state that it will be honored by the issuer without inquiry into the accuracy of any such notice or statement made by Landlord; (vi) expressly permit multiple or partial draws up to the stated amount of the Letter of Credit; (vii) expressly provide that it is transferable to any successor of Landlord; and (viii) expire no earlier than sixty (60) days after the Expiration Date (alternatively, the Letter of Credit [and any renewals or replacements thereof] may be for a term of not less than one (1) year; in such event Tenant agrees that it shall from time to time, as necessary, [whether as a result of a draw on the Letter of Credit by Landlord pursuant to the terms hereof or as a result of the expiration of the Letter of Credit then in effect], renew or replace the original and any subsequent Letter of Credit so that a Letter of Credit, in the amount required hereunder, is in effect until a date which is at least sixty (60) days after the Expiration Date. If Tenant fails to furnish such renewal or replacement at least thirty (30) days prior to the stated expiration date of the Letter of Credit then held by Landlord, Landlord may draw upon such Letter of Credit and hold the proceeds thereof [and such proceeds need not be segregated] as a Security Deposit pursuant to the terms of this Article 18). (c) any sum which Landlord may expend Any renewal of or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from replacement for the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, original or any portion thereof, by Landlord subsequent Letter of Credit shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against meet the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord requirements for the purposes original Letter of Credit as set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, except that such replacement or any balance thereof, renewal shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence issued by a national bank satisfactory to Landlord of any permitted assignment at the time of the right to receive the Collateral, or of the remaining balance issuance thereof, . Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgageevent which would give Landlord the right to draw upon the Letter of Credit, Landlord shall have only draw down such amount as Landlord reasonably believes to be necessary to cure or remedy any default on the right part of Tenant and to transfer reimburse Landlord for any costs, expenses or assign liability incurred in connection with such default; notwithstanding the Collateral foregoing, if the amount of any draw upon the Letter of Credit exceeds the amount necessary to reimburse Landlord for such costs, expenses or liability, any excess proceeds of any draw on the Letter of Credit shall be held by Landlord as a Security Deposit pursuant to the transferee or mortgagee. Upon written acknowledgement provisions of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordthis Article 18.

Security Deposit. Tenant hereby deposits (a) On or before October 1, 2004, Lessee shall pay to Lessor a security deposit (the “Security Deposit”) in the amount set forth on Schedule 1- Part A hereto. The Security Deposit will be held by Lessor for the entire remaining Term of this Lease and may be commingled with Landlord the sum other amounts of $9,955.00 Lessor. (hereinafter referred to as “Collateral”), b) The Security Deposit shall be held by Lessor as security for the promptdue and punctual payment by Lessee of all amounts payable by it, full and faithful the due and punctual observance and performance by Tenant Lessee of all of its obligations, hereunder and under each other Operative Agreement. Lessee hereby assigns, transfers and every provision pledges to Lessor, and hereby grants to Lessor, a first-priority security interest in, the Security Deposit to secure such payment, observance and performance. Any interest earned on the Security Deposit shall be solely for the account of Lessor. If an Event of Default shall occur and be continuing, then in addition to any other rights Lessor may have under applicable Law as a lessor, secured party or otherwise, or under this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateralor any other Operative Agreement, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunderLessor may set off against, Landlord may use, apply or retain the whole all or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is usedSecurity Deposit in full or partial payment for amounts payable by Lessee under this Lease or any other Operative Agreement or for amounts necessary to compensate Lessor and the Indemnitees for their Expenses arising in connection with such Event of Default. Any such use or application shall not, applied however, be deemed a cure by Lessee, or retained waiver by Landlord for the purposes set forth aboveLessor, T▇▇▇▇▇ agreesof any Event of Default, within ten days after the written demand therefor is made unless so agreed by LandlordLessor in writing. (c) So long as no Default or Event of Default shall have occurred and be continuing, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all that portion, if any, of the provisions of Security Deposit that has not previously been used or applied, or set off against, as provided for in this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after Lessee by wire transfer of immediately available Dollars to an account of Lessee located in the expiration United States of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory America, specified in writing by Lessee to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same Lessor at least 10 Business Days prior to the original Tenantdate of such transfer, regardless of one (A) on or more assignments of Tenant’s interest in this Lease or before the Collateral. In such event, date that is 20 Business Days after and excluding the date upon which the return of the Collateral, or the remaining balance thereof Aircraft is returned to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest Lessor in the Land and the Building condition, and in the manner, required under Annex B to this Lease and T▇▇▇▇▇ agrees otherwise in accordance with the terms of this Lease, or (B) if an Event of Loss shall have occurred, and Lessee shall have elected, or shall be deemed to have elected, the option set forth in Section 9.1.2 hereof, then on or before the date that is 20 Business Days after and excluding the date upon which Lessor has been paid all amounts required to be paid under, and as provided in, Section 9.1.2(a) hereof.” (b) Section 14.1.6 of the Lease is hereby amended by adding a new sentence, at the end thereof, as follows: “Without limiting, and notwithstanding, any other provision or the Lease or any other Operative Agreement, Lessor shall be entitled to use and apply all or any portion of the Security Deposit for the purposes, and in the event of any such transfer or mortgagemanner, Landlord shall have the right to transfer or assign the Collateral set forth in Section 3.2.3(b) hereof.” (c) Schedule 1 – Part A to the transferee Lease is hereby amended as set forth in Section 1 of Appendix A hereto. (d) That certain Letter Agreement No. 1-1005-JSW-1500, dated as of February 28, 2001, among, inter alios, Lessor and Lessee, insofar as it relates to the Lease and the Aircraft, is hereby terminated and shall be of no further force or mortgagee. Upon written acknowledgement effect; and all of transferee’s or mortgagee’s receipt the obligations and liabilities of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for each of the return of such Collateral and Tenant shall look solely parties to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered Letter Agreement are hereby unconditionally and irrevocably released and discharged in any manner whatsoever by Tenant without the prior written consent of Landlordfull and in all respects.

Security Deposit. (a) Simultaneously with the execution and delivery of this Lease, Tenant hereby deposits with shall deliver to Landlord the sum Security Deposit, which shall be in the form of $9,955.00 cash or a letter of credit which satisfies the conditions of Section 2.5(b) (hereinafter referred to as “CollateralLetter of Credit”). Upon such delivery, Landlord shall remit to Tenant the lesser of (i) the actual cost paid by Tenant for the Letter of Credit, as supported by evidence reasonably satisfactory to Landlord, or (ii) $20,000. (b) If the Security Deposit is in the form of a Letter of Credit, such Letter of Credit must satisfy all of the following conditions: (i) the Letter of Credit must be in the exact form attached hereto as Exhibit E, or in such other form as Landlord may have approved, with an expiration date not less than one (1) year after the date of the Letter of Credit; (ii) the beneficiary of the Letter of Credit must be Landlord or Landlord’s designee; (iii) the Letter of Credit must be irrevocable, unconditional and transferable one or more times without charge; and (iv) the Letter of Credit must by issued by Silicon Valley Bank or another bank reasonably satisfactory to Landlord. If, at any time, the issuer of the Letter of Credit gives notice of its election not to renew, extend and/or reissue the Letter of Credit, then Tenant shall, by the earlier of (A) thirty (30) days after such notice or (B) five (5) Business Days prior to the expiration of the term of the Letter of Credit, deliver to Landlord (1) a replacement Letter of Credit satisfying all of the above conditions or (2) cash in the full amount of the expiring Letter of Credit; and if Tenant fails to timely deliver to Landlord a replacement Letter of Credit as provided above or cash in the full amount of the expiring Letter of Credit, such failure shall constitute an Event of Default and, in addition to any other rights which Landlord might have by reason of such Event of Default, Landlord may draw on the Letter of Credit and hold the proceeds of such drawing as the Security Deposit. If (x) any proceedings under the Bankruptcy Code, receivership or any insolvency law are instituted with the issuer of the Letter of Credit as debtor or (y) the bank issuing the Letter of Credit is taken over by the Federal Deposit Insurance Corporation, the Resolution Trust Corporation or a similar entity, then Landlord may draw on the Letter of Credit and hold the proceeds of such drawing as part of the Security Deposit, unless Tenant either provides cash in lieu of the Letter of Credit or provides a new Letter of Credit issued by a bank reasonably satisfactory to Landlord. (c) The amount of the Security Deposit shall be subject to reduction as provided in this Section 2.5(c). The initial amount of the Security Deposit upon execution and delivery of this Lease shall be $2,100,000. At such time, if any, on or after the date of this Lease as Tenant receives an additional equity investment representing cash on its balance sheet of not less than and provides to Landlord evidence of such equity investment reasonably satisfactory to Landlord, provided that there does not then exist an Event of Default or fact or circumstance which, with the passage of time, the giving of notice or both, could become an Event of Default, and provided further that Tenant has then paid to Landlord the first monthly installment of Base Rent in the amount of $ the amount of the Security Deposit shall be reduced to $ (such reduction being called the “First Reduction”). As of the date which is thirty (30) months after the Commencement Date, provided that Landlord has previously qualified for the First Reduction and there does not then exist an Event of Default or fact or circumstance which, with the passage of time, the giving of notice or both, could become an Event of Default, the amount of the Security Deposit shall be reduced from $ to $ (such reduction being called the “Second Reduction”). As of the date which is forty-two (42) months after the Commencement Date, provided that Landlord has previously qualified for the First Reduction and the Second Reduction and there does not then exist an Event of Default or fact or circumstance which, with the passage of time, the giving of notice or both, could become an Event of Default, the amount of the Security Deposit shall be reduced from $ to $ . If, upon any reduction in the amount of the Security Deposit as provided above, the Security Deposit is then in the form of a Letter of Credit, then such reduction in the amount of the Security Deposit shall be accomplished by Tenant causing the Issuing bank to issue (i) a replacement Letter of Credit in an amount reflecting the reduced amount of the Security Deposit, whereupon Landlord shall return the replaced Letter of Credit to the issuing bank, or (ii) an amendment of the Letter of Credit reflecting the reduced amount of the Security Deposit. (d) The Security Deposit is security for the prompt, full and faithful performance and observance by Tenant of each the terms, provisions and every provision conditions of this Lease and is not an advance payment of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other fundsrent. If Tenant fails to perform any an Event of its obligations hereunderDefault occurs, Landlord may use, apply or retain the whole or any part of the Collateral Security Deposit to the extent required for the payment of (a) any rent Base Rent, Additional Rent, or any other sums of money sum as to which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf is in accordance with the provisions of this Lease, and/or (c) default or for any sum which Landlord may expend or may be required to expend by reason of Tenant’s defaultthe occurrence of an Event of Default, including, but not limited to, any damage or deficiency accrued before or after summary proceedings or other re-entry by Landlord, including the costs of such proceeding or re-entry and further including, without limitation, any damage or deficiency in or from reasonable attorney’s fees. Landlord shall always have the reletting of right to apply the Premises as provided in Paragraph 21. The use, application or retention of the CollateralSecurity Deposit, or any portion part thereof, by Landlord shall not prevent Landlord from exercising as aforesaid, without prejudice to any other right remedy or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to remedies, which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateralhave, or Landlord may pursue any balance other such remedy or remedies in lieu of applying the Security Deposit or any part thereof, . No interest shall be returned to Tenant without interest after payable on the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land Security Deposit and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer commingle the Security Deposit with other funds of Landlord, but Landlord shall keep the Security Deposit free from the claims of Landlord’s creditors. If Landlord shall apply the Security Deposit in whole or assign in part, Tenant shall within ten (10) days after demand pay to Landlord the Collateral amount so applied to restore the Security Deposit to its original amount. Because elements of Additional Rent may be subject to annual reconciliation based on actual amounts determined to be due, in addition to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateralother rights provided herein to Landlord regarding the Security Deposit, Landlord shall thereby have the right, in its discretion, upon the end of the Lease and delivery of the Premises in accordance with the terms hereof, to hold a portion of the Security Deposit equal to no more than twenty percent (20%) of any estimated amounts previously payable by Tenant in respect of Additional Rent for the preceding Lease Year until completion of such reconciliation (but in no event more than ninety (90) days after expiration of the Lease Term), at which time Landlord has the right to deduct any amounts then determined to be due from the remaining Security Deposit and return any balance of the Security Deposit to Tenant; provided, however, that Landlord may not withhold from the Security Deposit an amount greater than the amount which Landlord reasonably estimates will be owing by Tenant upon completion of such reconciliation. If the remaining Security Deposit is not sufficient to pay Tenant’s obligations hereunder, Tenant shall pay the same within thirty (30) days of billing from Landlord. In the event of a sale or other transfer of the Project, or leasing of the entire Project including the Premises subject to Tenant’s tenancy hereunder, Landlord shall transfer the Security Deposit then remaining at no additional cost to Tenant to the vendee or lessee, such vendee or lessee shall thereupon become entitled to the rights and subject to the obligations of the landlord under this Lease (including the obligations with respect to the Security Deposit), and Landlord shall thereupon be released by Tenant from all liability or obligation for the return of such Collateral Security Deposit to Tenant. In such event, Landlord shall cause the transferee of the Security Deposit to issue a written acknowledgement of receipt thereof and Tenant shall agrees after receipt of such notice to look solely to such transferee or mortgagee the new landlord for the return of the CollateralSecurity Deposit then remaining. The Collateral Tenant further covenants that it will not assign or encumber or attempt to assign or encumber the Security Deposit and that neither Landlord nor its successors or assigns shall not be mortgagedbound by any such assignment, assigned encumbrance, attempted assignment or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordattempted encumbrance.

Security Deposit. Tenant hereby deposits with Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”), as security for the prompt, full and faithful performance by Tenant of each and every Notwithstanding any other provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant Agreement, the Town may, on the Collateralany date, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for secure the payment of all or a portion of the Lease Payments remaining due by an irrevocable deposit with the Trustee or an escrow holder un- der an escrow deposit and trust agreement as referenced in Section 10.03 of the Indenture, of: (a) any rent or other sums in the case of money which Tenant may not have paid when duea security deposit relating to all Lease Payments, either (bi) any sum expended by Landlord cash in an amount which, together with amounts on Tenant’s behalf deposit in the Revenue Fund and the Insurance and Condemnation Fund is sufficient to pay all unpaid Lease Payments, including the prin- cipal and interest components thereof, in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency Lease Payment schedule set forth in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the CollateralExhibit D, or any (ii) Defeasance Obligations in such amount as will, in the written opin- ion of an independent certified public accountant, together with interest to accrue thereon and, if required, all or a portion thereof, by Landlord shall not prevent Landlord from exercising any other right of moneys or remedy provided by this Federal Securities or cash then on deposit and interest earnings thereon in the Revenue Fund and the Insurance and Condemnation Fund be fully sufficient to pay all unpaid Lease Payments on their respective Lease Payment Dates; or by law (it being intended that Landlord shall not first be required b) in the case of a security deposit relating to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral Lease Payments, a certificate executed by an Authorized Representative of the Town designating the portion of the Lease Payments to which the deposit pertains, and either (i) cash in an amount which is usedsufficient to pay the portion of the Lease Payments designated in such Authorized Representative of the Town’s certificate, applied including the principal and interest components thereof, or retained by Landlord for the purposes set forth above, T(ii) ▇▇▇▇▇- ▇▇▇▇▇ agreesObligations in such amount as will, within ten days after together with interest to be received thereon, if any, in the written demand therefor is made by Landlordopinion of an independent certified public accountant, to deposit cash with the Landlord in an amount be fully sufficient to restore pay the Collateral to its original amount. If Tenant shall fully and faithfully comply with all portion of the provisions of this Lease, Lease Payments designated in the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration aforesaid Authorized Representa- tive of the Term or upon any later date after which T▇▇▇▇▇ has vacated the PremisesTown’s Representative’s certificate. In the absence event of evidence satisfactory a deposit pursuant to Landlord this Section 10.1 as to all Lease Payments and the payment of any permitted assignment all fees, expenses and indemnifications owed to the Trustee, all obligations of the right Town under this Lease Agreement shall cease and terminate, excepting only the obligation of the Town to receive the Collateralmake, or cause to be made, all payments from the deposit made by the Town pursuant to this Section 10.1 and title to the Property shall vest in the Town on the date of said deposit automatically and without further action by the Town or the Authority. Said deposit and interest earnings thereon shall be deemed to be and shall constitute a special fund for the payments provided for by this Section 10.1 and said obligation shall thereafter be deemed to be and shall constitute the installment purchase obligation of the remaining balance thereofTown for the Property. Upon said deposit, Landlord the Authority will execute or cause to be executed any and all documents as may return the same be necessary to confirm title to the original Tenant, regardless of one or more assignments of Tenant’s interest Property in this Lease or accordance with the Collateralprovi- sions hereof. In addition, the Authority hereby appoints the Town as its agent to prepare, execute and file or record, in appropriate offices, such event, upon the return of the Collateral, or the remaining balance thereof documents as may be necessary to place record title to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest Property in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of LandlordTown.

Security Deposit. Upon the Lease Commencement Date, Tenant hereby deposits with shall pay to Landlord the sum amount of Four Hundred Fifty Thousand ($9,955.00 450,000.00) Dollars, the “Security Deposit”, which shall be held as security for Tenant’s performance as herein provided and refunded to Tenant at the end of this Lease or any extensions thereto, subject to Tenant’s satisfactory compliance with the conditions hereof. Three Hundred Thousand (hereinafter referred to as $300,000.00) Dollars initially deposited (the “CollateralPSA Deposit”) per the Purchase and Sale Agreement between Landlord and Tenant (MassGrow, LLC) dated January 9, 2019 (“PSA”), and herein attached as security for the promptExhibit C, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on applied towards the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other fundsSecurity Deposit. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply apply, or retain the whole or any part of the Collateral Security Deposit to the extent required for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by payment due to Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any hereunder or other sum which Landlord may expend or be required to expend incur by reason of Tenant’s defaultdefault in any of the terms of this Lease, including, without limitationbut not limited to, any damage damages or deficiency in or from the reletting re-letting of the Premises as provided in Paragraph 21Premises, whether such damages or deficiencies accrued before or after summary proceedings or other re-entry by Landlord. The use, application If all or retention any part of the CollateralSecurity Deposit is applied to an obligation of Tenant hereunder, or any portion thereof, Tenant shall immediately upon the request by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral Security Deposit to its original amount. If Tenant Landlord shall fully and faithfully comply with all return any unapplied balance of the provisions Security Deposit to Tenant within thirty (30) days of the end of the term of this Lease. Thirty (30) days prior to Tenant’s scheduled demolition of the approximate 3,500 square foot rear portion of the Premises, identified in Exhibit A, and further identified in the construction plans and construction schedule outlined in Exhibit B, provided by Tenant and reviewed and approved by Landlord, Tenant shall pay to Landlord additional security in the amount of Five Hundred Fifty Thousand ($550,000.00) Dollars for the performance and completion of the construction process, the Collateral“Completion Guarantee”. Prior to the Completion Guarantee deposit, in no event shall Tenant demolish or any balance thereof, structurally alter the back approximate 3,500 square foot portion of the Premises without Landlord’s prior written consent. The Completion Guarantee shall be returned refunded to Tenant without interest in full within Five (5) days after the expiration notice of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence Store Opening and release of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of mechanical liens by Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordcontractors.

Security Deposit. (a) Upon execution and delivery of this Lease by Tenant, Tenant hereby deposits with Landlord will deliver to Landlord, at Tenant’s option, either (i) an Irrevocable Letter of Credit (the sum “Letter of $9,955.00 Credit”) in the amount of the Security Deposit, in substantially the form attached hereto as Exhibit F and made a part hereof or other form reasonably acceptable to Landlord, from a financial institution acceptable to Landlord, or (hereinafter referred ii) a check in the amount of the Security Deposit. (b) If Tenant elects to as “Collateral”)deliver the Letter of Credit under subsection (a) above, (i) Tenant shall cause the Letter of Credit to be maintained in full force and effect throughout the Lease Term and during the sixty (60) day period after the later of (A) the expiration of the Lease Term or (B) the date that Tenant delivers possession of the Leased Premises to Landlord, as security for the prompt, full and faithful performance by Tenant of each and every provision all of Tenant’s obligations contained in this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the CollateralLease, and (ii) in the event that, during the Lease Term, Tenant fails to deliver to Landlord a renewal or replacement to the Letter of Credit by a date no later than thirty (30) days prior to its expiration date, Landlord shall have the right to commingle demand and receive payment in full under the Collateral Letter of Credit and to hold the cash proceeds as the Security Deposit under this Lease. Tenant shall have the right to replace the Letter of Credit with a replacement Letter of Credit in form reasonably acceptable to Landlord’s other funds, from a financial institution reasonably acceptable to Landlord, at any time and from time to time. If At any time Tenant fails is entitled to perform any the return of its obligations hereundera Letter of Credit, including in the event Tenant provides a replacement Letter of Credit, Landlord will return such Letter of Credit and reasonably cooperate with Tenant in providing documentation authorizing the issuing bank of the Letter of Credit to terminate same. (c) In the event of a Default by Tenant, Landlord may use, apply or retain the whole all or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required Security Deposit to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, cure all or any portion thereofpart of such Default; provided, however, that any such application by Landlord shall not prevent be or be deemed to be an election of remedies by Landlord from exercising any other right or remedy provided by this Lease considered or by law deemed to be liquidated damages. Tenant agrees to promptly deposit (it being intended that either in cash or in the form of a Letter of Credit, at Tenant’s option), upon demand, such additional sum with Landlord shall not first as may be required to proceed against maintain the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion full amount of the Collateral is used, applied or retained Security Deposit. All sums held by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made pursuant to this Article 4 shall be without interest and may be commingled by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Provided that Tenant shall has fully and faithfully comply with performed all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after upon the expiration or earlier termination of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original TenantLease, Landlord shall be completely relieved return the Letter of liability under this Paragraph 24 Credit or otherwise cash Security Deposit, as applicable, to Tenant, and with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land a Letter of Credit, execute and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral deliver to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return issuer of the Collateral. The Collateral shall not Letter of Credit such instruments as may be mortgaged, assigned or encumbered in any manner whatsoever reasonably required by Tenant without such issuer to effectuate the prior written consent termination of Landlordthe Letter of Credit.

Security Deposit. Tenant hereby deposits Sublessee will deposit with Landlord the sum Sublessor upon the execution of this Sublease a security deposit (the "Security Deposit") in the amount of Two Hundred Forty-Three Thousand, Two Hundred Fifty-Two and 00/100 Dollars ($9,955.00 (hereinafter referred 243,252.00) to as “Collateral”), be held by Sublessor for the duration of this Sublease as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and Sublessee of all the obligations on the part of Tenant Sublessee hereunder. No interest shall The Security Deposit shall, at the option of Sublessee, be paid in the form of either cash or an irrevocable demand letter of credit (the "Letter of Credit"), in form and substance reasonably acceptable to Tenant on the CollateralSublessor, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunderissued by Fleet Bank, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent N.A. or other sums of money which Tenant may not have paid when due, FDIC-insured banking institution reasonably acceptable to Sublessor (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from "Issuing Bank"). a. If the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the CollateralSecurity Deposit, or any portion thereof, by Landlord is in the form of cash, Sublessor shall hold the same without liability for interest or to segregate such cash from Sublessor's other funds. Sublessee shall not prevent Landlord mortgage, pledge, grant a security interest in, or otherwise encumber the Security Deposit. Sublessor shall have the right from exercising time to time, without prejudice to any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation Sublessor may have on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlordaccount thereof, to deposit cash with apply such Security Deposit, or any part thereof, to Sublessor's damages arising from any default (beyond applicable notice and cure periods) on the Landlord in an amount sufficient to part of Sublessee. Upon such application, Sublessee shall promptly restore the Collateral Security Deposit to its original amount. If Tenant Upon the full performance by Sublessee of its obligations hereunder, the Security Deposit, or such amount that shall fully and faithfully comply with all be remaining after application of the provisions of this Lease, the Collateral, or any balance thereofsame hereunder, shall be returned by Sublessor to Tenant without interest after Sublessee upon the expiration or earlier termination of this Sublease and surrender of possession of the Term Premises by Sublessee to Sublessor at such time. If the Security Deposit is in the form of a Letter of Credit, such Letter of Credit shall, throughout the Term, be in full force and in compliance with the terms of this Sublease. Sublessee shall not mortgage, pledge, grant a security interest in, or upon any later date after which T▇▇▇▇▇ has vacated otherwise encumber the Premises. In Letter of Credit or the absence of evidence satisfactory to Landlord of any permitted assignment proceeds of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateralsame. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord Sublessor shall have the right from time to time, without prejudice to any other remedy Sublessor may have on account thereof, to draw on the Letter of Credit and apply the proceeds, or any part thereof, to Sublessor's damages arising from any default (beyond applicable notice and cure periods) on the part of Sublessee. Upon such application, Sublessee shall promptly restore the Security Deposit to its original amount by either delivering cash or a new Letter of Credit complying with the provisions hereof to Sublessor. In addition, in the event that (i) Sublessor shall transfer or assign its interest under the Collateral Main Lease to a third party and the Issuing Bank does not consent to the transferee or mortgagee. Upon written acknowledgement transfer of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely Sublessor's beneficial interest to such transferee third party or mortgagee for issue a replacement Letter of Credit in identical form to such third party, or (ii) such Letter of Credit will expire by its terms prior to the return end of the CollateralTerm, and Sublessee fails to provide a substitute Letter of Credit at least thirty (30) days prior to such expiration, then Sublessor may draw on the Letter of Credit. The Collateral Any portion of the proceeds of the Letter of Credit not applied to cure a default by Sublessee hereunder, shall not be mortgagedheld by Sublessor as a cash Security Deposit pursuant to the provisions of subparagraph A above, assigned or encumbered unless Sublessee shall deliver to Sublessor a new Letter of Credit complying with the provisions hereof, in any manner whatsoever by Tenant without which event the prior written consent of Landlord.unapplied cash proceeds shall be promptly returned to

Security Deposit. In accordance with the Annotated Code of Maryland, Real Property Article, Tenant hereby deposits has deposited with Landlord the Landlord/Agent the sum of $9,955.00 Dollars (hereinafter referred to as “Collateral”$ ), receipt of which is hereby acknowledged, which sum does not exceed two (2) months’ rent, which is to be held as collateral security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant applied on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant unpaid utility ▇▇▇▇ that may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with remain due and owing at the provisions expiration of this Lease, and/or (c) any sum which Landlord may expend extension thereof or be required holding over period, or applied to expend any damages to the premises in excess of ordinary wear and tear caused by reason of the Tenant, the Tenant’s defaultfamily, includingguests, without limitationemployees, agents, or pets, or other damages and expenses suffered by Landlord as a result of a breach of any damage covenant or deficiency in or from provision of this Lease. Tenant may not utilize the reletting of security deposit as rent and must not apply the Premises same as provided in Paragraph 21the last month’s rent. The usesecurity deposit will be deposited and maintained in an escrow account in a federally insured financial institution which does business in the State of Maryland, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required devoted exclusively to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agreessecurity deposits, within ten thirty (30) days after it has been received. The security deposit may be held in insured certificates of deposit at branches of a federally insured financial institution within the State of Maryland or in securities issued by the federal government or the State of Maryland. The Landlord/Agent must provide the Tenant, within forty-five (45) days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all termination of the provisions tenancy by first class mail directed to the last known address of the Tenant, a written list of any damages to the premises together with a statement of costs actually incurred. Within forty-five (45) days after the termination of the tenancy, the Landlord/Agent must return the deposit to the Tenant together with simple interest, which will accrue in the amount of 3% per annum less any damages rightfully withheld. Tenant’s obligations under this Lease may not end when Tenant ceases to occupy the premises. Repairs required may be so substantial or of such a nature that work will not be completed within the forty- five (45) day period following the termination of the tenancy. In such event, Landlord reserves the right to pursue Tenant for reimbursement for costs incurred to repair damages to the premises. In the event of a sale of the property upon which the premises are situated or the transfer or assignment by the Landlord/Agent of this Lease, the Collateral, or any balance thereof, shall be returned Landlord/Agent has the obligation to transfer the security deposit to the transferee. After the transfer is made and after written notice of same is given to the Tenant without interest after with the expiration name and address of the Term new Landlord/Agent, Landlord/Agent is released from all liability for the return of the security deposit and the Tenant must look solely to the new Landlord/Agent for the return of his security deposit. It is agreed that the foregoing will apply to every transfer or upon assignment made of the security deposit to a new Landlord/Agent. In the event of any later date after which T▇rightful or permitted assignment of this Lease by the Tenant to any assignee or sublessee, the security deposit is deemed to be held by the Landlord/Agent as a deposit made by the assignee or sublessee and the Landlord/Agent will have no further liability with respect to return of such security deposit to the assignor. The failure of the Landlord to comply with the Security Deposit Law may result in the Landlord being liable to the Tenant for a penalty of up to three (3) times the Security Deposit withheld, plus reasonable attorney’s fees. The Landlord or Landlord’s estate, but not the managing agent or court appointed receiver, ▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this County Single Family Lease and T▇▇▇▇▇ agrees that in the event Revised: 02/05 Page 2 of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral 12 remain liable to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return maintenance of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever security deposit as required by Tenant without the prior written consent of Landlordlaw.

Security Deposit. 29.1 Tenant hereby deposits has provided Landlord with a Letter of Credit in the amount of $175,000 as security for the full and punctual performance by Tenant of all of the terms of this Lease. Provided there has been no Event of Default by Tenant, the amount of the Letter of Credit shall be reduced by one-third ($58,333.33) at the end of each of the first three years of the Term. At the expiration of the third year of the Term Tenant shall deposit with Landlord the sum of $9,955.00 (hereinafter referred to 12,824 as “Collateral”), as security for such security. In the prompt, full and faithful event Tenant defaults in the performance by Tenant of each and every provision any of the terms of this Lease following the expiration of applicable notice and cure periods, including the payment of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunderRent, Landlord may apply the whole or any part of the Letter of Credit or use, apply or retain the whole or any part of the Collateral security so deposited, as the case may be, to the extent required for the payment of (a) any rent Rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) for any sum which Landlord may expend or may be required to expend by reason of Tenant’s defaultdefault in respect of any of the terms of this Lease, including, without limitation, including any damage damages or deficiency in or from the reletting of the Premises as provided in Paragraph 21Premises, whether accruing before or after summary proceedings or other reentry by Landlord. The In the case of every such use, application or retention of retention, Tenant shall, on demand, pay to Landlord the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is sum so used, applied or retained by Landlord for which shall be added to the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after security deposit so that the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral same shall be replenished to its original former amount. If Tenant shall fully and faithfully punctually comply with all of the provisions terms of this Lease, the Collateralsecurity, or any balance thereofwithout interest, shall be returned to Tenant without interest after the expiration termination of this Lease and delivery of exclusive possession of the Term or upon any later date after which T▇▇▇▇▇ has vacated the PremisesPremises to Landlord. In the absence event of evidence satisfactory to Landlord of any permitted assignment a sale or lease of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral security to the transferee vendee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, lessee and Landlord shall thereby ipso facto be released by Tenant from all liability or obligation for the return of such Collateral security; and Tenant shall agrees to look solely to such transferee or mortgagee the new landlord for the return of said security; and it is agreed that the Collateralprovisions hereof shall apply to every transfer or assignment made of the security to a new landlord. The Collateral Tenant shall not assign or encumber or attempt to assign or encumber the monies deposited herein as security and neither Landlord nor its successors or assigns shall be mortgagedbound by any such assignment, assigned encumbrance, attempted assignment or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordencumbrance.

Security Deposit. (a) Within five (5) business days of Tenant’s execution of the Lease, Tenant hereby deposits shall deliver to Landlord an irrevocable, unconditional, standby letter of credit in the amount of Three Hundred Nine Thousand Nine Hundred Fifty-four and 40/100ths Dollars ($309,954.40), which amount shall be subject to reduction as provided below (such letter of credit, together with Landlord the sum any renewal or replacement letters of $9,955.00 (hereinafter credit delivered or to be delivered by Tenant, shall be referred to herein collectively as the “CollateralLetter of Credit”). The Letter of Credit shall name Landlord as beneficiary and shall be issued by a national money center bank with an office in the San Francisco Bay area, California (the “Issuer”). Landlord hereby approves ▇▇▇▇▇ Fargo as an acceptable Issuer. The final form of the Letter of Credit, the identity of the Issuer, and the form of any replacement Letter of Credit shall be subject to Landlord’s approval. Landlord shall hold the Letter of Credit as security for the prompt, full and faithful performance of Tenant’s obligations under this Lease (the “Security Deposit”), it being expressly understood and agreed that the Letter of Credit is not an advance rental deposit or a measure of Landlord’s damages in the event of Tenant’s default. (b) Upon the occurrence of any default by Tenant under this Lease, regardless of each whether Tenant has filed a petition in bankruptcy under the federal bankruptcy laws, or if Tenant, following the filing of any such petition, rejects this Lease, then Landlord may (but shall not be required to) draw upon the Letter of Credit so much thereof as is necessary in Landlord’s determination to cure Tenant’s default, including the payment of any Rent or other sum then due and every provision unpaid, and the repair of any damage to the Premises caused by Tenant. If any portion of the Letter of Credit is drawn upon by Landlord for such purposes, Tenant shall, within ten (10) business days after written demand by Landlord, deposit a replacement Letter of Credit with Landlord in the amount of the original Letter of Credit. Tenant’s failure to do so shall be a material breach of this Lease Lease. Tenant shall not, however, be required to provide Landlord with a replacement Letter of Credit if the Letter of Credit is drawn upon by Landlord solely as a result of a bankruptcy by Tenant and not as a result of all obligations any other default by Tenant (i.e., no Rent or other charges are currently due and outstanding under this Lease). The Letter of Tenant hereunder. No interest Credit shall be paid returned to Tenant on within thirty (30) days after the Collateraldate which is the later of the expiration of the Term hereof and the date Tenant has surrendered the Premises in accordance with the terms of this Lease. (c) The Letter of Credit shall be for an initial term of not less than twelve (12) months and, and subject to the provisions of Paragraph 6(d) below, shall be maintained in force at all times :from issuance through thirty (30) days following the expiration or earlier termination of this Lease. The Letter of Credit shall provide for automatic extension of the Letter of Credit for successive periods of twelve (12) months each, unless the Issuer notifies Landlord shall have by certified or overnight express mail not less than thirty (30) days prior to the right to commingle expiration of the Collateral with Landlord’s other fundsLetter of Credit that the Letter of Credit will not be renewed. If Tenant fails to perform any deliver a replacement Letter of its obligations hereunderCredit to Landlord at least thirty (30) days prior to the expiration date of an outstanding Letter of Credit, Landlord may useshall have the right, apply in addition to any other remedies available to Landlord, to draw down all or retain the whole or any part of the Collateral for current Letter of Credit and to hold the proceeds thereof as a cash security deposit without the payment of (a) any rent or other sums interest to Tenant. Drawing upon the Letter of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or Credit shall be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting conditioned only upon presentation of the Premises as provided original Letter of Credit to the Issuer accompanied by a certified statement :from Landlord that Landlord is entitled to draw upon the Letter of Credit pursuant to the terms of the Lease. The Letter of Credit shall be transferable by the beneficiary and any transfer fee payable to the Issuer shall be paid by Tenant. The Letter of Credit shall not be mortgaged, assigned or encumbered in Paragraph 21any manner whatsoever by Tenant. The use, application or retention of the CollateralLetter of Credit, or any portion thereof, by Landlord shall not prevent Landlord :from exercising any other right or remedy provided by this Lease or by law (law, it being intended that Landlord shall not first be required to proceed against the Collateral) Letter of Credit, and such use, application or retention shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. (d) Landlord may use, apply or retain the whole or any part of the Security Deposit as may be reasonably necessary (a) to remedy Tenant’s default in the payment of any Rent, (b) to repair damage to the Premises caused by Tenant, (c) to clean the Premises upon termination of this Lease, (d) to reimburse Landlord for the payment of any amount which Landlord may reasonably spend or be required to spend by reason of Tenant’s default, or (e) to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant’s default including without limitation, those damages provided for in California Civil Code Section 1951.2 and any successor statutes providing for damages in the event of the termination of a lease due to a default by the tenant thereunder, and those damages provided by other provision of applicable law now or hereafter in force or provided for in equity. As a material part of the consideration given by Tenant to Landlord to induce Landlord to enter into this Lease, Tenant waives the provisions of California Civil Code Section 1950.7, and all other provisions of law now in force or that become in force after the date of the execution of this Lease, that provide that Landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of rent, to repair damage caused by Tenant, or to clean the Premises. Landlord and Tenant agree that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other foreseeable or unforeseeable loss or damage caused by the acts or omissions of Tenant or Tenant’s officers, agents, employees, independent contractors or invitees. Should Tenant faithfully and fully comply with all of the terms, covenants and conditions of this Lease, within thirty (30) days following the expiration of the Term, the Security Deposit or any balance thereof shall be returned to Tenant or, at the option of Landlord, to the last assignee of Tenant’s interest in this Lease. If Landlord so uses or applies all or any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agreesany cash Security Deposit, within ten (10) days after the written demand therefor is made by Landlord, to Tenant shall deposit cash with the Landlord in an amount sufficient to restore the Collateral Security Deposit to its original amount. If Tenant shall fully and faithfully comply with all the full extent of the provisions above amount, and Tenant’s failure to do so shall be a default under this Lease. No part of the Security Deposit shall be considered to be held in trust, to bear interest or another increment for its use, or to be prepayment for any moneys to be paid by Tenant under this Lease. In the event Landlord transfers its interest in this Lease, Landlord shall transfer the Collateralthen remaining amount of the Security Deposit to Landlord’s successor in interest, or any balance thereof, and thereafter Landlord shall be returned have no further liability to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premiseswith respect to such Security Deposit. In the absence event that Landlord draws upon the Letter of evidence satisfactory Credit solely due to Tenant’s failure to renew the Letter of Credit at least thirty (30) days before its expiration (i) such failure to renew shall not constitute a default hereunder and (ii) Tenant shall at any time thereafter be entitled to provide Landlord with a replacement Letter of any permitted assignment Credit that satisfies the requirements hereunder, at which time Landlord shall return the cash proceeds of the right original Letter of Credit drawn by Landlord. Notwithstanding the foregoing provisions to receive the Collateralcontrary, or so long as no Default has occurred that remains uncured, the required amount of the remaining balance thereof, Landlord may return the same Security Deposit shall be reduced to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return (i) Two Hundred Thirty-two Thousand Four Hundred Sixty-five and 80/l00ths Dollars ($232,465.80) as of the Collateralcommencement of the thirty-seventh (37th) month of the Term, or and (ii) One Hundred Fifty-four Thousand Nine Hundred Seventy-seven and 20/100ths Dollars ($154,977.20) as of the remaining balance thereof to commencement of the original Tenantforty-ninth (49th) month of the Term, and if Landlord is then holding a cash Security Deposit, Landlord shall be completely relieved refund the sum of liability under this Paragraph 24 or otherwise with respect Seventy-seven Thousand Four Hundred Eighty-eight and 60/100ths Dollars ($77,488.60) to Tenant within fifteen (15) days after the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has date for the right to transfer or mortgage its interest applicable reduction in the Land amount of the Security Deposit. Otherwise, Tenant shall deliver a replacement Letter of Credit for the appropriate reduced amount to Landlord and upon receipt of the Building and in this Lease and T▇▇▇▇▇ agrees that in the event replacement Letter of any such transfer or mortgageCredit, Landlord shall have will return the right Letter of Credit then held by Landlord to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of LandlordTenant.

Security Deposit. Upon the execution of this Lease, Tenant hereby deposits with shall ---------------- pay to Landlord $[*] ("the sum of $9,955.00 (hereinafter referred to as “Collateral”), Deposit") as security for the prompt, full and faithful performance by Tenant of each all of the terms, covenants, and every provision conditions of this Lease and (including, but not limited to, the payment of all obligations of Tenant hereunderRent). No interest The Security Deposit shall be paid given in cash in the minimum amount of $[*]. In the event Tenant pays to Landlord the full amount of the Security Deposit in the form of cash, Tenant may elect to convert $[*] of the Security Deposit into the form of an unconditional, irrevocable letter of credit in the name of the Landlord and payable upon presentation at a federally-insured national bank in the Commonwealth of Virginia, in such form and content as landlord shall reasonably require, or in such form as Landlord may approve, or in a combination of the foregoing. Upon Landlord's receipt of an approved letter of credit, Landlord shall refund to Tenant the full amount of the letter of credit up to a maximum amount of $[*] within thirty (30) days. Landlord may, but is not obligated to, without waiving or satisfying such Event of Default, or waiving or limiting any other rights or remedies of Landlord or limiting Tenant's liability to Landlord, apply all or any portion of the Deposit on account of any Event of Default hereunder, as well as on account of any expense incurred or paid, or damages suffered, by Landlord in connection with such failure, and Tenant, within ten (10) days following receipt of written notice of demand, shall replenish the Collateralamount necessary to restore the full Deposit. Landlord may commingle the Deposit with any other accounts that Landlord holds, and Landlord shall have not be obligated to pay any interest accrued on the right Deposit to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence event of evidence satisfactory to Landlord of any permitted assignment a sale or other transfer of the right to receive the Collateral, Project (or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s Landlord's interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgagetherein), Landlord shall have the right to transfer to such purchaser or assign other party the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Deposit and Landlord thereupon shall thereby be released by Tenant from all liability or obligation for the return of such Collateral thereof, and Tenant shall agrees to look to the new landlord solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordthereof.

Security Deposit. 6.01 Tenant hereby deposits shall deposit with Landlord on the sum signing of $9,955.00 this Lease the Security Deposit either in the form of cash or Letter of Credit (hereinafter referred to as “Collateral”defined and further described in Section 6.02), as security for the prompt, full and faithful performance and observance by Tenant of each the terms, provisions and every provision conditions of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other fundsLease. If the Security Deposit is in the form of a Letter of Credit, the remainder of this Section 6.01 through Section 6.05 shall govern and if the Security Deposit is in the form of cash, Section 6.06 shall govern. Tenant fails to perform agrees that in the event (i) of the occurrence of a Default or (ii) Tenant has defaulted beyond the expiration of applicable notice and cure periods, if any, in the performance of any of its obligations hereunderunder this Lease, including the payment of any item of Rent, and the transmittal of a Notice of default by Landlord is barred by applicable law, Landlord may draw the entire amount of the Letter of Credit and use, apply or retain the whole or any part of such proceeds, to the Collateral extent required for the payment of (a) any rent Base Rent, Additional Rent, or any other sums of money sum as to which Tenant may not have paid when dueis in Default, (b) or for any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which that Landlord may reasonably expend or may be required to expend by reason of Tenant’s defaultthe Default (including any damages or deficiency accrued before or after summary proceedings or other reentry by Landlord). If Landlord applies or retains any portion or all of the proceeds of the Letter of Credit, includingTenant shall forthwith restore the amount so applied or retained by delivering an additional or new Letter of Credit so that, without limitationat all times, the amount of the Security Deposit shall be the amount set forth in the Basic Lease Information. Provided there is no uncured Default, any damage or deficiency in or from the reletting balance of the Premises as provided in Paragraph 21. The use, application or retention proceeds of the Collateral, or any portion thereof, Letter of Credit held by Landlord shall and not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth aboveas above provided, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all any remaining Letter of the provisions of this Lease, the Collateral, or any balance thereofCredit, shall be returned to Tenant without interest within forty-five (45) days after the Expiration Date and after delivery of possession of the entire Premises to Landlord in accordance with the terms of this Lease. 6.02 Tenant shall deliver to Landlord a clean, irrevocable and unconditional letter of credit (such letter of credit, and any replacement thereof as provided herein, is called a “Letter of Credit”) issued and drawn upon any commercial bank reasonably approved by Landlord with offices for banking purposes in the State of New York or Connecticut (“Issuing Bank”), which Letter of Credit shall have a term of not less than one year, be in form and content reasonably satisfactory to Landlord, be for the account of Landlord and be in the amount of the Security Deposit set forth in the Basic Lease Information. The form of letter of credit annexed to this Lease as Exhibit D is satisfactory. The Letter of Credit shall provide that: (1) The Issuing Bank shall pay to Landlord or its duly authorized representative an amount up to the face amount of the Letter of Credit upon presentation of the Letter of Credit and a sight draft in the amount to be drawn; (2) The Letter of Credit shall be deemed to be automatically renewed, without amendment, for consecutive periods of one year each during the Term, unless the Issuing Bank sends written notice (the “Non-Renewal Notice”) to Landlord by certified or registered mail, return receipt requested, at least thirty (30) days prior to the expiration date of the Letter of Credit, to the effect that it elects not to have such Letter of Credit renewed; (3) The Letter of Credit delivered in respect of the last year of the Term or shall have an expiration date of not earlier than sixty (60) days after the Expiration Date; and (4) The Letter of Credit shall be transferable by Landlord as provided in Section 6.04. 6.03 Landlord, after receipt of the Non-Renewal Notice, shall have the right to draw the entire amount of the Letter of Credit and to hold the proceeds as a cash Security Deposit. Landlord shall release such proceeds to Tenant upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory delivery to Landlord of any permitted assignment a replacement Letter of Credit complying with the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. terms hereof. 6.04 In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer the sale or mortgagelease of the Building or the Property, Landlord shall have the right right, at no cost to Landlord, to transfer or assign the Collateral Security Deposit, without charge for such transfer (unless such charge is payable by Tenant), to the transferee purchaser or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collaterallessee, and Landlord shall thereby thereupon be released by Tenant from all liability or obligation for the return of such Collateral and Security Deposit. In such event, Tenant shall agrees to look solely to the new landlord for the return of said Security Deposit. It is agreed that the provisions hereof shall apply to every transfer or assignment made of the Security Deposit to a new Landlord. Tenant shall execute such documents as may be reasonably necessary to accomplish such transfer or assignment of the Letter of Credit. 6.05 Tenant covenants that it will not assign or encumber, or attempt to assign or encumber, the Security Deposit held hereunder, and that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment, or attempted encumbrance. In the event that any bankruptcy, insolvency, reorganization or other debtor-creditor proceedings shall be instituted by or against Tenant, its successors or assigns, or any guarantor of Tenant hereunder, the security shall be deemed to be applied to the payment of the Base Rent and Additional Rent due Landlord for periods prior to the institution of such proceedings and the balance, if any, may be retained by Landlord in partial satisfaction of Landlord’s damages. 6.06 If the Security Deposit is in the form of cash, the Security Deposit shall be delivered to Landlord upon the execution of this Lease by Tenant and held by Landlord without liability for interest (unless required by Law) as security for the performance of Tenant’s obligations. The Security Deposit is not an advance payment of Rent or a measure of damages. Landlord may use all or a portion of the Security Deposit to satisfy past due Rent or to cure any Default (defined in Section 18) by Tenant. If Landlord uses any portion of the Security Deposit, Tenant shall, within 5 days after demand, restore the Security Deposit to its original amount. Landlord shall return any unapplied portion of the Security Deposit to Tenant within 45 days after the later to occur of: (a) determination of the final Rent due from Tenant; or (b) the later to occur of the Expiration Date or the date Tenant surrenders the Premises to Landlord in compliance with Section 25. Landlord may assign the Security Deposit to a successor or transferee or mortgagee and, following the assignment, Landlord shall have no further liability for the return of the CollateralSecurity Deposit. The Collateral Landlord shall not be mortgagedrequired to keep the Security Deposit separate from its other accounts. 6.07 Notwithstanding anything to the contrary herein, assigned upon Tenant’s written notice to Landlord (the “Reduction Notice”) and provided no Default in then occurring under this Lease, the aggregate amount of the Security Deposit (whether in the form of cash or encumbered Letter of Credit) shall be reduced to $157,367.76 after the thirty-sixth (36th) month following the end of the Initial Base Rent Abatement Period. If Tenant provides Landlord with a Reduction Notice and Tenant is entitled a reduction of the Security Deposit as provided for herein, (i) Landlord shall return the applicable portion of the Security Deposit to Tenant within forty-five (45) days after the later to occur of (A) Landlord’s receipt of the Reduction Notice, and (B) the date upon which Tenant is entitled to a reduction in the Security Deposit as provided above, if the Security Deposit is held in the form of cash, or (ii) Landlord, at no cost to Landlord, shall execute and deliver such documents as are reasonably necessary to reduce the amount of the Letter of Credit in accordance with the terms hereof, if the Security Deposit is held in the form of a Letter of Credit. Notwithstanding anything to the contrary contained herein, if Tenant has been in Default under this Lease at any manner whatsoever by time prior to the effective date of the reduction of the Security Deposit and Tenant without has failed to cure such Default within any applicable cure period, then Tenant shall have no right to reduce the prior written consent amount of Landlordthe Security Deposit as described herein.

Security Deposit. Upon the execution of this Lease, Tenant hereby deposits shall deposit with Landlord a Letter of Credit as described in this Section (the sum “Letter of $9,955.00 (hereinafter referred to as “CollateralCredit”), as security for the prompt, full and faithful punctual performance by Tenant of each and every provision obligation of Tenant under this Lease. In no event shall the Security Deposit be deemed to be a prepayment of Rent nor shall it be considered a measure of liquidated damages. The Letter of Credit shall be an irrevocable standby letter of credit, in form and content and issued by a commercial bank satisfactory to Landlord in its reasonable discretion, which Letter of Credit shall provide that it may be drawn upon in Boston, Massachusetts or by facsimile (i) in part or in whole, upon the presentation of a sight draft accompanied by a certificate signed by a representative of Landlord, setting forth the amount due to Landlord by reason of the occurrence of an Event of Default by Tenant hereunder, or (ii) in whole, upon the presentation of a sight draft accompanied by a certificate signed by a representative of Landlord, stating that (a) such Letter of Credit will expire within thirty (30) days of such certificate, and (b) Tenant has not deposited a substitute Letter of Credit in the form, amount and issued by a bank as required by this Section. Landlord agrees that for purposes of this Lease and of all obligations of Tenant hereunder. No interest Section, First Republic Bank shall be paid an acceptable issuer of the Letter of Credit. Any payment drawn by Landlord under the Letter of Credit pursuant to Tenant on clause (ii) of the Collateral, and preceding sentence shall be held by Landlord shall have as a cash Security Deposit (“Cash Security”) pursuant to the right to provisions of this Article. Landlord may commingle the Collateral any Cash Security with Landlord’s other funds, and no interest shall be due thereon. The Letter of Credit shall remain in full force and effect for a period of at least sixty (60) days beyond the expiration of the Term. Tenant shall deposit the original Letter of Credit with Landlord and shall keep the Letter of Credit in full force and in compliance with the provisions of this Lease throughout the Term. If Tenant fails required by the terms of any mortgage, pledge, security agreement or other encumbrance granted on the Unit or Landlord’s interest therein to perform any of its obligations hereundersecure financing provided to Landlord, Landlord may useassign the Letter of Credit to the holder of such mortgage, pledge, security agreement or other encumbrance. Landlord may apply or retain the whole Security Deposit towards any default by Tenant which continues beyond the expiration of the applicable notice and cure period provided therefor in this Lease (if any), and damages sustained by Landlord as a result thereof. In the event that Landlord so draws upon and applies all or any part portion of the Collateral for proceeds of the payment Letter of (a) Credit, or so applies all or any rent or other sums portion of money which the Cash Security, Tenant may not have paid when dueshall pay to Landlord, (b) any sum as Additional Rent, the amount so expended by Landlord on Tenant’s behalf (or shall deliver an amendment to the Letter of Credit increasing the amount of the Letter of Credit by the amount so drawn by Landlord) within five (5) Business Days of written notice given by Landlord so that at all times (subject to the 5-Business Day grace period herein referenced) Landlord shall be entitled to draw down upon the full aggregate amount of the Letter of Credit or hold the full Cash Security, or some combination thereof (in an amount not to exceed the amount of the Security Deposit specified in Article 1 above, as such amount may be reduced in accordance with the provisions of the last two grammatical paragraphs of this Lease, and/or (c) any sum which Landlord may expend or be required Article 14). Notwithstanding anything contained in this Lease to expend by reason of Tenant’s default, including, without limitationthe contrary, any damage failure of Tenant to restore any amount drawn under the Letter of Credit or deficiency in or expended from the reletting Cash Security within the time and manner specified in this Section shall immediately constitute an Event of Default hereunder (without the Premises as provided necessity of any additional notice or the passage of any additional time) and entitle Landlord to immediately draw down the Letter of Credit then in Paragraph 21. The use, application force or retention of the Collateral, or any portion thereof, by effect and Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate retain such cash amounts as a limitation on any recovery Security Deposit pursuant to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this LeaseSection. Tenant shall be solely responsible for the payment of all costs associated with obtaining, replacing (as necessary), transferring, extending and maintaining the Collateral, Letter of Credit in accordance with the terms of this Section. The application of all or any balance thereof, shall be returned to Tenant without interest after the expiration part of the Term Security Deposit to any obligation or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence default of evidence satisfactory to Tenant under this Lease shall not deprive Landlord of any permitted assignment of the right to receive the Collateral, other rights or of the remaining balance thereof, remedies Landlord may return the same to the original Tenanthave, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateralnor shall such application by Landlord constitute a waiver by Landlord. In such eventaddition, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer a termination based upon an Event of Default of Tenant under this Lease, or mortgagea rejection of the Lease pursuant to the provisions of the Federal Bankruptcy Code, Landlord shall have the right to transfer or apply the Security Deposit (from time to time, if necessary) to cover up to the full amount of damages and other amounts due from Tenant to Landlord under the Lease. Any amounts so applied shall, at Landlord’s election, be applied first to any unpaid Rent and other charges which were due prior to the filing of the petition for protection under the Federal Bankruptcy Code. Landlord shall assign the Collateral Security Deposit to any purchaser of the transferee or mortgageeUnit, and thereafter Landlord shall have no further responsibility therefor. Upon written acknowledgement request of transferee’s Landlord or mortgagee’s receipt any such purchaser of such Collateralthe Building, Tenant shall, at its expense, cooperate with Landlord in obtaining an amendment to or replacement of any Letter of Credit which Landlord is then holding so that the amended or new Letter of Credit reflects the name of the new owner of the Unit. Within sixty (60) days after the expiration or earlier termination of the Term, Landlord shall thereby inspect the Premises, make such draw upon the Letter of Credit or apply all or any portion of the Cash Security as may be released required to cure any default by Tenant from all liability hereunder or obligation to make payment on account of damages suffered by Landlord, and, if no default is then continuing, Landlord shall redeliver the original Letter of Credit (as may have previously been drawn on by Tenant) or pay the balance of the Cash Security, as the case may be, to Tenant. Notwithstanding the foregoing, provided that (1) this Lease is in full force and effect as of the last day of the third (3rd) Lease Year (the “Reduction Date”), (2) no Event of Default on the part of Tenant has occurred prior to the Reduction Date which is continuing as of the Reduction Date, (3) as of the Reduction Date Tenant has not assigned the Lease or effected a Transfer of an ownership interest (direct or indirect) in Tenant which effects a change in control of Tenant) other than (A) a Related Party Transfer, or (B) as approved by Landlord pursuant to the provisions of Article 12 hereof, and (4) as of the Reduction Date (x) if Tenant is then a publicly-traded company, Tenant has a market capitalization of not less than Five Hundred Million ($500,000,000.00) Dollars, or (y) if Tenant is not then a publicly-traded company, Tenant has an enterprise value of not less than Seven Hundred Fifty Million ($750,000,000.00) Dollars, Landlord agrees to accept a reduction in the amount of the Letter of Credit which it is then holding so as to cause the total Security Deposit to be reduced as of the Reduction Date to an amount equal to Six Hundred Eighteen Thousand Three Hundred Thirty-Two ($618,332.00) Dollars. Any reduction in the Letter of Credit held by Landlord as the Security Deposit pursuant to the immediately preceding paragraph shall be accomplished by Tenant providing Landlord with a substitute Letter of Credit in the reduced amount in exchange for the return existing Letter of such Collateral Credit which Landlord is then holding, or by an amendment to the existing Letter of Credit then held by Landlord, in form and substance reasonably acceptable to Landlord, which is accepted by Landlord in writing (which acceptance may be evidenced by e-mail). If Tenant does not satisfy the requirements for a reduction in the amount of the Letter of Credit on the Reduction Date as specified above, then Tenant shall look solely be deemed to such transferee or mortgagee for have irrevocably forfeited its right to any reduction in the return amount of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without Letter of Credit during the prior written consent of LandlordTerm.

Security Deposit. Concurrently with the execution of this Lease, Tenant hereby deposits with will deliver to Landlord the sum Security Deposit in the form of $9,955.00 an irrevocable letter of credit (hereinafter referred the “Letter of Credit”) which shall (i) be issued by a federal or state chartered bank or other financial institution (the “Issuer”) reasonably acceptable to Landlord; (ii) be subject to draws payable at any office of Issuer; (iii) assure payment in the “Stated Amount” equal to amount of the Security Deposit; (iv) name Landlord as “Collateral”beneficiary; (v) have a term ending at least one (1) year after its date of issuance; (vi) be payable in sight drafts accompanied only by Landlord’s statement that it is entitled to the amount drawn in accordance with this Lease (without any reference to the requirement of prior notice to or the consent of Tenant); (vii) allow partial drawings; and (viii) be subject to the Uniform Customs and Practice for Documentary Credits (1993 Revision, as security International Chamber of Commerce Publication No. 500). Tenant will be solely responsible for any bank fees imposed in connection with the Letter of Credit. Tenant acknowledges and agrees that the Letter of Credit constitutes a separate and independent contract between Landlord and the Issuer, that Tenant is not a third party beneficiary of such contract, and that Landlord’s claims under the Letter of Credit for the promptfull or any partial amount due and owing thereunder shall not be, full and faithful performance in any way, restricted, limited, altered or impaired by Tenant virtue of each and every any provision of the Bankruptcy Code, including, but not limited to, Section 502(b)(6) of the Bankruptcy Code. If the Actual Area of the Premises determined pursuant to Section 1.1 above is greater than the Estimated Area then Tenant shall provide a replacement Letter of Credit satisfying the foregoing requirements in the Stated Amount equal to the amount of the Security Deposit adjusted to reflect the actual Basic Rent for the Premises within ten (10) Business Days after Landlord delivers notice of the determination of the Actual Area. The Letter of Credit shall be renewed annually, at least thirty (30) days prior to its expiration, for successive one year terms, until the expiration of the term of this Lease. Landlord, or any person designated by Landlord, may draw upon the Letter of Credit if an Event of Default occurs. If Tenant does not deliver to Landlord a renewal or satisfactory replacement of the Letter of Credit within thirty (30) days prior to its expiration date, Tenant shall be in default under this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle draw upon the Collateral full amount of the Letter of Credit. If, as of the end of any Lease Year, Tenant’s net Income for the previous two (2) consecutive quarters (i.e. periods of six months) is greater than the annual Rent due under this Lease for the then current Lease Year (“Reduction Threshold”), then, upon the written request of Tenant, the amount of the Security Deposit will be reduced by twenty-five percent (25%) of the original amount of the Security Deposit, provided that Tenant has not been late in the payment of Rent more than once during such Lease Year and no Event of Default then exists. Tenant will provide to Landlord with its request financial statements certified by an Independent certified public accountant and such other reasonable evidence of Tenant’s net income. Landlord will have fifteen (15) Business Days after receipt of such information to approve or disapprove any such reduction in the amount of the Security Deposit. If Landlord reasonably agrees that such financial statements and other information establish that Tenant has satisfied the Reduction Threshold, then such reduction in the amount of the Security Deposit shall become effective upon Landlord’s other fundsreasonable approval. At any time on or after the effective date of any such reduction; Tenant may provide a replacement Letter of Credit in compliance with the terms of this Section but with a Stated Amount equal to the reduced amount of the Security Deposit. If Tenant fails defaults with respect to perform any of its obligations hereunderthe terms, provisions, covenants and conditions of this Lease, Landlord may use, apply or retain the whole or any part of the Collateral Security Deposit for the payment of (a) any rent Rent in default or any other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend reasonably expends or be required to expend is otherwise due by reason of Tenant’s default, including, without limitation, . Tenant is not entitled to any damage interest on any cash Security Deposit. It is expressly agreed that the Security Deposit is not an advance rental deposit or deficiency a measure of Landlord’s damages in the case of Tenant’s default. Upon application of all or from the reletting any part of the Premises as provided in Paragraph 21. The useSecurity Deposit, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written Tenant must upon demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral Security Deposit to its original amount. If Any application of the Security Deposit by Landlord shall not be deemed to have cured Tenant’s default. Tenant shall fully and faithfully comply with all of hereby waives the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration Section 1950.7 of the Term California Civil Code, and all other provisions of Law, now or hereinafter in force, which restricts the amount or types of claim that a landlord may make upon a security deposit or imposes upon a landlord (or its successors) any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise obligation with respect to the Collateralhandling or return of security deposits. The Security Deposit will be released to Tenant acknowledges that L▇▇▇▇▇▇▇ has within forty-five (45) days of the right surrender of the Premises to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of Landlord subject to any such transfer or mortgage, deductions made by Landlord shall have the right to transfer or assign the Collateral pursuant to the transferee or mortgagee. Upon written acknowledgement terms of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordthis Lease.

Security Deposit. If the premises are rented by more than one person, the Tenants agree that they will work out the details of dividing any refund among themselves. The Landlord may pay the refund to any Tenant hereby deposits identified in the first sentence of the first page of this Agreement. The Tenant understands that the Landlord will not apply the Security Deposit toward the last month’s rent or toward repair charges owed by the Tenant. Tenant further covenants and agrees that upon the expiration of said term, or upon the termination of the lease for any cause, he will at once peacefully surrender and deliver up the whole of the above described premises together with all improvements thereon to the Landlord, his agents and assigns. Provided that in case any rent shall be due and unpaid or if default shall be made in any of the covenants herein contained, or if said premises shall be abandoned, deserted or vacated, then it shall be lawful for the said Landlord, his agents, attorneys, successors or assigns to take any legal action (e.g. re-enter, repossess, evict, distrain, or any action in compliance with public local laws and State of Maryland laws). Upon re-entry this lease shall terminate. In the event of re-entry by the Landlord as herein provided, Tenant shall be liable for damages to said Landlord for all loss sustained. The Tenant covenants that his occupancy of the sum said premises beyond the term of this lease shall not be deemed as a renewal of this lease for the whole term or any part thereof, but that the acceptance by the Landlord of rent accruing after the expiration of this lease shall be considered as a renewal of this lease for one month only. Either party hereto may terminate this lease at the end of said term (date lease expires) by giving the other written notice thereof at least two full calendar months prior thereto The Tenant shall not make or permit to be made any disturbing noises or do or permit any act, which will unreasonably interfere with the peaceful possession of the premises by other tenants. Bad Checks – If any check issued by Tenant to Landlord or agent for payments due hereunder is returned without payment for any reason whatsoever except Landlord’s fault, Tenant shall pay Landlord as liquidated damages a charge of $9,955.00 (hereinafter referred 25.00 for each time said check is returned in addition to any charges assessed to Landlord by Landlord’s bank. Tenant agrees that payments received will be applied as “Collateral”)follows: Any arrears from previous month(s) will be credited first. In the current month, as security payment will be applied to any court costs owed, late fees or any other miscellaneous charges owed. Having those paid, the remainder of the payment will then be applied to the basic unit rent for the promptcurrent month. A $75.00 filing fee will be assessed for each time Landlord files in District Court/Landlord-Tenant Court for non-payment of rent or other breach of the lease by tenant. The Tenant agrees that any fees, full costs, charges or other payments associated with his/her tenancy, but owing in addition to Tenant’s basic rental amount, will constitute and faithful performance by Tenant will be considered additional rent due and payable on the first day of each the month following the Tenant’s being informed of for same and every provision non-payment of this Lease and these items will be considered as non-payment of all obligations rent. In the event that any of Tenant hereunder. No interest the material representations contained in the Application shall be paid found by the Landlord to Tenant on be misleading, incorrect, or untrue, the Collateral, and Landlord shall have the right to commingle forthwith cancel this lease and to repossess the Collateral with Landlord’s other fundsleased premises. Tenant agrees to notify Landlord of any change in employment and failure to do so will be considered a breach of this lease agreement. It is hereby agreed that the alleys on the North, South, East or West of said premises are for the use in common of all properties abutting thereon, and the Tenant hereby covenants and agrees that he will use the premises hereby demised in such a way as not to obstruct the free and uninterrupted use of the said alleys. It is hereby convenated and agreed by and between the parties hereto that no outside signs of any character shall be attached to or placed on the building hereby demised without the consent in writing of the said Landlord first had and received. Tenant agrees that at the termination of this lease, or at such earlier time as he shall quit the premises, he will remove all personal property not belonging to Landlord from the premises, and any property not removed shall be considered as abandoned, and Landlord may dispose of the same without being accountable to Tenant for doing so. After the Tenant has given a notice of intent to move, the Tenant agrees to permit the Landlord to show the premises to prospective Tenants during reasonable hours. If the Tenant fails moves before this agreement ends, the Landlord may enter the premises to decorate, remodel, alter or otherwise prepare the premises for re-occupancy. Keys and Locks – The Tenant agrees not to install additional or different locks or gates on any doors or windows of the premises without the written permission of the Landlord. If the Landlord approves the Tenant’s request to install such locks, the Tenant agrees to provide the Landlord with a key for each lock. When this agreement ends, the Tenant agrees to return all keys to the premises to the Landlord. The Landlord may charge $45.00 for each key not returned. The Landlord or his representative shall have the right to enter the premises, at any time during emergencies, or at any reasonable hour by use of key or by force if necessary to inspect the premises or to perform any of its obligations hereunder, Landlord may use, apply routine repairs and maintenance. The Tenant shall not assign or retain sublet the whole said premises or any part thereof or, in his or her absence or otherwise, permit others to occupy the premises without first having obtained the written consent of the Collateral for Landlord. If the payment of (a) any rent Tenant or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with subtenant violates the provisions of this Lease, and/or (c) any sum which paragraph the Landlord may expend immediately take possession of said premises and in event of litigation may ▇▇▇ and evict any person or be required persons occupying said premises without making the Tenant a party to expend by reason said proceedings. By this agreement, Tenant acknowledges that he has received the premises in good and clean condition and repair. No defect in the premises or equipment shall constitute grounds for offset, abatement or reduction of Tenant’s defaultrent or entitle Tenant to terminate this agreement. Tenant agrees to take good care of the premises and its contents, includingto commit no waste on or about the premises, without limitation, and at the termination of this agreement to return the premises and its contents clean and free from trash and in the same condition as when received except for such ordinary wear and tear as reasonable and careful use would have caused. Tenant shall promptly pay for any damage to the premises, general premises, furnishings and equipment thereof which may be caused by Tenant, his guests or deficiency in occupants. Tenant is responsible for obeying all government ordinances and statutes and Tenant shall be responsible for all fines and penalties incurred by Landlord due to Tenants or from guests non-compliance with same. It is expressly understood and agreed that the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent be responsible for loss, injury or damage to the personal property or person of Tenant, his guests or occupants, caused directly or indirectly by or arising from any cause related to the occupancy of said premises. The Tenant is to insure his liability and personal property at his own expense. Unlicensed or inoperable vehicles are not permitted on the property and may be towed at the Tenant’s expense. Mechanical or bodywork on vehicles including lubrication and changing of oil is likewise not permitted on the premises without the consent in writing of the Landlord. Woodstoves are not permitted. Periodic changing of air filters in forced air furnaces (where provided) is Tenant’s responsibility. Tenant is responsible for keeping the premises free from insect and rodent infestation. If Tenant vacates before the term of the lease is complete; Tenant is responsible for remaining rent and all costs of re-renting until property is re-rented. It is understood that fulfillment of the requirements of such notice of termination on or before the termination date is essential to permit Landlord from exercising to re-rent the premises or prepare for re-rental on a definite date; it is therefore agreed between parties that should Tenant hold over the premises beyond the termination date or fail to vacate on or before the termination date, the Tenant shall be liable for such damages as the loss of a prospective Tenant or otherwise as Landlord may suffer due to such holding over. In the event Landlord is unable to deliver possession of the premises as agreed, because of the failure of the prior Tenant to vacate, or for any other right or remedy provided by this Lease or by law (it being intended that Landlord reason, the agreed rental shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after until the written demand therefor is made by Landlord, to deposit cash with actual date of possession or the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same all prior payments to Tenant and cancel this Agreement without further obligation to the original TenantTenant in any way. If the premises become uninhabitable due to loss or destruction, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateraloccupancy agreement is cancelled. In such event, upon the return After completion of the Collateralinitial term specified in the lease, or the remaining balance thereof this Agreement is automatically renewed from month to month but may be terminated at any time by either party giving to the original Tenantother, Landlord in writing, one full month prior notice of the intention to terminate. No oral notice or notice given by Tenant under which the termination date is not definite or Tenant does not completely vacate the premises within the said one month shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateraleffective. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, The Landlord shall have the right to transfer or assign show the Collateral premises to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely prospective Tenants after notice to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordvacate has been given.

Security Deposit. Tenant hereby deposits with 32.1. Tenant, on or before the Commencement Date, will deliver to Landlord the sum of $9,955.00 307,767.78 (hereinafter referred to as “CollateralSecurity Deposit”), ) as security for the prompt, Tenant’s full and faithful performance by Tenant of each all obligations under this Lease and every provision any renewals or extensions of this Lease and in the form of all obligations an irrevocable stand-by letter or credit (“Letter of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (aCredit) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf as set forth in accordance with the provisions Section 32.3 of this Lease. Landlord, and/or (c) in its sole discretion, may draw upon the Security Deposit to cure any sum Default under this Lease. If any such application is made, upon notice by Landlord to Tenant, Tenant, within 10 days of Landlord’s demand, will promptly replace the amount so applied in the form of an additional letter of credit with the same terms. The Security Deposit will not be deemed an advance payment of Rent, nor a measure of damages for any default by Tenant under this Lease, nor will it be a bar or defense of any action which Landlord may expend or be required to expend by reason of at any time commence against Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence reasonably satisfactory to Landlord of any permitted an assignment of the right to receive the Collateral, Security Deposit or of the remaining balance thereof, Landlord may return the same Security Deposit to the original Tenant, regardless of one or more assignments of Tenantthis Lease. Upon the transfer of Landlord’s interest in under this Lease or the Collateral. In such event, upon the return (and a copy of the Collateral, or written assumption by the remaining balance thereof to the original Tenant, Landlord shall be completely relieved transferee of liability under this Paragraph 24 or otherwise Landlord’s obligations hereunder with respect to the CollateralSecurity Deposit sent by Landlord to Tenant), Landlord’s obligation to Tenant with respect to the Security Deposit will terminate upon assumption of such obligation by the transferee. 32.2. If Tenant acknowledges that L▇▇▇▇▇▇▇ has is not in Default, the right Security Deposit, or any balance thereof, will be returned to transfer Tenant (or mortgage the Letter of Credit cancelled) within 30 days after the following: (A) the expiration of the term of this Lease; (B) the removal of Tenant and its interest property from the Premises; (C) the surrender of the Premises by Tenant to Landlord in accordance with this Lease; and (D) the payment by Tenant of any outstanding Rent due pursuant to the Lease as computed by Landlord. 32.3. The Security Deposit contemplated by Section 32.1 of this Lease will be in the Land and form of an irrevocable letter of credit in the Building and amount of the Security Deposit for the benefit of the Landlord, draws upon which are conditioned only on Landlord’s certification of the occurrence of a Default that, at the time of the draw, has not been cured in this Lease and T▇▇▇▇▇ full by the Tenant. The Letter of Credit will be issued by a reputable commercial bank operating in the State of New Jersey reasonably satisfactory to Landlord. Landlord agrees that Silicon Valley Bank is satisfactory to Landlord for purposes of issuing the Letter of Credit. The Letter of Credit will be for a term equal to the Term or, if the issuer of the Letter of Credit regularly and customarily only issues letters of credit for shorter terms, for the longest of such shorter regular and customary terms, but in no event for a term shorter than 1 year. If the Letter of Credit is issued for a term shorter than the Term, Tenant will obtain and deliver to Landlord a renewal Letter of Credit for a term equal to the shorter of (i) the balance of the Term or (ii) the longest of the issuer’s regular and customary terms, no later than 30 days prior to expiration of the term of the then current Letter of Credit. The Letter of Credit may in the event alternative contain a so-called “evergreen” provision for automatic extension under the terms and conditions of the Letter of Credit. If Tenant fails to obtain and deliver to Landlord on a timely basis any such transfer or mortgageconforming renewal Letter of Credit, Landlord shall may, upon the applicable notice and cure period set forth herein, draw 100% of the then current Letter of Credit and hold the proceeds as a cash Security Deposit. If the Letter of Credit has expired by its terms and has not been renewed or replaced by a Letter of Credit that complies with the requirements of this Section 32.3 or with a cash Security Deposit, then such will constitute a Default. Provided that there has been no Default at any time during the Term, on the 2nd anniversary of the Rent Commencement Date, Tenant will have the right to transfer replace the Letter of Credit with a new Letter of Credit (in accordance with requirements of this Article 32) or assign amend the Collateral existing Letter of Credit (and Landlord will cooperate reasonably, at no cost to Landlord, in connection with such a replacement or reduction) with a Letter of Credit in an amount equal to $160,664.88 [i.e., the transferee or mortgagee. Upon written acknowledgement original amount reduced by the sum of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord$147,549.36].

Security Deposit. Simultaneously with the execution of this Lease, Tenant hereby deposits will deposit with Landlord an unconditional, irrevocable letter of credit in the sum amount of $9,955.00 the Security Deposit in the form attached hereto as Exhibit F (hereinafter referred or another form satisfactory to as Landlord) and issued by a bank having an office in Middlesex or Somerset County, New Jersey, and otherwise reasonably satisfactory to Landlord (the “CollateralLetter of Credit”), as additional security for the prompt, full Tenant’s faithful and faithful timely payment and performance by Tenant of each all of Tenant’s obligations, covenants, conditions and every provision agreements under this Lease. The Letter of Credit must expressly permit partial drawings on multiple occasions. The Letter of Credit shall provide that it is assignable by Landlord without charge to Landlord and shall either (A) expire on the date which is sixty (60) days after the scheduled expiration of this Lease and any extensions thereof (the “LC Date”) or (B) be automatically self-renewing for periods of all at least one (1) year until the LC Date; provided that said Letter of Credit states that it may be drawn upon if same is not renewed at least sixty (60) days prior to the then expiration thereof. If Tenant holds over in the Demised Premises without the consent of Landlord after the expiration or termination of this Lease, Landlord may draw upon the Letter of Credit and hold the proceeds thereof as security for the performance of Tenant’s obligations of Tenant hereunderunder this Lease or utilize such proceeds as provided herein. No interest shall be paid to Tenant Landlord may also draw on the Collateral, and Letter of Credit (or use the proceeds thereof) to remedy events of default by Tenant in the payment or performance of any of Tenant’s obligations under this Lease. If Landlord shall have so drawn upon the right Letter of Credit (or used the proceeds thereof), Tenant shall, within five (5) days after demand, deposit with Landlord a replacement Letter of Credit (or an amendment to commingle the Collateral with Landlord’s other fundsexisting Letter of Credit) such that, at all times, Landlord is holding a Letter of Credit (or cash proceeds thereof) equal to the Security Deposit. If In the event that Tenant fails to perform defaults beyond all applicable notice and cure periods in respect of any of its obligations hereunderthe terms, provisions, covenants and conditions of this Lease, including but not limited to payment of any Basic Rent or Additional Rent, Landlord may draw upon the Letter of Credit and use, apply or retain the whole or any part of the Collateral proceeds of the Letter of Credit for the payment of (a) any rent such Basic Rent or Additional Rent in default or for any other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, including any damage damages or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The usePremises, application whether such damage or retention of the Collateral, deficiency may accrue before or any portion thereof, by Landlord shall not prevent Landlord from exercising any after summary proceedings or other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made re-entry by Landlord, to deposit cash with . In the Landlord in an amount sufficient to restore the Collateral to its original amount. If event that Tenant shall fully and faithfully comply with all of the provisions terms, provisions, covenants and conditions of this Lease, the Collateral, Letter of Credit or any balance thereofunapplied proceeds thereof or other security deposit held by Landlord hereunder, shall be returned to Tenant without interest (or the person lawfully entitled thereto) within thirty-five (35) days after the earlier of (x) the time fixed as the expiration of the herein Term or upon (y) if Tenant is not in default under this Lease and provided Tenant has not caused the termination of this Lease (except pursuant to any later date after which T▇▇▇▇▇ has vacated termination rights expressly granted to Tenant pursuant to this Lease), the Premisesearlier termination of this Lease. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the CollateralLetter of Credit, or of the remaining balance thereofof the proceeds thereof or other security deposit held by Landlord hereunder, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this the Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlorditself.

Security Deposit. Tenant hereby deposits with Landlord (a) Within two (2) business days of the sum of $9,955.00 date Sublandlord and Subtenant receive the fully executed Consent (hereinafter referred the “LC Delivery Date”) Subtenant shall deliver to as “Collateral”)Sublandlord, as security protection for the prompt, full and faithful performance by Tenant Subtenant of each all of its obligations under this Sublease and every provision for all losses and damages Sublandlord may suffer as a result of a default by Subtenant under the Sublease, an irrevocable and unconditional negotiable standby letter of credit reasonably acceptable to Sublandlord (the “Letter of Credit”). The Letter of Credit shall (i) be maintained in effect, whether through renewal or extension, for the period from the date of this Lease Sublease and continuing until the date that is sixty (60) days after the expiration of all obligations the Term (the “LC Expiration Date”), (ii) be fully assignable by Sublandlord, its successors and assigns, (iii) permit partial draws and multiple presentations and drawings, and (iv) be deemed automatically renewed, without amendment, for consecutive periods of Tenant hereunder. No interest one (1) year each thereafter during the Term through the LC Expiration Date unless the bank issuing the Letter of Credit (“Bank”) sends a notice (the “Non-Renewal Notice”) to Sublandlord by certified mail, return receipt requested, not less than sixty (60) days prior to the then-current LC Expiration Date, stating that the Bank has elected not to renew the Letter of Credit, in which case, pursuant to the remainder of this paragraph, Sublandlord shall have the right, upon receipt of a Non-Renewal Notice, to draw the full amount of the Letter of Credit, by sight draft on the Bank, and shall thereafter hold or apply the cash proceeds of the Letter of Credit pursuant to the terms of this Section 16. (b) The initial face amount of the Letter of Credit shall be paid One Million Four Hundred Twelve Thousand Nine Hundred Eighty Six and 44/100 Dollars ($1,412,986.44) (“Initial Letter of Credit Amount.”) as the LC Delivery Date. On or before the 2024 Commencement Date, Subtenant covenants and agrees to Tenant on increase the CollateralInitial Letter of Credit Amount to a total aggregate amount of Two Million Five Hundred Fifty-Three Thousand Four Hundred Seventy-Four and 60/00 Dollars ($2,553,474.60) (“Letter of Credit Amount”). Prior to the 2024 Commencement Date, references in this Sublease to the Letter of Credit Amount shall refer to the Initial Letter of Credit Amount. From and Landlord after 2024 Commencement Date, references in this Sublease to the Letter of Credit Amount shall refer to the Letter of Credit Amount, as may be reduced subject to the terms and conditions set forth in Section 16(g) below. (c) Sublandlord shall have the right to commingle draw down an amount up to Letter of Credit Amount without notice to Subtenant if any of the Collateral following shall have occurred or be applicable, consistent with Landlord’s other funds. If Tenant applicable law: (1) a Default by Subtenant has occurred and is continuing; or (2) Subtenant has filed a voluntary petition under the U. S. Bankruptcy Code or any state bankruptcy code (collectively, “Bankruptcy Code”); or (3) an involuntary petition has been filed against Subtenant under the Bankruptcy Code; or (4) the Bank has notified Sublandlord that the Letter of Credit will not be renewed or extended through the LC Expiration Date and Subtenant fails to perform deliver to Sublandlord a replacement Letter of Credit meeting the requirements of this Section 16(c) at least thirty (30) days prior to the expiration of the existing Letter of Credit; or (5) the long term rating of the Bank has been downgraded to BBB or lower (by Standard & Poor’s) or Baa2 or lower (by ▇▇▇▇▇’▇) and Subtenant has failed to deliver a new Letter of Credit from a bank with a long term rating of A or higher (by Standard & Poor’s) or A2 or higher (by ▇▇▇▇▇’▇) and otherwise meeting the requirements set forth in this Section 16 within thirty (30) days following notice from Sublandlord. The Letter of Credit will be honored by the Bank regardless of whether Subtenant disputes Sublandlord’s right to draw upon the Letter of Credit. (d) The Letter of Credit shall also provide that Sublandlord, its successors and assigns, may, at any time and without prior notice to Subtenant and without first obtaining Subtenant’s consent thereto, transfer (one or more times) all of its obligations hereunderinterest in and to the Letter of Credit to any permitted successor to Sublandlord’s interest in the Sublease, Landlord may use, apply or retain the whole or any as a part of the Collateral assignment by Sublandlord of its rights and interests in and to the Sublease. Sublandlord shall notify Subtenant in writing of any transfer of the Letter of Credit within ten (10) days after such transfer. In connection with any such transfer of the Letter of Credit by Sublandlord, Subtenant shall, at Sublandlord’s sole cost and expense, execute and submit to the Bank such applications, documents and instruments as may be necessary to effectuate such transfer, and Subtenant shall be responsible for paying the payment Bank’s transfer and processing fees in connection therewith. (e) If, as a result of any drawing by Sublandlord on the Letter of Credit pursuant to this Section 16, the amount of the Letter of Credit shall be less than the Letter of Credit Amount, Subtenant shall, within five (a5) business days after written notice from Sublandlord, provide Sublandlord with additional letter(s) of credit in an amount equal to the deficiency, and any rent or other sums such additional letter(s) of money which Tenant may not have paid when duecredit shall comply with all of the provisions of this Section 16, (b) any sum expended and if Subtenant fails to comply with the foregoing, the same shall constitute an immediate event of default by Landlord Subtenant. If Sublandlord draws on Tenant’s behalf the Letter of Credit in accordance with the provisions terms of this LeaseSection 16, Sublandlord may apply the proceeds of the Letter of Credit against any rent payable by Subtenant under this Sublease that is not paid when due and/or (c) to pay for all direct losses and damages that Sublandlord has suffered as a result of any sum which Landlord may expend or be required default by Subtenant under the Sublease. Subject to expend by reason of TenantSubtenant’s default, including, without limitationright under the following sentence, any damage unused proceeds shall constitute the property of Sublandlord and need not be segregated from Sublandlord’s other assets. Sublandlord will pay such unused proceeds to Subtenant (i) if Subtenant delivers to Sublandlord the additional letter(s) of credit described in this Section 16, and (ii) within thirty (30) days after the LC Expiration Date, if Subtenant surrenders the Subleased Premises to Sublandlord and no default by Subtenant has occurred and is then continuing; provided, however, that if prior to the LC Expiration Date a voluntary petition is filed by Subtenant, or deficiency an involuntary petition is filed against Subtenant by any of Subtenant’s creditors, as applicable, under the Bankruptcy Code, then Sublandlord shall not be obligated to make such payment in or from the reletting amount of the Premises as provided unused Letter of Credit proceeds until either all preference issues relating to payments under the Sublease have been resolved in Paragraph 21. such bankruptcy or reorganization case or such bankruptcy or reorganization case has been dismissed. (f) The use, application or retention of the CollateralLetter of Credit, or any portion thereofthereof or any draw thereon, by Landlord Sublandlord shall not prevent Landlord Sublandlord from exercising any other right or remedy provided by this Lease Sublease or by law (any applicable laws, it being intended that Landlord Sublandlord shall not first be required to proceed against the CollateralLetter of Credit. No condition or term of this Sublease shall be deemed to render the Letter of Credit conditional to justify the issuer of the Letter of Credit in failing to honor a drawing upon such Letter of Credit in a timely manner. Subtenant agrees and acknowledges that (i) the Letter of Credit constitutes a separate and independent contract between Sublandlord and Bank, (ii) Subtenant is not a third party beneficiary of such contract, (iii) Subtenant has no property interest whatsoever in the Letter of Credit or the proceeds thereof, and (iv) to the extent permitted by law, in the event Subtenant becomes a debtor under any chapter of the Bankruptcy Code, Subtenant, shall not operate as a limitation on have any recovery right to which Landlord may otherwise be entitled. If any portion restrict or limit Sublandlord’s claim and/or rights to the Letter of Credit and/or the proceeds thereof by application of Section 502(b)(6) of the Collateral is used, applied U. S. Bankruptcy Code or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amountotherwise. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after At the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated following the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of this Sublease by Sublandlord, and provided Subtenant is not in default beyond all applicable notice or cure periods at such time, Sublandlord shall promptly surrender the right Letter of Credit or cooperate with Subtenant to receive cancel the CollateralLetter of Credit. (g) If, by December 31, 2024: (i) no Default has occurred under this Sublease (nor is any event then occurring that with notice or the passage of time would become a Default hereunder), (ii) Subtenant sends Sublandlord a written request to reduce the Letter of Credit Amount (the “Reduction Request”), which Reduction Request may not be sent to Sublandlord prior to January 1, 2025, and (iii) at the time Sublandlord receives the Reduction Request, Subtenant’s credit is, in Subtenant’s opinion as evidenced to Sublandlord’s reasonable satisfaction, as good or better than Subtenant’s credit as of the Effective Date (items (i)-(iii) are, collectively, the “LC Reduction Conditions”), then, if all of the LC Reduction Conditions are met, Subtenant may reduce the Letter of Credit Amount by the amount of Eight Hundred Fifty-One Thousand One Hundred Fifty-Eight and 20/100 Dollars ($851,158.20), to a total amount of One Million Seven Hundred Two Thousand Three Hundred Sixteen and 40/100 Dollars ($1,702,316.40) (the “Reduced LC Amount”), as evidenced by a substitute or replacement Letter of Credit in the Reduced LC Amount (or an amendment to the existing Letter of Credit reflecting the Reduced LC Amount) and that otherwise satisfies the requirements of this Article 16. Any costs incurred in connection with any replacement or issuance of, or an amendment to, the Letter of Credit, will be paid by Subtenant. Upon satisfaction of all the LC Reduction Conditions and Sublandlord’s receipt of the remaining balance thereofreplacement Letter of Credit (or an amendment thereto) in compliance with the terms and conditions hereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord Sublandlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall not have the right to transfer draw upon the prior Letter of Credit and shall promptly return such prior Letter of Credit to Subtenant or assign the Collateral Subtenant’s Bank. Notwithstanding anything to the transferee or mortgagee. Upon written acknowledgement contrary contained herein, if an Event of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for Default has occurred under this Sublease at any time prior to the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return effective date of the Collateral. The Collateral Letter of Credit Amount, then Subtenant shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without have no right to reduce the prior written consent Letter of LandlordCredit Amount as described herein.

Security Deposit. Tenant hereby deposits Lessee shall, deposit with Landlord Lessor the sum Security Deposit all or a portion of $9,955.00 which may be in the form of a Letter of Credit as described in this Section (hereinafter referred to as the “CollateralLetter of Credit”), as security for the prompt, full and faithful payment and performance by Tenant Lessee of each its obligations under this Lease, and every provision not as a prepayment of Rent. Any cash security shall be deposited with Lessor simultaneously with the execution and delivery of this Lease and and, if Lessee elects to deliver all or a portion of all obligations the Security Deposit in the form of Tenant hereunder. No interest a Letter of Credit, such letter shall be paid deposited with Lessor within two weeks thereafter. For purposes of this Lease, the term “Security Deposit” shall mean and include all cash security and any Letter of Credit deposited with Lessor pursuant to Tenant on this Section. If Lessee elects to deliver a Letter of Credit, it shall be an irrevocable standby letter of credit, in form and content and issued by a commercial bank satisfactory to Lessor (in its sole discretion), which Letter of Credit shall provide that it may be drawn upon (i) in part, upon the Collateralpresentation of a sight draft accompanied by a certificate signed by either the Managing Director, Real Estate or the Treasurer of Lessor or the designee of either, setting forth the amount due to Lessor by reason of the occurrence of an Event of Default by Lessee hereunder, and Landlord (ii) in whole, upon the presentation of a sight draft accompanied by a certificate signed by either the Managing Director, Real Estate or the Treasurer of Lessor or the designee of either, stating either that (a) Lessor has terminated this Lease by reason of the occurrence of an Event of Default by Lessee hereunder, or (b) the Lease Term has more than thirty (30) days remaining and such Letter of Credit will expire within thirty (30) days of such certificate and Lessee has not deposited a substitute Letter of Credit in the form, amount and issued by a bank as required by this Section. Lessee shall have deposit the right original Letter of Credit with Lessor. Any cash security held by Lessor pursuant to commingle the Collateral this section may be commingled with LandlordLessor’s other funds. If Tenant fails Unless Lessee elects to perform any deliver to Lessor the entire Security Deposit in the form of its obligations hereundercash security, Landlord may usethen during the Lease Term (including the Extension Term, apply or retain if any) Lessee will keep the whole or any part Letter of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf Credit in accordance full force and in compliance with the provisions of this Lease. Lessor shall assign the Security Deposit to any transferee of the Building from Lessor who takes title to the Building subject to this Lease (or, and/or in the case of the Letter of Credit, assign and deliver the original Letter of Credit to such transferee) and thereafter Lessor shall have no further responsibility therefor. Upon the expiration (cor earlier termination) any sum which Landlord of the Term of this Lease, Lessor shall inspect the Premises, make such deductions from the Security Deposit as may expend or be required to expend cure any default by reason of Tenant’s defaultLessee hereunder, includingand, without limitationif Lessee is not then in default hereunder, any damage or deficiency in or from pay the reletting balance of the Premises cash security (or return the original Letter of Credit, as provided the case may be) to Lessee within twenty (20) days of such expiration or termination. If Lessee is in Paragraph 21. The usedefault at the time of such expiration or termination, application or retention the Lessor shall be entitled to retain so much of the CollateralSecurity Deposit as Lessor reasonably estimates to be Lessee’s liability to Lessor under this Lease and shall pay the balance, if any, to Lessee within such 20-day period. In the event that Lessor transfers the Premises to any transferee who takes title to the Premises subject to this Lease and the bank issuing the Letter of Credit does not consent to the transfer of any beneficial interest in the Letter of Credit to such transferee or issue a replacement Letter of Credit in identical form to such transferee, then Lessor may draw on the Letter of Credit and the proceeds shall be held and applied as cash security under this Section. In the event that Lessor draws upon and applies or retains any portion or all of the proceeds of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right applies all or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is usedcash security, applied towards the cure of an Event of Default by Lessee hereunder or retained towards damages payable by Landlord for Lessee to Lessor by reason of the purposes set forth aboveoccurrence of an Event of Default by Lessee hereunder, T▇▇▇▇▇ agreesLessee shall pay to Lessor, as Additional Rent, the amount so expended by Lessor within ten (10) business days after of notice given by Lessor so that at all times (subject to the written demand therefor is made by Landlord10-business day grace period herein referenced) Lessor shall be entitled to draw down upon the full aggregate amount of the Letter of Credit (or hold the full cash security, or some combination thereof) required to deposit be deposited with Lessor hereunder. Any failure of Lessee to deliver to Lessor the cash with the Landlord in an amount sufficient security or Letter of Credit as prescribed herein or to restore any amount drawn under the Collateral Letter of Credit or expended from the cash security within the time and manner specified in this Section shall constitute an Event of Default under the Lease and entitle Lessor to its original amount. If Tenant immediately draw down the Letter of Credit then in force or effect, and Lessor shall fully and faithfully comply with all of retain such cash amounts (or the cash security, as appropriate) as a Security Deposit pursuant to the provisions of this LeaseSection. Lessee shall be solely responsible for the payment of all costs associated with obtaining, replacing (as necessary), transferring, extending and maintaining the Letter of Credit in accordance with the terms of this Section. So long as an Event of Default has not occurred and is continuing, then commencing on the first anniversary the Commencement Date, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration required amount of the Term or upon any later Security Deposit may be reduced annually by the sum of $60,775.78 on that date after which T▇▇▇▇▇ has vacated and each anniversary of that date until the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment amount of the right Security Deposit has been reduced to receive $182,326.75. At no time during the Collateral, or of Term will the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall Security Deposit be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordless than $182,326.75.

Security Deposit. Tenant hereby deposits with Landlord (a) Upon the sum execution and delivery of $9,955.00 (hereinafter referred this Sub-Sublease by both parties hereto, Sublessee shall deliver to as “Collateral”)Sublessor, as security for the prompt, full and faithful performance and observance by Tenant Sublessee of each and every provision the provisions of this Lease Sub-Sublease, an unconditional, irrevocable, negotiable commercial letter of credit in a form reasonably approved by Sublessor (the "Credit"), which approval shall not be unreasonably withheld, conditioned or delayed, which Credit shall be issued by or a bank that is a member of the New York Clearing House Association or otherwise reasonably acceptable to Sublessor (the "Issuing Bank"), in the amount of Three Million and 00/100 Dollars ($3,000,000.00) (the "Required Amount"), naming Sublessor as the beneficiary and authorizing the beneficiary to draw on the Issuing Bank in said amount, or any portion thereof, available by the beneficiary's sight draft, without presentation of all obligations any other documents, statements or authorizations. The Credit shall have a term of Tenant hereunderat least twelve (12) months, permit multiple drawings and it shall by its terms be renewed automatically each year by the Issuing Bank, unless the Issuing Bank gives written notice to the beneficiary at least forty-five (45) days prior to the expiration date of the Credit that the Issuing Bank elects that it not be renewed. No interest The Credit shall be transferable. All transfer fees shall be paid by Sublessor. The Issuing Bank shall further agree with drawers, endorsers, and all bona-fide holders that drafts drawn under and in compliance with the terms of the Credit will be duly honored upon presentation to Tenant the Issuing Bank at its main office located in New York, New York, or other location acceptable to Sublessor, which presentation may be made in person or by telecopier. The Credit shall be subject in all respects to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590. It shall be the obligation of Sublessee during the term of this Sub-Sublease to deliver to Sublessor, at least forty five (45) days prior to the expiration date of the Credit, a renewal or extension of said Credit or a substitute Credit (each fully complying with the foregoing). If for any reason Sublessor has not received such renewal or extension or substitute Credit within thirty (30) days prior to the expiration date of the then existing Credit (or within twenty (20) days prior to the expiration of the Term if the expiration date of the then existing Credit is later than the last day of the Term but sooner than thirty (30) days after the last day of the Term), then and in such event Sublessor shall be free to draw on the CollateralCredit and hold the proceeds as a cash security deposit and thereafter use and apply such proceeds in the same manner that Sublessor would be entitled to apply the proceeds drawn on the Credit as provided in subsection (b) below in this Section 13; it being agreed that any such drawing on the Credit shall not relieve Sublessee of its obligation to provide a renewal or extension of the Credit or a substitute Credit as provided above in this paragraph; provided, however, that upon Sublessor's receipt of a renewal or extension of the Credit that complies in all respect with this Section 13(a), then all such proceeds held by Sublessor which have not otherwise been applied in accordance with this Sub-sublease shall be simultaneously returned to Sublessee. If Sublessee has complied with all of the provisions of this Sub-Sublease, the security deposit shall be returned to Sublessee after the expiration of the Term and after delivery to Sublessor of possession of the Subleased Premises. Sublessee shall not assign or encumber or attempt to assign or encumber the security deposit, and Landlord neither Sublessor nor its successors or assigns shall have the right to commingle the Collateral with Landlord’s other fundsbe bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance. If Tenant fails Sublessee shall be entitled to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part return of the Collateral security deposit at the end of the Term as provided above, Sublessor shall, within thirty (30) days after the last day of the Term, deliver the Credit to Sublessee or, at Sublessee's request, assign the Credit to Sublessee's designee. (b) If Sublessee defaults in respect of any provisions of this Sub-Sublease beyond applicable notice and cure periods, Sublessor may draw upon the Credit to the extent required for the payment of (a) any Base Rent and additional rent as to which Sublessee is in default or other sums of money which Tenant may not have paid when due, (b) for any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord that Sublessor may expend or may be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by Sublessee's default under this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitledSub-Sublease. If any portion of Sublessor draws on the Collateral is usedCredit, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agreesthen, within ten (10) days after demand, Sublessee shall replace the written demand therefor is made Credit with a substitute Credit in the Required Amount, so that Sublessor shall have a Credit in the Required Amount available to be drawn at all times during the Term. (c) Upon the assignment by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all Sublessor of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and Sublease, Sublessor shall transfer the Building and in this Lease and T▇▇▇▇▇ agrees that Credit to the assignee. Upon any financing of Sublessor's interest in the event of any such transfer or mortgageSublease, Landlord Sublessor shall have the right to transfer or assign the Collateral Credit to the transferee lender, provided that such lender agrees to assume all of the obligations of Sublessor under this Sub-Sublease with respect to the Credit. Within twenty (20) days after notice from Sublessor of any such anticipated assignment or mortgagee. Upon written acknowledgement financing, Sublessee, at Sublessor's cost, shall arrange for the transfer of transferee’s the Credit to the assignee, as the new Sublessor hereunder, or mortgagee’s receipt to the lender, as designated by Sublessor in such notice, or to have the Credit reissued in the name of such Collateralassignee or lender (provided that the original Credit is returned to Sublessee contemporaneously with the delivery of the new Credit). In such event, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant Sublessee shall look solely to such transferee the assignee, as its new Sublessor, or mortgagee to the lender for the return of the CollateralCredit, and the provisions of this Section 13 shall apply to every transfer or assignment made of the Credit to a new Sublessor or lender. The Collateral Sublessee shall not assign or encumber, or attempt to assign or encumber, the Credit, and neither Sublessor nor its successors or assigns shall be mortgagedbound by any such actual or attempted assignment or encumbrance. (d) Provided that no default after the expiration of any applicable grace or cure period on the part of Sublessee has occurred hereunder, assigned that Sublessee is a company traded on the New York Stock Exchange, the NASDAQ or encumbered the American Stock Exchange and that Sublessee has a market capitalization of at least $500,000,000.00 on or at any time after the fourth anniversary of the Commencement Date, then (1) on such date (after the fourth anniversary of the Commencement Date) that the Sublessee has a market capitalization of at least $500,000,000.00 (the "Initial LC Reduction Date"), the Required Amount will be reduced to $1,500,000.00 and shall remain $1,500,000.00 from and after such date until the date which shall be two years thereafter, provided that Sublessee's market capitalization, determined as set forth in subsection (ii) below, remains at least $500,000,000.00 after such date, and (2) commencing two years after the Initial LC Reduction Date, provided that no monetary default after the expiration of any applicable grace or cure period on the part of Sublessee has occurred hereunder and that Sublessee's market capitalization, determined as set forth in subsection (ii) below, is at least $500,000,000.00, the Required Amount will be reduced to $750,000.00. Sublessee may deliver either an amendment to the Credit or a substitute Credit reflecting that the Required Amount has been reduced as provided above. If such reduction is evidenced by a substitute Credit, then Sublessor shall return the original Credit (or any prior substitute Credit then held by Sublessor) to Sublessee upon Sublessor's receipt of the newly issued substitute Credit in the applicable amount. (ii) For the initial reduction of the Required Amount from $3,000,000.00 to $1,500,000.00, Sublessee's market capitalization shall be determined on the Initial LC Reduction Date. At all other times after the Initial LC Reduction Date, Sublessee's market capitalization will be determined by calculating the average market capitalization of Sublessee for the then trailing twelve (12) month period, the first time such determination will be made being the date occurring twelve (12) months after the Initial LC Reduction Date. Thereafter, at any time and from time to time, at Sublessor's discretion, the market capitalization of Sublessee may be determined in the manner whatsoever described in the preceding sentence. (iii) Notwithstanding the foregoing, in the event that at any time after the Required Amount has been reduced to $1,500,000.00 or $750,000.00, as applicable, Sublessee's market capitalization, determined as set forth in the second sentence of subsection (ii) above, is less than $500,000,000.00, then the Required Amount shall again mean $3,000,000.00 and Sublessee shall immediately deliver to Sublessor either an amendment to the Credit or a substitute Credit in the amount of $3,000,000.00. In the event that Sublessee delivers to Sublessor a substitute Credit in the amount of $3,000,000.00, then Sublessor shall return to Sublessee any prior Credit in the amount of $1,500,000.00 or $750,000.00, as the case may be, then held by Tenant without Sublessor, the Required Amount shall remain $3,000,000.00 and Sublessee shall have no further right hereunder to have the Required Amount reduced to an amount less than $3,000,000.00 unless and until Sublessee's market capitalization, as determined from time to time by Sublessor in the manner set forth in the second sentence of subsection (ii) above, shall have remained in excess of $500,000,000.00 for at least two (2) full years, during which period no default of Sublessee beyond any applicable grace or cure period shall have occurred hereunder, at which time, Sublessee shall again have the right to reduce the Credit to $750,000.00 in the manner set forth above. If Sublessee's market capitalization, determined by Sublessor at any time thereafter, and from time to time, in the manner set forth in the second sentence of subsection (ii) above, is less than $500,000,000.00, then the Required Amount shall again mean $3,000,000.00, Sublessee shall immediately deliver to Sublessor either an amendment to the Credit or a substitute Credit in the amount of $3,000,000.00, the Required Amount at all times thereafter shall remain $3,000,000.00 and Sublessee shall have no further right hereunder to have the Required Amount reduced below $3,000,000.00. In the event that Sublessee delivers to Sublessor a substitute Credit in the amount of $3,000,000.00, then Sublessor shall return to Sublessee any prior written consent Credit in the amount of Landlord$750,000.00 then held by Sublessor.

Security Deposit. Tenant hereby deposits with agrees that the Security Deposit shall be paid upon execution and delivery of this Lease, and that Landlord shall hold the sum same, throughout the term of $9,955.00 this Lease (hereinafter referred to as “Collateral”including any extension thereof), as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations on the part of Tenant hereunderto be kept and performed. No Landlord shall have the right from time to time without prejudice to any other remedy Landlord may have on account thereof, to apply such deposit, or any part thereof, to Landlord’s damages arising from any Event of Default. If Landlord so applies all or any portion of such deposit, Tenant shall within seven (7) days after notice from Landlord deliver cash to Landlord in an amount sufficient to restore such deposit to the full amount stated in Section 1.1. While Landlord holds such deposit, Landlord shall have no obligation to pay interest shall be paid to Tenant on the Collateral, same and Landlord shall have the right to commingle the Collateral same with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunderLandlord conveys Landlord’s interest under this Lease, Landlord may usethe deposit, apply or retain the whole or any part thereof not previously applied, may be turned over by Landlord to Landlord’s grantee, and, if so turned over, Tenant agrees to look solely to such grantee for proper application of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf deposit in accordance with the provisions terms of this LeaseSection 9.19, and/or and the return thereof in accordance herewith. Tenant shall have the right, upon not less than ten (c10) any sum which Landlord may expend or be required days prior written notice to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to provide such security deposit cash with in the form of an irrevocable, unconditional, negotiable letter of credit (the “Letter of Credit”). The Letter of Credit shall (i) be issued by and drawn on a bank reasonably approved by Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all at a minimum having a long term issuer credit rating from Standard and Poor’s Professional Rating Service of the provisions of this Lease, the Collateral, A or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that La comparable rating from ▇▇▇▇▇▇’▇ has the right to transfer or mortgage its interest Professional Rating Service, (ii) be substantially in the Land form attached hereto as Exhibit G, (iii) permit one or more draws thereunder to be made accompanied only by certification by Landlord or Landlord’s managing agent that pursuant to the terms of this Lease, Landlord is entitled to draw upon such Letter of Credit, (iv) permit transfers at any time without charge, and (v) provide that any notices to Landlord be sent to the Building and notice address provided for Landlord in this Lease and T▇▇▇▇▇ agrees that Lease. If the credit rating for the issuer of such Letter of Credit falls below the standard set forth in (i) above or if the event financial condition of such issuer changes in any such transfer or mortgageother material adverse way, Landlord shall have the right to transfer require that Tenant provide a substitute letter of credit that complies in all respects with the requirements of this Section, and Tenant’s failure to provide the same within thirty (30) days following Landlord’s written demand therefor shall entitle Landlord to immediately draw upon the Letter of Credit. Any such Letter of Credit shall be for a term of two (2) years (or assign for one (1) year if the Collateral issuer thereof regularly and customarily only issues letters of credit for a maximum term of one (1) year) and shall in either case provide for automatic renewals through the date which is ninety (90) days subsequent to the transferee scheduled expiration of this Lease (as the same may be extended) or mortgageeif the issuer will not grant automatic renewals, the Letter of Credit shall be renewed by Tenant each year and each such renewal shall be delivered to and received by Landlord not later than sixty (60) days before the expiration of the then current Letter of Credit (herein called a “Renewal Presentation Date”). In the event of a failure to so deliver any such renewal Letter of Credit on or before the applicable Renewal Presentation Date, Landlord shall be entitled to present the then existing Letter of Credit for payment and to receive the proceeds thereof, which proceeds shall be held as Tenant’s security deposit, subject to the terms of this Section 9.19. Any failure or refusal to honor the Letter of Credit shall be at Tenant’s sole risk and shall not relieve Tenant of its obligation hereunder with regard to the security deposit. Upon the receipt by Landlord of a Letter of Credit meeting the requirements set forth herein, Landlord shall return to Tenant any cash security deposit then being held by Landlord, and thereafter such Letter of Credit shall be held by Landlord in accordance with the terms and conditions of this Section 9.19 as security for Tenant’s obligations hereunder. Landlord shall return $100,000.00 of the Security Deposit to Tenant so that the remainder of such Security Deposit shall be $300,000.00 (or if such deposit is in the form of a Letter of Credit, as provided below, Landlord shall either exchange the Letter of Credit for a Letter of Credit delivered by Tenant or accept an amendment to such Letter of Credit, in either case which reduces the amount secured by the Letter of Credit by $100,000.00 and otherwise in strict conformity with the requirements herein) on the second anniversary of the Commencement Date; provided that (i) no Event of Default has occurred under this Lease and remains uncured as of such second anniversary, and (ii) Landlord has not applied the Security Deposit, or any portion thereof, to Landlord’s damages arising from any Event of Default, whether or not Tenant has restored the amount so applied by Landlord. If Tenant believes that it has satisfied all the conditions precedent to a reduction in the amount of the Security Deposit, then it shall request such reduction in writing to Landlord, which request shall certify to Landlord that all such conditions have been satisfied. If Landlord determines that all of the aforesaid conditions are met, the Security Deposit shall be so reduced in accordance with this Section 9.19. No Letter of Credit shall automatically reduce, but any reduction in the amount thereof shall require Landlord’s prior written acknowledgement notice to the issuer of transferee’s or mortgageethe Letter of Credit of the reduced amount. Promptly after Landlord’s receipt of such CollateralTenant’s request for a reduction as described above, Landlord shall thereby determine whether such a reduction is permitted in accordance with this Section 9.19, and if it is, Landlord shall notify the issuer of the Letter of Credit of the amount to which the Letter of Credit shall be released reduced. Tenant not then being in default and having performed all of its obligations under this Lease, including the payment of all Annual Fixed Rent, Landlord shall return the deposit, or so much thereof as shall not have theretofore been applied in accordance with the terms of this Section 9.19, to Tenant on the expiration or earlier termination of the term of this Lease (as the same may have been extended) and surrender possession of the Premises by Tenant from all liability or obligation to Landlord in the condition required in the Lease at such time. Neither the holder of any mortgage nor the lessor in any ground lease on property which includes the Premises shall ever be responsible to Tenant for the return or application of any such Collateral and Tenant deposit, whether or not it succeeds to the position of Landlord hereunder, unless such deposit shall look solely to have been received in hand by such transferee holder or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordground lessor.

Security Deposit. (a) Tenant hereby deposits with Landlord the sum of $9,955.00 (hereinafter referred shall be obligated to as “Collateral”)post, as the "SECURITY DEPOSIT" hereunder, a sum equal to Two Hundred Fifty Thousand Dollars ($250,000.00). Upon the Lease Commencement Date, provided no default on the part of Tenant under this Lease shall then be in existence and no Event of Default, as defined in Section 18.1 hereof, has occurred hereunder, the security deposit shall be reduced to Two Hundred Thousand Dollars ($200,000.00). All cash which Tenant delivers to Landlord as a security deposit, including the proceeds if Landlord draws of the Letter of Credit, as defined below, will be deposited in a separate, interest-bearing account maintained by Landlord with a depository selected by Tenant and approved by Landlord, in its reasonable discretion, with interest accruing to the benefit of Tenant. Interest on the security deposit (if it is in the form of cash) shall be disbursed to Tenant no less often than on a quarterly basis. Following an Event of Default, interest earned on the security deposit shall be added to and become a part of the security deposit and shall not be disbursed to Tenant, except upon the return of the security deposit in accordance with the terms hereof. Landlord hereby approves NationsBank, N. A. as an acceptable depository for the security deposit. (b) The security deposit shall be security for the prompt, full and faithful performance by Tenant of each all of Tenant's obligations, covenants, conditions and every provision agreements under this Lease. Within thirty (30) days after the expiration of the Lease Term, and provided Tenant has vacated the Premises and is not in default hereunder, Landlord shall return the security deposit to Tenant, less such portion thereof as Landlord shall have applied to satisfy any default by Tenant hereunder. Following an Event of Default by Tenant hereunder, Landlord shall have the right, but shall not be obligated, to use, apply or retain all or any portion of the security deposit for (i) the payment of any Annual Base Rent or additional rent or any other sum as to which Tenant is in default, (ii) the payment of any amount which Landlord may spend or become obligated to spend to repair physical damage to the Premises or the Building pursuant to Section 8.3 hereof, or (iii) the payment of any amount Landlord may spend or become obligated to spend, or for the compensation of Landlord for any losses incurred, by reason of Tenant's default hereunder, including, but not limited to, any damage or deficiency arising in connection with the reletting of the Premises. If any portion of the security deposit is so used or applied (including a draw under any letter of credit that may serve as the security deposit hereunder), within three (3) business days after written notice to Tenant of such use or application, Tenant shall deposit with Landlord cash in an amount sufficient to restore the security deposit to the full amount required to be maintained hereunder (or, if the security deposit is in the form of a letter of credit, replace or restore the letter of credit to the full amount required to be maintained hereunder), and Tenant's failure to do so shall constitute a default under this Lease. (c) Tenant shall have the right to deliver to Landlord an unconditional, irrevocable letter of credit in substitution for the cash security deposit, subject to the following terms and conditions. Such letter of credit shall be (a) substantially in the form attached hereto as Exhibit D or such other form and substance satisfactory to Landlord in its sole discretion; (b) at all times in the amount of the security deposit, and shall permit multiple draws; (c) issued by a commercial bank reasonably acceptable to Landlord from time to time and located in the Washington, D.C. metropolitan area; (d) made payable to, and expressly transferable and assignable at no charge by, the owner from time to time of the Building (which transfer/assignment shall be conditioned only upon the execution of a written document in connection therewith); (e) payable at sight upon presentment to a local branch of the issuer located in the Washington, D.C. metropolitan area of a simple sight draft or certificate stating that an Event of Default has occurred under this Lease and that Landlord is entitled to draw upon the letter of all credit in the amount set forth in the sight draft or certificate; (f) of a term not less than one year; and (g) at least thirty (30) days prior to the then-current expiration date of such letter of credit, either (1) renewed (or automatically and unconditionally extended) from time to time through the ninetieth (90th) day after the expiration of the Lease Term, or (2) replaced with cash in the amount of the Security Deposit. Notwithstanding anything in this Lease to the contrary, any cure or grace periods set forth in this Lease shall not apply to Tenant's obligations under subsection (g) above, and, specifically, if Tenant fails to timely comply with the requirements of Tenant hereunder. No interest shall be paid to Tenant on the Collateralsubsection (g) above, and then Landlord shall have the right to commingle immediately draw upon the Collateral letter of credit without notice to Tenant and apply the proceeds to the security deposit. Each letter of credit shall be issued by a commercial bank that has a credit rating with Landlord’s other fundsrespect to certificates of deposit, short term deposits or commercial paper of at least P-2 (or equivalent) by Moody's Investor Service, Inc., or at least A-2 (or equivalent) by St▇▇▇▇▇▇ & Poor's Corporation, and shall be otherwise acceptable to Landlord in its reasonable discretion. If the issuer's credit rating is reduced below P-2 (or equivalent) by Moody's Investors Service, Inc. or below A-2 (or equivalent) by Stand▇▇▇ & ▇oor's Corporation, or if the financial condition of such issuer changes in any other materially adverse way, then Landlord shall have the right the require that Tenant fails obtain a substitute letter of credit from a different issuer that complies in all respects with the requirements of this Section, and Tenant's failure to perform obtain such substitute letter of credit within ten (10) business days following Landlord's written demand therefor (with no other notice or cure or grace period being applicable thereto, notwithstanding anything in this Lease to the contrary) shall entitle Landlord to immediately draw upon the then existing letter of credit in whole or in part, without notice to Tenant. In the event the issuer of any letter of credit held by Landlord is placed into receivership or conservatorship by the Federal Deposit Insurance Corporation, or any successor or similar entity, then, effective as of the date such receivership or conservatorship occurs, said letter of credit shall be deemed not to meet the requirements of this Section, and, within ten (10) business days thereafter, Tenant shall replace such letter of credit with a substitute security deposit meeting the requirements of this Section (and Tenant's failure to do so shall, notwithstanding anything in this Lease to the contrary, constitute an Event of Default for which there shall be no notice or grace or cure periods being applicable thereto other than the aforesaid ten (10) business day period). Landlord shall return the superseded letter of credit to Tenant promptly upon receipt of its replacement. Any failure or refusal of the issuer to honor the letter of credit shall be at Tenant's sole risk and shall not relieve Tenant of its obligations hereunder with respect to the security deposit. (d) Tenant shall have the right, from time to time, to substitute a letter of credit meeting the requirements of Subparagraph (c) for the cash security deposit, and vice versa, on one or more occasions, provided that substitutions may not occur more frequently than one (1) time in any twelve (12) month period. (e) Provided that, as of the applicable Reduction Date,, as defined below, (i) no default on the part of Tenant under this Lease shall then be in existence and no Event of Default, as defined in Section 18.1, has occurred hereunder, (ii) no uncorrected physical damages to the Premises shall have occurred, ordinary wear and tear excepted arid (iii) no other event shall have occurred during the Lease Term which would entitle Landlord may use, apply to use or to retain the whole all or any part a portion of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf security deposit in accordance with the provisions of this LeaseArticle V, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from Tenant shall have the reletting right on the first day of the Premises as provided in Paragraph 21. The use, application or retention second (2nd) Lease Year and on the first day of each of the Collateralfollowing four (4) Lease Years thereafter (each a "REDUCTION DATE") to reduce the security deposit by the amount of Forty Thousand Dollars ($40,000.00). Notwithstanding anything herein to the contrary, or any portion thereofif an Event of Default has occurred, by Landlord then there shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against occur no further reduction in the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitledsecurity deposit. If any portion of the Collateral security deposit is usedthen in the form of a letter of credit, applied or retained such reduction shall occur by means of delivery by Tenant to Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash of a substitute Letter of Credit in such amount and in strict conformity with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions terms of this LeaseArticle V, in which event, the Collateraloriginal Letter of Credit and any substituted Letter of Credit, or any balance thereofas applicable, shall be returned to Tenant without interest after Tenant. 5.2 In the expiration event of the Term sale or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence transfer of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its Landlord's interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgageBuilding, Landlord shall have the right to transfer or assign the Collateral security deposit to the transferee purchaser or mortgagee. Upon written acknowledgement of transferee’s assignee, provided such purchaser or mortgagee’s receipt assignee assumes Landlord's obligations hereunder, as evidenced by the agreement of such Collateralpurchaser or assignee, a copy of which Landlord shall thereby be released by furnish to Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord.accordance with Section 14.3

Security Deposit. Tenant hereby deposits shall deposit with Landlord the sum Landlord, upon delivery of $9,955.00 (hereinafter referred to as “Collateral”), as security for the prompt, full and faithful performance by Tenant of each and every provision an executed copy of this Lease and to Landlord, a security deposit (the “Security Deposit”) for the performance of all of Tenant’s obligations hereunder in the amount set forth in Section 1.11 of the Summary; provided, however, that if no default under this Lease by Tenant hereunder. No interest shall exist and be continuing as of the thirtieth (30th) month of the Lease Term, the Security Deposit shall be paid reduced to Tenant on Seventy Thousand Dollars ($70,000) at the Collateral, beginning of the thirtieth (30th) month of the Lease Term and Landlord shall have cooperate, at no expense to Landlord, in connection with an amendment to the right Letter of Credit to commingle effectuate such reduction. The Security Deposit shall be in the Collateral with form of an unconditional and irrevocable letter of credit (the “Letter of Credit”): (i) in form and substance satisfactory to Landlord, (ii) naming Landlord as beneficiary, (iii) expressly allowing Landlord to draw upon it at any time from time to time, in whole or in part, by delivering to the issuer notice that Landlord is entitled to draw thereunder, (iv) issued by an FDIC-insured financial institution satisfactory to Landlord, and (v) redeemable by presentation of a sight draft in the State of Landlord’s other fundschoice. If Tenant fails to perform At least ten (10) days before the stated expiration date of any then current Letter of its obligations hereunderCredit, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply provide Landlord with a substitute Letter of Credit complying with all of the provisions requirements hereof. If Tenant does not provide Landlord with a substitute Letter of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration Credit complying with all of the Term or upon any later requirements hereof at least ten (10) days before the stated expiration date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment then current Letter of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgageCredit, Landlord shall have the right to transfer draw the full amount of the current Letter of Credit and hold the funds drawn in cash without obligation for interest thereon as the Security Deposit. The Security Deposit shall be held by Landlord as security for the performance of Tenant’s obligations under this Lease. The Security Deposit is not an advance rental deposit or assign a measure of Landlord’s damages in case of Tenant’s default. Upon each occurrence of a default under this Lease by Tenant, Landlord may use all or any part of the Collateral Security Deposit to pay delinquent payments due under this Lease, and the cost of any damage, injury, expense or liability caused by such default, without prejudice to any other remedy provided herein or provided by law. Upon any such use of all or any portion of the Security Deposit, Tenant shall pay Landlord on demand the amount that will restore the Security Deposit to the transferee or mortgageeamount set forth on Page 1 of this Lease. Upon written acknowledgement bankruptcy or other debtor-creditor proceedings against Tenant, (y) Landlord shall have the right to draw the full amount of transferee’s or mortgagee’s receipt the current Letter of Credit and hold the funds drawn in cash without obligation for interest thereon as the Security Deposit, and (z) the Security Deposit shall be deemed to be applied first to the payment of Rent and other charges due Landlord for periods prior to the filing of such Collateralproceedings. If the credit rating assigned to the long term unsecured debt of issuer of the Letter of Credit by Standard & Poor’s rating services or M▇▇▇▇’▇ Investors Service, Inc. has been reduced to BBB-/Baa3 or worse and Tenant has not provided Landlord with a substitute Letter of Credit satisfying the conditions of this Section 5 and issued by an FDIC-insured financial institution satisfactory to Landlord within fifteen (15) days thereafter, Landlord shall thereby be released by Tenant from all liability or have the right to draw the full amount of the current Letter of Credit and hold the funds drawn in cash without obligation for interest thereon as the Security Deposit. Upon any such use of all or any portion of the Security Deposit, Tenant shall, within 5 days after demand from Landlord, restore the Security Deposit to its original amount. If Te nant shall fully perform every provision of this Lease to be performed by Tenant, the Security Deposit, or any balance thereof (i.e., after deducting therefrom all amounts to which Landlord is entitled under the provisions of this Lease), shall be returned to Tenant (or, at Landlord’s option, to the last assignee of Tenant’s interest hereunder) within sixty (60) days after the expiration or earlier termination of this Lease; provided that Landlord may retain the Security Deposit until such time as any amount due from Tenant in accordance with this Lease has been determined and paid in full. If Landlord transfers its interest in the Project or this Lease, Landlord shall either (a) transfer any Security Deposit then held by Landlord to a person or entity assuming Landlord’s obligations under this Section 5, or (b) return of to Tenant any Security Deposit then held by Landlord and remaining after the deductions permitted herein. Upon such Collateral and Tenant shall look solely transfer to such transferee or mortgagee for the return of the CollateralSecurity Deposit to Tenant, Landlord shall have no further obligation with respect to the Security Deposit, and Tenant’s right to the return of the Security Deposit shall apply solely against Landlord’s transferee. The Collateral Landlord’s obligation respecting the Security Deposit is that of a debtor, not a trustee, and no interest shall not be mortgagedaccrue thereon. Tenant hereby waives the provisions of Section 1950.7 of the California Civil Code. Tenant also waives the provisions of any law, assigned now or encumbered hereafter in any manner whatsoever force, which provide that Landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of Rent, to repair damage caused by Tenant without or to clean the prior written consent Premises, it being agreed that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, caused by the act or omission of LandlordTenant or any officer, employee, agent or invitee of Tenant.

Security Deposit. Tenant hereby deposits agrees to deposit as a security deposit (“Security Deposit”) with the Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”)or Broker, which shall be retained as security for the prompt, full and faithful performance by Tenant of each all the terms, covenants and every provision conditions of this Lease Lease. The Security Deposit shall draw no interest, unless otherwise required by state or local law. The Security Deposit if and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for extent not applied toward the payment of (a) any rent damages, costs or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises expenses as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereofpermitted herein, shall be returned to Tenant without interest at Tenant’s last known address within sixty (60) days following the later of the termination of this Lease or the surrender and acceptance of the Leased Premises, unless otherwise required by state or local law. Tenant agrees that this Security Deposit may not be used by the Tenant to set off any month’s rent, including the last month of occupancy. The Security Deposit shall be returned to Tenant only after the expiration of following conditions have been met or the Term corresponding charges have been applied: (a) There are no unpaid charges, damages, or upon rent payments due by Tenant hereunder; (b) The Premises, including kitchen appliances, have been cleaned thoroughly, in accordance with any later date after which Twritten Move-Out Policy Landlord provided, and the Premises shall have been left in the same condition as when Tenant moved in, except for ordinary wear & tear; (c) After inspection by Landlord, appropriate charges will be deducted for any unpaid damages or repairs to the Premises or its contents (beyond reasonable wear); stickers, scratches, ▇▇▇▇▇ has vacated or holes, etc., on the Premiseswalls, doors, floors, draperies, carpets and/or furniture, etc. In Holding or applying the absence Security Deposit shall not limit Landlord’s right to exercise all remedies under this Lease and/or provided by law, nor shall Landlord’s recovery of evidence satisfactory damages be limited to Landlord of any permitted assignment the amount of the right to receive Security Deposit if Landlord’s damages exceed that amount. Landlord reserves the Collateralright, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event there is more than one person as Tenant hereunder, to return the amount of any the Security Deposit, less appropriate charges, if any, by either sending one check to one Tenant or dividing the amount equally among all such transfer or mortgagepersons, at Landlord’s discretion, unless otherwise specified by written notice signed by all such persons and received by Landlord shall have the right to transfer or assign the Collateral prior to the transferee or mortgagee. Upon written acknowledgement termination of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordthis Lease.

Security Deposit. A. It is agreed that Tenant hereby deposits shall provide Landlord with a security deposit of One Million Eight Hundred Twenty-Nine Thousand Three Hundred Fifty-Seven and 50/100 ($1,829,357.50) Dollars(subject, however, to reduction in accordance with the provisions of paragraph G of this Article) in the form of a letter of credit which complies with the provisions of paragraphs B, C and D of this Article and is substantially in the form of the letter of credit annexed hereto and made part hereof as Exhibit E, as security for the faithful performance and observance by Tenant of the terms, provisions and conditions of this Lease. If Tenant shall comply fully with the terms of this Lease, the security shall be returned to Tenant after the date fixed as the end of this Lease. In the event of a sale or lease of the Building containing the Demised Premises, Landlord may transfer the sum security to the purchaser or tenant, and Landlord shall thereupon be released from all liability for the return of the security and Tenant shall look solely to such purchaser or tenant for the return thereof. This provision shall apply to every transfer or assignment of the security to a new landlord. Tenant shall have no legal power to assign or encumber the security herein described. Landlord shall have no fiduciary obligation with respect to the security deposited hereunder, except as may be imposed by law. B. Simultaneously with the execution and delivery of this Lease by Tenant, Tenant shall deliver to Landlord an unconditional, irrevocable letter of credit (freely transferable by Landlord without cost to it, the expiration date of which shall not be earlier than the thirtieth (30th) day following the stated expiration of the term of this Lease) in the amount of One Million Eight Hundred Twenty-Nine Thousand Three Hundred Fifty-Seven and 50/100 ($9,955.00 1,829,357.50) Dollars, issued or confirmed by a banking organization chartered by the United States of America, any of the several States thereof or the District of Columbia and insured by the Federal Deposit Insurance Corporation, whose long-term, unsecured and unsubordinated debt obligations are rated in the highest category by at least two of Fitch Ratings, Ltd, (hereinafter referred to as “CollateralFitch”), ▇▇▇▇▇’▇ Investors Service, Inc. (hereinafter referred to as security “Moody’s”) and Standard & Poor’s Rating Service(hereinafter referred to as “S&P”) (hereinafter referred to collectively as, the “Rating Agencies”) or their respective successors (which on the date hereof means AAA from Fitch and S&P and Aaa from Moody’s) and has a short-term deposit rating in the highest category from at least two of the aforesaid Rating Agencies (which on the date hereof means F1 from Fitch, P-1 from Moody’s and A-1 from S&P) (the “LOC Criteria”). Such letter of credit may be presented at a branch located in New York County and shall be substantially in the form of the letter of credit annexed hereto and made part hereof as Exhibit B. If at any time during the term hereof the banking organization which issued such letter of credit shall cease to satisfy the LOC Criteria or such banking organization shall be declared insolvent by the Comptroller of the Currency, the Federal Reserve Board, the Federal Deposit Insurance Corporation or any applicable State regulatory authority or shall be placed on the Federal Deposit Insurance Corporation’s “Watch List,” Tenant shall, within ten (10) Business Days after notice from Landlord, replace such letter of credit with another letter of credit issued by a banking organization that satisfies the LOC Criteria and should Tenant fail to do so, Landlord may draw down the then extant letter of credit (in which case Tenant shall have the right to substitute a new letter of credit which complies with the provisions of this Article, upon which Landlord shall return such cash to Tenant) or if such letter of credit is not honored, require Tenant within ten (10) Business Days after notice of such dishonoring to replace the letter of credit with cash security. Time shall be of the essence with respect to each such ten (10) Business Day period set forth in this Article 30B. If Tenant shall default in performing any such obligation under this paragraph, the same shall be deemed a default hereunder neither requiring any further notice for Landlord to terminate the promptterm of this Lease nor susceptible of being cured by Tenant. C. Tenant shall pay to Landlord, full on demand and faithful performance as additional rent hereunder, all fees and charges paid by Landlord to the bank issuing the letter of credit or any portion thereof in connection with the transfer of same to any future owner of the Building. In the event of a default by Tenant of each and every provision any of the terms, provisions or conditions of this Lease and of all obligations of Tenant hereunder. No interest Lease, Landlord shall be paid permitted to Tenant on draw down the Collateralentire amount of the letter of credit or any portion thereof and apply the proceeds (or a portion thereof) in accordance with the terms and provisions hereinafter set forth. If Landlord shall, and notwithstanding any provision to the contrary, accept (i) a letter of credit the expiration date of which is earlier than the date prescribed in paragraph B hereof or (ii) a letter of credit that provides that it shall be automatically renewed unless the issuer shall advise Landlord that the letter of credit will not be renewed at least forty-five (45) days prior to the then expiring date thereof, then if Landlord shall receive notice of the issuer’s election not to renew the letter of credit, Landlord shall have the right to commingle draw down the Collateral with entire amount of the letter of credit at any time after receipt of such notice. D. The letter of credit shall be returned to Tenant following the expiration of the term of this Lease, provided that no default shall have occurred. If any default occurs, Landlord may draw all or any portion of the letter of credit but no such draw shall work to diminish or limit the damages suffered or recoverable by Landlord, it being agreed that the letter of credit is Landlord’s other fundsproperty and its return to Tenant is a reduction of the consideration for this Lease in consideration of Tenant’s complete performance of its obligations. E. Any and all cash held by Landlord as a result of a draw upon such letter of credit which has not been applied in accordance with the terms hereof shall be held as a security deposit in accordance with the terms of this Article, pending application by Landlord or return to Tenant as provided herein. If Landlord is holding any such cash security, Landlord may, in its sole discretion, hold such security in an interest-bearing savings account, in which case Tenant fails shall be entitled to perform the interest earned thereon annually, less the maximum administrative fee allowed by law to which Landlord shall be entitled under law. Tenant shall execute such documents (including, without limitation, a W-9 form) as Landlord may reasonably require to open such account or sub-account into which the security deposit shall be deposited. F. It is agreed that in the event Tenant defaults in respect of any of its obligations hereunderthe terms, provisions and conditions of this Lease, including, but not limited to, the payment of fixed annual rent and additional rent, Landlord may use, apply or retain the whole or any part of the Collateral security so deposited to the extent required for the payment of (a) any fixed annual rent and additional rent or any other sums of money sum as to which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf is in accordance with the provisions of this Lease, and/or (c) default or for any sum which Landlord may expend or may be required to expend by reason of Tenant’s defaultdefault in respect of any of the terms, covenants and conditions of this Lease, including, without limitationbut not limited to, any damage damages or deficiency in or from the reletting of the Premises as provided in Paragraph 21Demised Premises, whether such damages or deficiency accrued before or after summary proceedings or other re-entry by Landlord. The use, application or retention amount of the Collateral, security deposit or any portion thereof, by thereof applied to cure any default or reimburse Landlord for any costs or damages shall not prevent be construed as liquidated damages or deemed to limit any damages for which Landlord from exercising has a right to recover or otherwise to limit any other right or remedy provided of Landlord at law or in equity. Tenant further covenants that it shall not assign or encumber or attempt to assign or encumber the monies (or the letter of credit) deposited or delivered under this Article 30 and that neither Landlord nor its successors or assigns shall be bound by this Lease any such assignment, encumbrance, attempted assignment or attempted encumbrance. In the event Landlord applies or retains any portion or all of the security deposited (in cash or by law (it being intended that Landlord letter of credit), Tenant shall not first be required to proceed against forthwith restore the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, amount so applied or retained so that at all times the amount deposited shall be the amount herein above then required to be maintained as the security deposit, exclusive of accrued interest, if any. G. If Tenant has never defaulted under any of the monetary or other material terms of this Lease beyond any applicable notice and/or cure period, and Tenant is not then in default under any of the monetary or other material terms of this Lease (or if Tenant is then so in default, provided Tenant cures such default prior to the expiration of the applicable notice and/or cure period), then amount of the security deposit shall be reduced as follows: (i) on the first day of the fifth Lease Year, the amount of the security deposit shall be reduced to One Million Two Hundred Nineteen Thousand Five Hundred Seventy-One and 67/100 ($1,219,571.67) Dollars; and (ii) on the first day of the seventh Lease Year, the amount of the Security Deposit shall be further reduced to Nine Hundred Fourteen Thousand Six Hundred Seventy-Eight and 75/100 ($914,678.75) Dollars. H. It is hereby agreed that, notwithstanding the foregoing provisions of this Article, Tenant may deposit with Landlord the sum of One Million Eight Hundred Twenty-Nine Thousand Three Hundred Fifty-Seven and 50/100 ($1,829,357.50) Dollars, in cash, upon the execution and delivery of this Lease by Landlord Tenant, as and for the purposes set forth abovesecurity deposit required under this Lease, T▇▇▇▇▇ agreesprovided that Tenant delivers to Landlord, within ten sixty (60) days after the written demand therefor is made execution and delivery of this Lease by LandlordTenant, to deposit cash a letter of credit in such amount and which otherwise complies with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, Article. Upon Landlord’s timely receipt of such letter of credit which complies with the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration provisions of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original TenantArticle, Landlord shall promptly return to Tenant the unapplied amount of the cash security deposit previously delivered by Tenant to Landlord. The failure by Tenant to deliver such letter of credit to Landlord, within such sixty (60) day period (time being of the essence), will be completely relieved of liability considered a material and substantial default by Tenant under this Paragraph 24 or otherwise with respect Lease, for which Landlord shall have all remedies available to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in it under this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordat law.

Security Deposit. Tenant hereby deposits with Landlord The Security Deposit shall be held by Landlord, in the sum form of $9,955.00 a stand-by, unconditional, irrevocable, transferable letter of credit (hereinafter referred to as “Collateral”)the "Letter of Credit") in the form of Exhibit D hereto, as security for the promptperformance of Tenant's obligations under this Lease. Tenant shall within five (5) business days of the date that Landlord notifies Tenant that it has obtained the consent of the GPO described in paragraph 3 hereof, full and faithful performance by Tenant deliver to Landlord the Letter of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the CollateralCredit, naming Landlord as beneficiary, and Landlord shall have the right issued by a financial institution ("Issuer"), reasonably satisfactory to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any The Security Deposit is not an advance rental deposit or a measure of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf Landlord's damages in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason case of Tenant’s 's default, including, without limitation, any damage or deficiency in or from the reletting . Upon each occurrence of the Premises as provided in Paragraph 21. The use, application or retention an Event of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law Default (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenanthereinafter defined), Landlord shall be completely relieved entitled to draw on all or part of liability the Letter of Credit to pay delinquent payments due under this Paragraph 24 Lease, and the cost of any damage, injury, expense or otherwise liability caused by such Event of Default, without prejudice to any other remedy provided herein or provided by law. The Letter of Credit shall provide for partial draws by Landlord in accordance with respect this paragraph. Any such draws when made shall be deemed applied to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land amounts owing and the Building and in past due under this Lease and T▇▇▇▇▇ agrees that (in such order as Landlord may reasonably elect). Except as otherwise provided herein, in the event of any draw under the Letter of Credit, it shall be only in an amount reasonably necessary to cure an Event of Default by Tenant, beyond any applicable cure periods and, Tenant shall within ten (10) business days after such transfer or mortgagedraw, cause the amount remaining available to be drawn under the Letter of Credit to be increased by an amount equal to the amount drawn. Any improper draws by Landlord upon the Letter of Credit shall be deemed an Event of Default by Landlord, and as Tenant's remedy therefor, Tenant shall be entitled to an offset, equal to the amount of the improper draw, on the Base Rent. Landlord's obligation respecting the Security Deposit is that of a debtor, not a trustee; and no interest shall accrue thereon. Landlord shall have the right to transfer or assign the Collateral be released from any obligation with respect to the transferee Security Deposit upon transfer of this Lease and the Premises to a person or mortgagee. Upon written acknowledgement entity assuming all of transferee’s or mortgagee’s receipt Landlord's obligations under this Paragraph and the tender of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return Letter of such Collateral and Tenant shall look solely Credit to such transferee person or mortgagee entity for transfer by the return issuing bank. In the event of a sale or other transfer of the CollateralBuilding, Tenant shall, if requested by Landlord in writing, at Landlord's sole cost and expense within ten (10) business days after receiving such request, cause the issuing bank of the Letter of Credit to consent to the assignment or to issue a substitute letter of credit on identical terms to the Letter of Credit as the same may have been decreased as provided herein, and other than the stated beneficiary, from the same issuing bank naming such transferee as the beneficiary thereof, upon delivery by Landlord of the then outstanding Letter of Credit. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever provisions of this paragraph are contingent upon the acceptance by Tenant without the prior written consent transferee of Landlordall provisions of this Lease.

Security Deposit. 3.3.1 Within five (5) Business Days of the Execution Date, Tenant hereby deposits with shall deliver a letter of credit in the amount specified as the Security Deposit in favor of Landlord (the sum “Letter of $9,955.00 (hereinafter referred to Credit”) as “Collateral”), as security a guaranty for the prompt, full and faithful performance and observance by Tenant of each the terms, covenants and every provision conditions of this Lease. The Letter of Credit initially delivered pursuant to this subsection and all substitutions, replacements and renewals of it, must be consistent with and shall satisfy all the requirements in the letter of credit criteria in Exhibit H, attached hereto. Timely delivery of the Letter of Credit shall, at Landlord’s election, be treated as a condition subsequent to the effectiveness of this Lease and of all obligations of Tenant hereunder. No interest such that the Lease shall be paid voidable by Landlord by delivery of written notice to Tenant if timely delivery of the Letter of Credit does not occur. 3.3.2 Landlord may draw on the CollateralLetter of Credit, and Landlord shall have the right to commingle the Collateral with in whole or in part at Landlord’s other funds. If election, without advance notice to Tenant fails at any time or from time to perform time on or after (i) the occurrence of any Event of its obligations hereunderDefault, Landlord may use(ii) if Tenant, apply or retain the whole or any part anyone in possession of the Collateral for Premises through Tenant, holds over after the payment of (a) any rent expiration or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions earlier termination of this Lease, and/or (ciii) Landlord is given notice by the issuer of the Letter of Credit that it is terminating the Letter of Credit, (iv) a confirming bank gives notice to Landlord that it will cease to act in that capacity, (v) the Letter of Credit expires on a specified date by its terms and is not renewed or replaced at least sixty (60) days in advance of its expiration date, or (vi) to the extent permitted by law, in the event any bankruptcy, insolvency, reorganization or any other debtor creditor proceeding is instituted by or against Tenant. 3.3.3 Landlord may apply any sum which drawn on the Letter of Credit to amounts owing to Landlord under this Lease in such order and priority as Landlord elects in its absolute discretion. If any of the proceeds drawn on the Letter of Credit are not applied immediately to sums owing to Landlord under this Lease, Landlord may expend or be required retain any such excess proceeds as a cash security deposit (“Cash Security Deposit”) for application, at Landlord’s election, to expend by reason of future sums owing to Landlord under this Lease, in such order and priority as Landlord elects in its absolute discretion. Tenant shall, within fifteen (15) days after Tenant’s defaultreceipt of Landlord’s written demand thereof, including, without limitation, any damage or deficiency in or from restore the reletting amount of the Premises as provided in Paragraph 21. The use, application or retention Letter of Credit drawn so that the Letter of Credit is restored to the original amount of the CollateralLetter of Credit, or minus any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitledCash Security Deposit. If Tenant does not restore the Letter of Credit to its original amount, minus the amount of any Cash Security Deposit, within the required time period, such non-restoration shall be considered an Event of Default. 3.3.4 Additionally, Landlord’s draw and application of all or any portion of the Collateral is used, applied proceeds of the Letter of Credit shall not impair any other rights or retained by Landlord for remedies provided under this Lease or under applicable law and shall not be construed as a payment of liquidated damages. 3.3.5 Tenant shall cooperate in accomplishing any reasonable modification of the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made Letter of Credit requested by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If the Letter of Credit should be lost, mutilated, stolen or destroyed, Tenant shall fully cooperate in obtaining the issuance of a replacement. Tenant shall not assign or grant any security interest in the Letter of Credit and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, attempt to do so shall be returned to Tenant without interest after the expiration void and of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premisesno effect. In the absence event of evidence satisfactory to Landlord a sale or transfer of any permitted assignment of the right to receive the Collateral, Landlord’s estate or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgageBuilding, Landlord shall have the right to transfer or assign the Collateral Letter of Credit to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Tenant shall pay any transfer fees charged by the issuing bank and Landlord shall thereby thereafter be considered released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the CollateralLetter of Credit. The Collateral Tenant shall not cooperate in effecting such transfer. No mortgagee or purchaser of any or all of the Building at any foreclosure proceeding brought under the provisions of any mortgage shall (regardless of whether the Lease is at the time in question subordinated to the lien of any mortgage) be mortgaged, assigned liable to Tenant or encumbered in any manner whatsoever other person for any or all amounts drawn against the Letter of Credit or any other or additional security deposit or other payment made by Tenant without under the prior written consent provisions of Landlordthis Lease), unless Landlord has actually delivered it in cash to such mortgagee or purchaser, as the case may be.

Security Deposit. Tenant hereby deposits A security deposit in an aggregate amount that, when combined with Landlord any other security deposit held by COUNTY hereunder or under the sum of $9,955.00 (hereinafter referred to as “Collateral”)Original Agreement, as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest equals [***] shall be paid provided to Tenant COUNTY within ten (10) days after the Effective Date. This amount shall be adjusted every [***] on January 1st as per the CollateralCost Index, and Landlord but in no case shall have 1) the right to commingle the Collateral with Landlord’s other fundsamount be less than $[***] or 2) adjust by more than [***] in any three year period. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply All or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied principal sum shall be available unconditionally to Director of OC WASTE & RECYCLING for [***]. In the event the Director of OC WASTE & RECYCLING withdraws any or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Leasesecurity deposit as provided herein, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has POWER shall, within thirty (30) days of notification of any withdrawal by Director of OC WASTE & RECYCLING, accompanied with an explanation as to why such withdrawal was warranted under this Agreement, replenish the right security deposit to transfer or mortgage its interest maintain it at the most current calculated amount including any and all Cost Index adjustments. Failure to do so shall be deemed a default and shall be grounds for immediate termination of this Agreement. Such security deposit shall be in the Land and form, at the Building and in this Lease and Tsole discretion of ▇▇▇▇▇▇▇▇ agrees that POWER, of either cash or an irrevocable letter of credit, which shall be in the event a form and issued by a financial institution acceptable to COUNTY. COUNTY acceptance of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral same shall not be mortgagedunreasonably withheld, assigned conditioned or encumbered in any manner whatsoever delayed. The security deposit shall be rebated, reassigned, released, or endorsed by Tenant without Director of OC WASTE & RECYCLING to ▇▇▇▇▇▇▇▇ POWER within thirty (30) days of the end of the term of this Agreement, provided ▇▇▇▇▇▇▇▇ POWER has fully performed each and every material term, covenant, and condition of this Agreement. In the event ▇▇▇▇▇▇▇▇ POWER terminates this Agreement prior written consent to the completion of Landlordthe Term of this Agreement ▇▇▇▇▇▇▇▇ POWER shall [***] (“Early Termination Fee”).

Security Deposit. Tenant hereby deposits with Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”), as As security for the prompt, full and faithful performance by Tenant of each Tenant’s obligations under this Lease, and every provision under the Other Master Leases (as hereinafter defined) subject to the provisions set forth in this Paragraph 7, Tenant has delivered to Landlord an irrevocable standby letter of credit (the “Letter of Credit”) in favor of Landlord in the amount of $3,150,000.00, in the form attached hereto as Exhibit H and issued by a financial institution reasonably acceptable to Landlord. The Letter of Credit shall be for a term of one year, and shall be replaced by Tenant annually at least thirty (30) days prior to the expiry date thereof until the expiration of the fifth (5th) year of the term of this Lease; provided, however, in the event that Tenant obtains a corporate credit rating of BBB or better, as rated by Standard & Poor’s Ratings Group or its legal successor and, if there is no default under this Lease by Tenant which has not been cured, Landlord shall surrender the Letter of Credit or Replacement Letter of Credit (as hereinafter defined), as the case may be, to the issuer thereof, and of all obligations of Tenant hereunder. No interest shall be paid entitled to cancel the Letter of Credit or Replacement Letter of Credit, as the case may be. Tenant on agrees that for so long as the CollateralLetter of Credit is required under this Lease, prior to the expiry date of the Letter of Credit or any Replacement Letter of Credit, as the case may be, Tenant shall provide to Landlord another Letter of Credit (a “Replacement Letter of Credit”) in the same form, for the same length of term and Landlord shall have in the right to commingle same amount as the Collateral with Landlord’s other fundsLetter of Credit. If Tenant fails to perform provide a Replacement Letter of Credit to Landlord at least thirty (30) days prior to the expiry date of the Letter of Credit or any Replacement Letter of Credit, as the case may be, then Landlord shall be permitted to draw upon the Letter of Credit or such Replacement Letter of Credit in the full amount thereof and to hold the full amount of the proceeds of the Letter of Credit as security for the performance of the obligations of Tenant under this Lease, until the earlier of (i) the delivery by Tenant of a Replacement Letter of Credit, (ii) the expiration of the fifth (5th) year of the term of this Lease, or (iii) the date Tenant obtains a credit rating of BBB. Upon the happening of any of its obligations hereunderthe events described in (i), (ii) and (iii) above and, if there is no default under this Lease by Tenant which has not been cured, Landlord shall deliver to Tenant the full amount of the proceeds obtained by Landlord by drawing on the Letter of Credit or Replacement Letter of Credit, as the case may usebe. Upon (i) the failure by Tenant to pay any Rent under this Lease or the Other Master Leases (whether Base Rental or Additional Rental), apply following the expiration of any applicable grace or retain cure period, or (ii) the whole occurrence of any other default by Tenant not involving the payment of Rent under this Lease or either of the Other Master Leases (other than a default under Paragraph 31 of any of such leases (a “Non-Curable Default”)), and if such default remains uncured following the expiration of any applicable grace or cure period, and (a) has not been disputed by Tenant by written notice to Landlord during such period, or (b) involves more than $250,000.00, Landlord shall be entitled to present the Letter of Credit or Replacement Letter of Credit, as the case may be, to the issuer thereof for payment. Such presentation of the Letter of Credit or Replacement Letter of Credit for payment must be accompanied by a sight draft thereof in the amount equal to (i) the Rent Tenant has so failed to pay if the default is the failure to pay Rent (whether Base Rental or Additional Rental), or (ii) the amount to be drawn to cure any other default and such other documentary evidence as may be required by the Letter of Credit or Replacement Letter of Credit. If the event of any default by Tenant not involving the payment of Rent (other than a Non-Curable Default) which has been timely disputed by Tenant as provided hereinabove and which involves less than $250,000.00, Landlord shall not be entitled to draw on the Letter of Credit until the default has been arbitrated in the manner set forth herein, an award has been rendered in favor of Landlord for all or any part of the Collateral amount which is disputed, and Tenant has failed to pay the amount of the award to Landlord within ten (10) days after receiving written notice of the award from Landlord, at which time Landlord shall be entitled to draw on the Letter of Credit for the payment amount of the award. In the event that Landlord makes a partial draw on the Letter of Credit under any of the circumstances in which Landlord is allowed to do under this Paragraph 7, Tenant shall be obligated to restore the amount of the Letter of Credit to $3,150,000.00, within thirty (a30) days after Landlord has made a draw on the Letter of Credit, and if Tenant fails to do so, Landlord shall be entitled to draw the full amount of the Letter of Credit. Landlord shall also be allowed to draw the full amount of the Letter of Credit as a result of a default by Tenant under Paragraph 31 of this Lease or either of the other two Master Leases, or under any rent other circumstances under which Landlord has terminated this Lease or other sums either of money which Tenant may not have paid when duethe Other Master Leases, (b) any sum expended by Landlord on or terminated Tenant’s behalf right to possession of the Leased Premises under this Lease or either of the other two Master Leases. The Letter of Credit and any proceeds drawn thereon are referred to herein as the “Security Deposit.” Landlord may, from time to time, in accordance with the provisions foregoing and without prejudice to any other remedy, use the Security Deposit to the extent necessary to pay arrearages of rent or to satisfy any other obligation of Tenant under this Lease or the Other Master Leases, or to be applied to any damages to which Landlord is entitled to receive from Tenant under this Lease or the Other Master Leases. If Landlord transfers its interest in the Leased Premises during the term of this Lease, and/or (c) any sum which Landlord may expend or be required assign its rights in the Security Deposit to expend by reason the transferee and shall have no further liability for the return thereof, provided that such assignee executes an agreement in favor of Tenant’s default, including, without limitation, any damage or deficiency in or from Tenant acknowledging the reletting receipt of the Premises as provided in Paragraph 21Security Deposit and assuming Landlord’s obligations with respect thereto. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising refund to Tenant any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any unused portion of the Collateral Security Deposit, provided Tenant is usednot then in default, applied or retained by Landlord for at the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all expiration of the provisions fifth (5th) year of the term of this Lease, or in the Collateralevent that the Letter of Credit is drawn by Landlord in accordance with the foregoing and as a result of any default by Tenant as provided herein, or after Landlord has applied the Security Deposit against all amounts owed by Tenant to Landlord, if there is any balance thereof, shall be returned to Tenant without interest after the expiration amount of the Term or upon any later date after which T▇▇▇▇▇ has vacated the PremisesSecurity Deposit remaining. In the absence of evidence satisfactory event that an arbitration is required pursuant to Landlord of any permitted assignment this Paragraph 7, the parties agree that arbitration shall be conducted by the American Arbitration Association and in accordance with the Rules for Commercial Disputes of the right American Arbitration Association with a request for an expedited decision under the Fast Track process. The parties may, if they are able to receive agree to an alternate method, conduct the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of arbitration through one or more assignments of Tenant’s interest private arbitrators agreed upon by the parties in this Lease or order to further expedite the Collateralprocess. In such any event, upon in whichever manner the return of arbitration is conducted, the Collateral, or the remaining balance thereof to the original Tenant, Landlord award shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land final and the Building binding upon both parties and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordnon-appealable.

Security Deposit. At the time of the assignment of Tenant’s rights, interests and obligations under this Lease to Newco in accordance with Section 6.1.6(B) of this Lease, Tenant hereby deposits will deposit with Landlord an unconditional irrevocable letter of credit in the sum amount of $9,955.00 1,000,000 (hereinafter referred to as the “CollateralSecurity Deposit”). Such letter of credit shall be issued by The Chase Manhattan Bank or another financial institution reasonably acceptable to Landlord and shall be in the form of Exhibit F attached hereto. The Security Deposit shall be renewed by Tenant, by amendment or substitution, at least thirty days prior to expiration, and the final renewal of the Security Deposit shall remain in effect until sixty days after the scheduled end of the Term of this Lease, as such Term may be renewed or extended. If the Security Deposit is not so renewed at least thirty days prior to expiration, Landlord shall immediately, without notice or any cure period, have the right to draw the entire amount of such letter of credit and hold such amount as a cash security deposit under the terms of this Section 11.17; provided, however, if Tenant delivers to Landlord a substitute or renewal of such letter of credit, in such amount and form and from such a financial institution, to be held by Landlord as the Security Deposit, Landlord shall surrender the amount of such cash Security Deposit to Tenant. The Security Deposit shall serve as security for the promptfull, full faithful and faithful punctual performance by Tenant of each and every provision all of the terms of this Lease Lease. In the event Tenant defaults in the performance of any of the terms of this Lease, including the payment of Rent, and of all obligations of Tenant hereunder. No interest shall be paid such default continues after notice to Tenant on and the Collateral, and Landlord shall have expiration of the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any cure period applicable under Section 9.1 of its obligations hereunderthis Lease, Landlord may use, apply or retain the whole or any part of the Collateral Security Deposit to the extent required for the payment of (a) any rent Rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) for any sum which Landlord may expend or may be required to expend by reason of Tenant’s such default, including, without limitation, including any damage damages or deficiency in or from the reletting re-letting of the Premises as provided in Paragraph 21Premises, whether accruing before or after summary proceedings or other re-entry by Landlord. The In the case of every such use, application or retention of retention, Tenant shall, on demand, pay to Landlord the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is sum so used, applied or retained by which shall be added to the Security Deposit or shall deliver to Landlord for an amendment or replacement of such letter of credit, so that the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral same shall be replenished to its original former amount. If Tenant , and Tenant’s failure to do so shall fully and faithfully comply with all of the provisions be a material breach of this Lease, . The Security Deposit shall not be deemed a limitation on Landlord’s damages or a payment of liquidated damages or a payment of the Collateral, or any balance thereof, shall be returned to Tenant without interest after monthly Rent due for the expiration last month of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premisesof this Lease. In the absence event of evidence satisfactory to a transfer by Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same its title to the original Tenant, regardless of one or more assignments of Tenant’s Premises and its interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgageLease, Landlord shall have the right to transfer or assign the Collateral Security Deposit to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateraltitle and interest according to the terms of Exhibit F, and upon delivery of the Security Deposit to said transferee, Landlord shall thereby immediately be released by Tenant from all liability or obligation for the return of such Collateral Security Deposit; and Tenant shall agrees to look solely to such transferee or mortgagee for the return of said Security Deposit; and it is agreed that the Collateralprovisions hereof shall apply to every transfer of such title and interest. Tenant shall not assign or encumber or attempt to assign or encumber the monies deposited herein as the Security Deposit, and neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment or encumbrance. The Collateral Tenant shall not have the right, from time to time, to substitute as the Security Deposit (i) another unconditional irrevocable letter of credit in the amount of $1,000,000, substantially in the form of Exhibit F attached to this Lease, issued by a financial institution reasonably acceptable to Landlord, or (ii) cash or cash equivalents in the amount of $1,000,000. If Tenant delivers such other letter of credit, cash or cash equivalents to Landlord, Landlord shall surrender to Tenant the original (or any previously substituted) Security Deposit and shall cooperate reasonably with Tenant to facilitate such substitution. If Landlord from time to time holds any cash as all or any portion of the Security Deposit, Landlord shall deposit such cash in a separate, segregated interest-bearing money-market account identified as holding Tenant’s funds and shall pay all interest accruing on such account to Tenant at least annually. EXECUTED as a sealed instrument in two or more counterparts on the day and year first above written. LANDLORD: DEK PORTFOLIO LLC By: /s/ J▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: J▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title: Vice President TENANT: STRATUS COMPUTER, INC. By: /s/ B▇▇▇▇ ▇▇▇▇▇ Name: B▇▇▇▇ ▇▇▇▇▇ (please print or type) Title: Vice President (please print or type) A copy of Tenant’s corporate authorization for such execution is attached hereto. The following four (4) parcels of land situated in Maynard, Middlesex County, Massachusetts, commonly known as and numbered 1▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, bounded and described as follows: That certain parcel of land situate in Maynard in the County of Middlesex and Commonwealth of Massachusetts, bounded and described as follows: Southeasterly by Old Mill Road, two hundred forty-seven and 09/100 (247.09) feet; Southerly by lands now or formerly of May P. ▇▇▇▇ and H▇▇▇▇ and S▇▇▇▇, ten hundred seventy-six and 86/100 (1076.86) feet; Southwesterly by said H▇▇▇▇ & S▇▇▇▇ land, three hundred ninety-four and 50/100 (394.50) feet; Northwesterly by land now or formerly of Hermon H▇▇▇▇▇ ▇▇▇▇▇ et al Trs., six hundred three and 42/100 (603.42) feet; and Northeasterly by land now or formerly of said H▇▇▇▇ & S▇▇▇▇, eight hundred eighty five and 86/100 (885.86) feet. All of said boundaries are determined by the Court to be mortgagedlocated as shown on a plan drawn by W▇▇▇▇▇ Inc., assigned or encumbered Surveyors, dated April 30, 1964, as modified and approved by the Court filed in any manner whatsoever by Tenant without the prior written consent Land Registration Office, a copy of Landlorda portion of which is filed at the Middlesex South Registry District of the Land Court in Registration Book 731, Page 7, with Certificate of Title 120157 (Plan No. 33120A). So much of the land described above as lies within the limits of Old Mill Road as shown on said plan, is subject to the rights of all those lawfully entitled thereto, in and over the same.

Security Deposit. Tenant hereby deposits with Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”), as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s defaultThe Security Deposit, including, without limitation, any damage or deficiency in or from the reletting Letter of Credit Security Deposit, secures the performance of all of the Premises obligations of Tenant under the Lease, including, without limitation, the Additional Payment, the Agreed Termination Damages, the Reduced Damages Amount (as provided defined above), costs incurred in connection with Tenant’s failure to comply with Paragraph 213 above, and any amounts or property transfers that are the subject of a Disgorgement Demand. The use, application In no event shall the Security Deposit required under the Lease be reduced by or retention for Tenant and the last paragraph of Section 8.18 of the CollateralLease is hereby deleted. If this Lease terminates on the Early Termination Date pursuant to the provisions of Paragraph 2 of this Amendment, and if the Early Termination Date occurs on or before November 2, 2009, then, provided that Tenant has timely vacated and surrendered the Premises, has complied with its obligations under the Lease and provided further that as of March 31, 2010 (the “Security Deposit Retention Period”) there has not occurred an Insolvency Event or Disgorgement Demand, and Tenant so certifies to Landlord, then Landlord shall deliver the Letter of Credit Security Deposit to Tenant (net of amounts Landlord is entitled to deduct therefrom, if any). Without limiting the generality of any provision of the Lease, including without limitation Section 8.18, if an Insolvency Event or Disgorgement Demand shall occur, then Landlord may, but shall not be obligated to, draw on the Letter of Credit Security Deposit and hold the proceeds as commingled cash Security Deposit under Section 8.18 of the Lease for the performance by Tenant of its obligations under the Lease, including, without limitation for the payment of any amounts subject to a Disgorgement Demand, or apply the amount so drawn to pay any amounts due Landlord under the Lease. In no event shall Landlord be obligated to return to Tenant all or any portion thereof, by Landlord shall of any Security Deposit if an Insolvency Event should be pending or if a final non-appealable court order has not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended been entered which holds that Landlord shall not first be required has no obligation to proceed against return any funds or property that are the Collateralsubject of a Disgorgement Demand. Tenant agrees that the security deposit (the “610 Security Deposit”) under that certain lease dated as of October 29, 2007, as amended, between 610 Lincoln LLC and shall not operate Tenant for premises within the building known as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇▇ agrees ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ (the “610 Lease”) shall also serve to secure all of the obligations of Tenant under this Lease with respect to all amounts and property that in become the event subject of any such transfer or mortgagea Disgorgement Demand and that, if a Disgorgement Demand is made, Landlord shall have the right to transfer or assign the Collateral same rights with respect to the transferee 610 Security Deposit as Landlord has with respect to the Security Deposit under this Lease. After a final non-appealable court order has been entered which holds that Landlord has no obligation to return funds or mortgagee. Upon written acknowledgement property that were the subject of transferee’s or mortgagee’s receipt of such Collaterala Disgorgement Demand, Landlord shall thereby be released return the 610 Security Deposit (or portion thereof) received by Landlord under the preceding sentence, net of Landlord’s costs incurred in connection with such Disgorgement Demand, to the party entitled to the 610 Security Deposit under the 610 Lease. Tenant from has agreed with 610 Lincoln LLC in the 610 Lease that the Security Deposit hereunder shall also secure all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateralobligations of Tenant with respect to all amounts and property that become the subject of a “Disgorgement Demand” as defined under the 610 Lease. The Collateral In furtherance of foregoing, Tenant agrees that Landlord shall not be mortgagedentitled to draw upon the Letter of Credit Security Deposit and to turn over the proceeds and all or any other portion of the Security Deposit to 610 Lincoln LLC, assigned or encumbered in any manner whatsoever when directed by Tenant without 610 Lincoln LLC pursuant to its rights with respect to the prior written consent of LandlordSecurity Deposit under the 610 Lease.

Security Deposit. Section 35.1. Tenant hereby deposits has deposited with Landlord on the sum signing of $9,955.00 (hereinafter referred to this Lease the Security Deposit either in cash or by Letter of Credit as “Collateral”)provided in Section 35.2, as security for the prompt, full and faithful performance and observance by Tenant of each the terms, provisions and every provision conditions of this Lease and Lease. Tenant agrees that in the event of all obligations the occurrence of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any an Event of its obligations hereunderDefault, Landlord may use, apply or retain the whole or any part of any cash Security Deposit, or may draw the Collateral entire or a partial amount of the Letter of Credit and use, apply, or retain the whole or any part of such proceeds, as the case may be, to the extent required for the payment of (a) any rent Fixed Rent, Escalation Rent, or any other sums of money sum as to which Tenant may not have paid when dueis in default, (b) or for any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which that Landlord may expend or may be required to expend by reason of Tenant’s defaultthe Event of Default (including any damages or deficiency accrued before or after summary proceedings or other re-entry by Landlord). If Landlord applies or retains any portion or all of any cash Security Deposit or proceeds of the Letter of Credit, includingas the case may be, without limitationTenant shall forthwith restore the amount so applied or retained so that, at all times, the amount of the Security Deposit shall be the amount set forth on the Reference Page. Provided there is no uncured Event of Default, any damage or deficiency in or from the reletting balance of the Premises as provided in Paragraph 21. The use, application cash Security Deposit or retention proceeds of the Collateral, or any portion thereof, Letter of Credit held by Landlord shall and not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth aboveas above provided, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all any remaining Letter of the provisions of this Lease, the Collateral, or any balance thereofCredit, shall be returned to Tenant without interest within 30 days (or such longer period as shall be reasonable) after the Expiration Date and after delivery of possession of the entire Premises to Landlord in accordance with the terms of this Lease. Section 35.2. In lieu of a cash Security Deposit, Tenant may deliver to Landlord a clean, irrevocable and unconditional letter of credit (such letter of credit, and any replacement thereof as provided herein, is called a "Letter of Credit") issued and drawn upon any commercial bank approved by Landlord (which approval shall not be unreasonably withheld) which is a member of the United States Federal Reserve System with offices for banking purposes in the City of New York ("Issuing Bank"), which letter of credit shall have a term of not less than one year, be in form and content satisfactory to Landlord, be for the account of Landlord (and no other beneficiary) and be in the amount of the Security Deposit set forth in the Reference Page. The Letter of Credit shall provide that: (1) The Issuing Bank shall pay to Landlord or its duly authorized representative an amount up to the face amount of the Letter of Credit upon presentation of a copy of the Letter of Credit and a sight draft in the amount to be drawn; (2) The Letter of Credit shall be deemed to be automatically renewed, without amendment, for consecutive periods of one year each during the Term, unless the Issuing Bank sends written notice (the "Non-Renewal Notice") to Landlord by certified or registered mail, return receipt requested, at least thirty (30) days prior to the expiration date of the Letter of Credit, to the effect that it elects not to have such Letter of Credit renewed; (3) The expiration date of the Letter of Credit delivered in respect of the last year of the Term or upon shall have an expiration date of not earlier than sixty (60) days after the Fixed Expiration Date; and (4) The Letter of Credit shall be transferable by Landlord as provided in Section 35.5. Section 35.3. Simultaneously with the delivery of the first Letter of Credit to Landlord, Tenant shall deliver to Landlord a \DMS\KWS\40736.5 -77- letter from the Issuing Bank confirming that the Issuing Bank will honor any later date after which T▇▇▇▇▇ has vacated the Premisesdemand for payment made by Landlord in accordance with this Article 35. In the absence event that any replacement Letter of evidence satisfactory Credit is drawn on a bank other than the original Issuing Bank, Tenant shall deliver a similar letter of confirmation from such new Issuing Bank, together with or prior to the delivery of the replacement Letter of Credit. Section 35.4. Landlord, after receipt of the Non-Renewal Notice, shall have the right to draw the entire amount of the Letter of Credit and to hold the proceeds as a cash Security Deposit pursuant to the terms of this Article 35. Landlord shall release such proceeds to Tenant upon delivery to Landlord of any permitted assignment a replacement Letter of Credit complying with the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateralterms hereof. Section 35.5. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer the sale or mortgagelease of the Building or the Real Property, Landlord shall have the right to transfer the cash Security Deposit or assign Letter of Credit, as the Collateral case may be, to the transferee purchaser or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collaterallessee, and Landlord shall thereby thereupon be released by Tenant from all liability or obligation for the return of such Collateral and cash Security Deposit or Letter of Credit. In such event, Tenant shall agrees to look solely to such transferee or mortgagee the new Landlord for the return of said cash Security Deposit or Letter of Credit. It is agreed that the Collateralprovisions hereof shall apply to every transfer or assignment made of the cash Security Deposit or Letter of Credit to a new Landlord. The Collateral Tenant shall execute such documents as may be necessary to accomplish such transfer or assignment of the Letter of Credit. Section 35.6. Tenant covenants that it will not assign or encumber, or attempt to assign or encumber, the cash Security Deposit or Letter of Credit deposited hereunder, and that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment, or attempted encumbrance. In the event that any bankruptcy, insolvency, reorganization or other debtor-creditor proceedings shall be instituted by or against Tenant, its successors or assigns, or any guarantor of Tenant hereunder, the security shall be deemed to be applied to the payment of the Fixed Rent and Additional Rent due Landlord for periods prior to the institution of such proceedings and the balance, if any, may be retained by Landlord in partial satisfaction of Landlord's damages. In the event that any bankruptcy, insolvency, reorganization or other debtor-creditor proceedings shall be instituted by or against Tenant, its successors or assigns, or any guarantor of Tenant hereunder, the security shall be deemed to be applied to the payment of the Fixed Rent and Additional Rent due Landlord for periods prior to the institution of such proceedings and the balance, if any, may be retained by Landlord in partial satisfaction of Landlord's damages. Section 35.7. If the Security Deposit shall be in cash, Landlord shall deposit the Security Deposit into an interest bearing account at a banking organization selected by Landlord. All interest and/or dividends, if any, accruing on the Security Deposit, less a 1% per annum charge for administrative expense, shall be added to, held and included within the term Security Deposit and, provided that no Event of Default shall occur and be continuing, shall accrue to the account of Tenant. Landlord shall not be mortgaged, assigned or encumbered in required to credit Tenant with any manner whatsoever by Tenant without interest for any period during which Landlord does not receive interest on the prior written consent of LandlordSecurity Deposit.

Security Deposit. Tenant hereby deposits has this day deposited with Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”), as security Security Deposit for the promptpayment of the Fixed Rent, Additional Rent, and other charges hereunder and the full and faithful performance by Tenant of each the covenants and every provision conditions on the part of Tenant to be performed. Tenant, in lieu of cash, may deliver to Landlord, as the Security Deposit, an irrevocable negotiable letter of credit (the "Letter of Credit") by and drawn on a bank or trust company reasonably approved by Landlord, in form and content acceptable to Landlord for its account in the amount of the Security Deposit. The expiration date of the Letter of Credit shall be the sixtieth (60th) day after the Expiration Date. Upon Landlord's demand, Tenant, at its expense, shall revise the Letter of Credit by changing the beneficiary thereunder to whomever Landlord or its managing agent may designate from time to time. Tenant shall deliver the revised Letter of Credit naming the new beneficiary within thirty (30) days after Landlord requests delivery of same. Failure to deliver such revised Letter of Credit within the aforementioned thirty (30) day period shall be a breach of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the CollateralLease, and Landlord shall have the right to commingle the Collateral with Landlord’s right, among other funds. If Tenant fails to perform any of its obligations remedies provided hereunder, Landlord may useto present the existing Letter of Credit for payment in full, draw thereon, and either to apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf proceeds thereof in accordance with the provisions this Paragraph, or to assign such proceeds to any Building purchaser of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21Landlord. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, Security Deposit shall be returned to Tenant without Tenant, with interest if cash, after the expiration of the Term hereof, provided that Tenant has fully and faithfully performed all such covenants and conditions and is not in arrears in Fixed Rent, Additional Rent, and other charges. During the Term hereof, Landlord may, if Landlord so elects, have recourse to such security, to make good any default by Tenant, in which event Tenant shall, on demand, promptly restore said security to its original amount. Liability to repay said security to Tenant shall run with the reversion and title to the Demised Premises, whether any change in ownership thereof be by voluntary alienation or upon any later date after which T▇▇▇▇▇ has vacated as the Premises. In the absence result of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateraljudicial sale, foreclosure, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateralother proceedings, or the remaining balance thereof to exercise of a right of taking or entry by any mortgagee. Landlord shall assign or transfer said security, for the original benefit of Tenant, Landlord to any subsequent owner or holder of the reversion or title to Demised Premises, in which case the assignee shall become liable for the repayment thereof as herein provided, and the assignor shall be completely relieved of liability under this Paragraph 24 or otherwise with respect deemed to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the to return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return security. Subparagraph 1X of the CollateralPreamble provides for reductions in the amount of the Security Deposit in certain stages throughout the Term. The Collateral These reductions shall only take place if, at the scheduled time for a reduction, Tenant is not in default under this Lease beyond any applicable notice and grace period pursuant to Paragraph 13. If Tenant fails to meet this requirement, the amount of the Security Deposit shall not be mortgagedreduced, assigned or encumbered but shall remain at its existing level for an additional three (3) years, at which time the foregoing requirement shall once again apply to a reduction to the next-lower amount stipulated in any manner whatsoever by Tenant without the prior written consent of LandlordPreamble.

Security Deposit. Unless Tenant hereby deposits has made the LC Election pursuant to Section 3.2, Tenant shall pay to and deposit with Landlord an amount equal to three and (3) monthly payments of Base Rent as of the sum of $9,955.00 Commencement Date (hereinafter referred subject to increase as “Collateral”), described in this Section 3.1) as security (the “Security Deposit”) for the prompt, full and faithful performance by Tenant of each and every provision term, provision, covenant and condition of this Lease. The Security Deposit shall be paid by Tenant and deposited with Landlord in three (3) equal monthly installments, with the first (1st) installment due on or prior to the Commencement Date, the second (2nd) installment due on or prior to the first (1st) Business Day of the sixth (6th) calendar month of the Term, and third (3rd) installment due on the first (1st) Business Day of the ninth (9th) calendar month of the Term. 3.1.1 The Security Deposit shall not be deemed an advance payment of Rent or a measure of Landlord’s damages for any default under this Lease by Tenant, nor shall it be a bar or defense to any action that Landlord may at any time commence against Tenant. The Security Deposit shall be the property of Landlord and it may commingle the Security Deposit with other assets of Landlord, and Tenant shall not be entitled to any interest on the Security Deposit. 3.1.2 Upon the occurrence of any Event of Default, Landlord, at its option and in such order as Landlord in its sole discretion may determine, may apply the Security Deposit to any (a) obligation of Tenant under this Lease, or (b) Losses that Landlord may incur in connection with, or related to, this Lease, or any Event of Default under this Lease, whether such obligation or Loss accrues before or after the Event of Default. 3.1.3 If Landlord sells or transfers the Premises or Landlord ceases to have an interest in the Premises, Landlord may remit any unapplied part of the Security Deposit to the successor owner of the Premises, and from and after such payment or transfer, Landlord shall be relieved of all liability with respect thereto. In the case of any partial transfer or cessation, Landlord may transfer such portion of the Security Deposit as Landlord allocates to such part of the Premises, in its reasonable discretion, and from and after such partial transfer or cessation, Landlord shall be relieved of all liability only with respect to such portion of the Security Deposit so transferred. 3.1.4 If Landlord applies the Security Deposit (or any portion thereof), Tenant shall replenish the Security Deposit in full within five (5) Business Days after demand by Landlord, by paying to Landlord the amount of the Security Deposit as so applied. The amount of the Security Deposit is also subject to adjustment from time to time pursuant to the provisions of Sections 6.12.1. 3.1.5 If no Event of Default has occurred and is continuing under this Lease and Tenant has fully performed and satisfied all of its obligations under this Lease, then Landlord shall pay the Security Deposit, or remaining unapplied portion thereof, to Tenant within sixty (60) days after the expiration or earlier termination of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part surrender of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Premises to Landlord on Tenant’s behalf in accordance with the provisions terms of this Lease. 3.1.6 If the Base Rent is reduced pursuant to Sections 6.15, and/or (c) any sum which Landlord may expend 6.16, 11.4, 11.5, 12.3 or be required to expend by reason of Tenant’s default12.4 hereof, including, without limitation, any damage or deficiency in or from then the reletting amount of the Premises as provided in Paragraph 21. The use, application or retention Security Deposit required hereunder shall be reduced by the applicable amount of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate reduction in monthly payments of Base Rent as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion result of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest reduction in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of LandlordBase Rent payable hereunder.

Security Deposit. It is understood that upon the execution of this Lease, Tenant hereby deposits with Landlord shall have provided the letter of credit, as described below, for the sum of $9,955.00 (hereinafter referred to as “Collateral”), the Security Deposit as security for the prompt, full and faithful performance and observance by Tenant of each the terms, conditions, provisions and every provision covenants of this Lease, it being further understood however, that the Security Deposit is not to be considered prepaid Rent. Notwithstanding the immediately preceding sentence to the contrary, provided Rent for the first full month of the initial Term for which Rent is due shall have been paid by Tenant upon the execution of this Lease, Tenant shall have until the 30th day after execution of this Lease to provide the letter of credit contemplated in this Section, failing which, Tenant shall be deemed in default of the payment of Rent and, notwithstanding Section 15.5 of this Lease, “Grace Period.”, without further notice or cure period, Landlord may exercise any or all of Landlord’s rights available under the Lease, at law or in equity, including, without limitation, Landlord’s rights to declare the Lease terminated, enter and repossess the Premises and seek recovery of all obligations Landlord’s costs and damages from Tenant. The Security Deposit shall be in the form of Tenant a clean irrevocable letter of credit from an Approved Financial Institution (as described below in this paragraph) in the amount set forth in Article 1.0, “REFERENCE DATA”, for the defined term “Security Deposit:”. The letter of credit and any replacement thereof shall be in a form satisfactory to Landlord, shall be for a minimum of one year and thereafter renew automatically as set forth below and shall include a right of assignment to any successor to Landlord's interests hereunder. No interest Such letter of credit, and any replacement thereof, shall be paid drawn on Bank of America or other reputable financial institution qualified to do business in and having an office in Massachusetts and approved by Landlord from time to time (an "Approved Financial Institution"). In the event of a material adverse change in the financial position of any Approved Financial Institution on which any then-outstanding letter of credit is drawn, Landlord reserves the right to require Tenant to replace the then-outstanding letter of credit with a like letter of credit from another Approved Financial Institution within 10 days of notice from Landlord to Tenant exercising such right of Landlord. If the Approved Financial Institution on which any then-outstanding letter of credit is drawn is declared insolvent or placed into conservatorship or receivership, Tenant shall immediately notify Landlord and, within 10 days of such declaration of insolvency or placement into conservatorship or receivership, replace the Collateralthen-outstanding letter of credit with a like letter of credit from another Approved Financial Institution; provided however that in the event Tenant has not within such 10 days replaced the then-outstanding letter of credit with a like letter of credit from another Approved Financial Institution, Tenant shall have deposited cash with Landlord in the amount of the Security Deposit and Landlord shall have the right but not the obligation to commingle obtain a letter of credit in Tenant’s name and on Tenant’s behalf as contemplated in the Collateral with last sentence of this grammatical paragraph, including, without limitation, Landlord’s right to collect from Tenant reimbursement Landlord’s expenses. The original letter of credit and all replacements thereof shall contain a clause whereby the issuing Approved Financial Institution agrees to automatically extend the term of the applicable letter of credit for one year periods throughout the Term and for a period of ninety (90) days after the expiration of the Term, unless, not less than sixty (60) days prior to the date on which the applicable letter of credit would expire absent such extension, Landlord receives notice of non-extension from the issuing Approved Financial Institution by FedEx, UPS or other fundssuch nationally known reputable overnight courier service. If In the event of any such notice of non-extension, Tenant shall, not later than thirty (30) days prior to the date on which the then-outstanding letter shall expire, replace the then-outstanding letter of credit with a like letter of credit from another Approved Financial Institution. In any event Tenant fails to perform replace any letter of its obligations hereundercredit as contemplated in this Section, Landlord may usedo so in Tenant's name and on Tenant’s behalf, apply and Tenant shall, within 10 days after written notice from Landlord, reimburse Landlord, as Additional Rent, for all of Landlord’s expenses incurred in doing so, including, without limitation, Landlord's reasonable legal, professional, administrative, managerial expenses and all other expenses (which expenses may include, without limitation, hourly fees for administrative and management personnel and an allocation for overhead and profit) related to enforcing Landlord’s rights hereunder and or retain obtaining any such replacement letter of credit. Upon the whole occurrence of any default of Tenant, and the passage of any notice and cure periods without a full cure of such default, including, without limitation, Tenant’s failure to replace any letter of credit as contemplated in this Section (provided that, notwithstanding anything to the contrary elsewhere in the Lease, with respect to any failure of Tenant to replace any letter of credit there shall be no notice or cure period), Landlord may, at Landlord’s election, draw the full amount or any part of any then-outstanding letter of credit, and hold, use and apply the Collateral proceeds thereof as provided for the payment in this Section. Landlord may elect to use such proceeds (or any excess proceeds after application) to obtain from another Approved Financial Institution a replacement letter of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord credit in Tenant's name and on Tenant’s behalf and in accordance with such event Tenant shall, within 10 days after written notice from Landlord, reimburse Landlord, as Additional Rent, for all of Landlord’s expenses (as provided for in the provisions immediately preceding paragraph) incurred in enforcing Landlord’s rights hereunder and or in obtaining such replacement letter of credit. From and after the time Landlord shall have drawn all or any portion of the proceeds of any letter of credit, if and to the extent Landlord elects not to obtain a replacement letter of credit, Landlord shall have the right from time to time, without prejudice to any other right or remedy available to Landlord, to apply such proceeds, or any part thereof, to any default in the payment of Rent or any other sum as to which Tenant is in default under this Lease, and/or (c) Lease or for any sum which Landlord may expend or may be required to expend by reason of Tenant’s default's default with respect to this Lease or to any other damages incurred by Landlord arising from or related to any then existing or subsequently occurring default of Tenant, including, without limitation, any damage or deficiency in or from amount for which Tenant is liable under the reletting Article contained herein entitled “DEFAULT”. In lieu of obtaining a replacement letter of credit, Landlord may hold the proceeds of the Premises letter of credit as a cash Security Deposit in which event Landlord shall have the same rights and remedies with respect to the cash Security Deposit as Landlord shall have with respect to the letter of credit. In no event shall Tenant be entitled to any interest on the proceeds of any letter of credit drawn upon by Landlord nor shall such proceeds be deemed prepaid Rent. In no event shall the proceeds of any letter of credit drawn upon by Landlord be construed as liquidated damages for any default or breach of any term, condition, provision and covenant of this Lease nor shall Landlord be required, because of such proceeds, to waive any right of Landlord to terminate this Lease as provided in Paragraph 21for under the Article contained herein entitled “DEFAULT”. The useIn the event Landlord uses, application applies or retention retains any part or all of the Collateral, or proceeds of any portion thereof, letter of credit drawn upon by Landlord shall not prevent Landlord from exercising any other right or remedy provided by if and as required elsewhere under this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is usedLease, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agreesTenant shall, within ten (10) days after written notice from Landlord and at Landlord’s election, deposit with Landlord such sums of money or provide such additional letter of credit or amend any then-outstanding letter of credit or any combination of the written demand therefor forgoing as Landlord may from time to time direct as necessary to bring the total amount of any then-outstanding letter of credit plus any cash deposit held by Landlord in lieu of letter of credit to a sum equal to the amount set forth in Article 1.0, “REFERENCE DATA”, for the defined term “Security Deposit:”. Provided Tenant is made by Landlord, to deposit cash not then in default under this Lease and no condition exists which with the Landlord in an amount sufficient to restore passage of time or the Collateral to its original amount. If Tenant shall fully and faithfully comply with all giving of the provisions of notice would constitute a default under this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord this Lease and surrender of any permitted assignment possession of the right Premises by Tenant to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original TenantLandlord, Landlord shall be completely relieved return to Tenant any then-outstanding letter of liability credit or, as the case may be, return to Tenant without interest any proceeds of any letter of credit drawn upon by Landlord or whatever portion of such proceeds may remain after any permitted use or application of such proceeds. If Landlord conveys Landlord's interest under this Paragraph 24 or otherwise with respect to Lease, the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event proceeds (or, if not drawn upon, any letter of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt credit) of such Collaterala letter of credit or any part thereof not previously applied, shall be turned over by Landlord to Landlord's grantee, and, when actually turned over, Tenant agrees to look solely to such grantee for proper application of the proceeds herewith. The holder of a mortgage shall thereby not be released by responsible to Tenant from all liability or obligation for the return of any letter of credit or application of any proceeds of any letter of credit, whether or not such Collateral and Tenant holder succeeds to the position of Landlord hereunder, unless such proceeds or letter of credit shall look solely to have actually been received by such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlordholder.

Security Deposit. Landlord hereby acknowledges receipt from Tenant hereby deposits with Landlord of the sum of One Thousand Twenty Dollars and 00/100 ($9,955.00 (hereinafter referred to as “Collateral”1020.00), paid prior hereto, to be held as security for the prompt, full and faithful performance by the Tenant of each the covenants, conditions, rules and every provision of this Lease and of all obligations of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21regulations contained herein. The use, application or retention of the CollateralSecurity Deposit, or any portion thereof, may be withheld for unpaid rent, damage due to breach of Lease or for damage to the Premises by the Tenant, Tenant's family, agents, employees, guests or invitees in excess of ordinary wear and tear to the leased premises, common areas, major appliances and furnishings owned by us It is understood and agreed, however, that irrespective of said Security Deposit, rent shall be paid when due, in accordance with the terms hereof. The tenant shall have the right to be present when Landlord inspects the Premises after the Tenant quits and surrenders the Premises, if the Tenant notifies the Landlord by certified mail of the Tenant's intention to move, the date of moving, and the Tenant's new address. The notice of attendance at inspection to be furnished by the Tenant shall be mailed to the Landlord at least fifteen (15) days prior to the date of moving. Upon receipt of the notice, the Landlord shall not prevent Landlord from exercising any other right or remedy provided notify the Tenant by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion certified mail of the Collateral is used, applied time and date when the Premises are to be inspected. The date of the inspection shall occur within five (5) days before or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten five (5) days after the written demand therefor is made date of moving, as designated in the Tenant's notice. In the event of a sale of the Premises by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral Security Deposit to the transferee vendee, or mortgagee. Upon written acknowledgement of other transferee’s or mortgagee’s receipt of such Collateral, and Landlord shall thereby be considered released by Tenant from for all liability or obligation for the return of such Collateral Security Deposit and Tenant shall look to Landlord's transferee solely to such transferee or mortgagee for the return of said Security Deposit. It is agreed that this shall apply to every transfer or assignment made of the CollateralSecurity Deposit to any such transferee. The Collateral Security Deposit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord and any attempt to do so without such consent shall be void. Upon vacating the premises, should there be a balance left owing to the Landlord, collection procedures would start immediately. All costs of collection are assumed by the Tenant including, but not limited to attorney and collection fees. If Tenant does not take occupancy of said premises for any other reason other than the unit not being ready for occupancy, security deposit will be withheld to cover that month’s rent of unoccupied unit. Tenant will also be responsible for the rent of said unit until Landlord can re-rent unit.

Security Deposit. Tenant hereby deposits OPTION 1: Lessee agrees to pay a _$400 LeaseTerm Fee_ or OPTION 2: Lessee agrees to one’s month’s rent refundable security deposit with Landlord the sum Lessor before taking possession of $9,955.00 (hereinafter referred to as “Collateral”), unit as security for Lessee’s fulfillment of the prompt, full and faithful performance by Tenant of each and every provision conditions of this agreement. Lessee’s security deposit will be deposited by Lessor into a bank that is subject to regulation by the US Government. Deposit will be returned to Lessee (minus a fee to clean carpets by a professional hired by the Lessor) to the address provided by Lessee within a reasonable time after unit is vacated if: a) Lease term has expired or agreement has been terminated by both parties; and b) All monies due Lessor by Lessee have been paid; and c) Unit is not damaged and is left in its original condition, beyond normal wear and tear; and d) Compliance with all covenants of the attached Security Deposit Policy. Deposit may be applied by Lessor to satisfy all obligations or part of Tenant hereunderLessee’s obligation and such act shall not prevent Lessor from claiming damages in excess of the deposit. No interest shall Lessee agrees not to apply the deposit to any rent payment. A move out inspection will be paid performed by Lessor during normal business hours to Tenant establish the condition of the premises: a) After the Lessee has completely vacated the premises; and b) Is ready to surrender possession; and c) Returns all means of access to the premises (keys, gate cards, etc.). Lessee’s failure to attend a mutually agreed upon move-out inspection waives the Lessee’s right to contest any damages found by the Lessor as a result of the move-out inspection. The mutually agreed upon inspection must occur either on the Collateral, and Landlord shall have day the Lessee completely vacates the premises. Lessee waives the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform a mutually agreed upon inspection for any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (following: a) any rent or other sums of money which Tenant may not have paid when due, (Vacating the premises without giving a written notice. b) any sum expended by Landlord on Tenant’s behalf in accordance with Abandoning the provisions of this Lease, and/or (premises. c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or Being judicially removed from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law (it premises. d) Failing to contact Lessor after being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment given notice of the right to receive a mutual inspection. e) Failing to appear at the Collateral, or arranged time of the remaining balance thereof, Landlord may return the same inspection f) Not requesting a mutual inspection after having been given notice. g) Being otherwise inaccessible to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgage, Landlord shall have the right to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of LandlordLessor.

Security Deposit. Tenant hereby deposits Subtenant agrees that a security deposit in conformance with Landlord this Section 22 will be paid or delivered to Sublandlord prior to the sum commencement of the Term of this Sublease and that a security deposit in conformance with this Section 22 shall be maintained during the Term of this Sublease. (a) A security deposit in the amount of Two Million Ninety-Eight Thousand Seventy-Two Dollars ($9,955.00 2,098,072.00) shall be delivered to Sublandlord contemporaneously with the execution of this Sublease. Subtenant shall have the option to pay all or any portion (hereinafter referred or no portion) of said security deposit in cash, and the balance by delivery of an Irrevocable Standby Letter of Credit, payable to as “Collateral”Sublandlord. Any Letter of Credit furnished by Subtenant hereunder shall be issued by a United States bank reasonably approved by Sublandlord, be payable by sight draft and otherwise in form reasonably acceptable to Sublandlord, and shall have a term at least equal in length to the term of this Sublease (or, if the Letter of Credit is for a term shorter than the term of this Sublease and such Letter of Credit is not extended or renewed, or if a replacement Letter of Credit is not furnished, at least thirty (30) days prior to its then expiration date, Sublandlord shall have the unconditional right to draw upon the Letter of Credit in full, in which event the security deposit hereunder shall become an all cash deposit), . Sublandlord shall hold any cash portion of said security deposit hereunder and any Letter of Credit delivered hereunder throughout the Term of this Sublease as security for the prompt, full and faithful performance by Tenant of each and every provision of this Lease and Subtenant of all obligations of Tenant to be performed by Subtenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord Sublandlord shall have the right from time to commingle the Collateral with Landlord’s time without prejudice to any other funds. If Tenant fails remedy Sublandlord shall have (i) to perform any apply such cash portion of its obligations hereundersaid security deposit, Landlord may use, apply or retain the whole or any part thereof, to Sublandlord's damages arising from any default on the part of Subtenant which remains uncured after the Collateral for expiration of any applicable notice and cure period, and (ii) if the payment cash portion, if any, of (a) said security deposit shall not be sufficient to pay Sublandlord's damages arising from any rent or other sums default on the part of money which Tenant may not have paid when dueSubtenant after the expiration of any applicable notice and cure period, (b) any sum expended to draw on said Letter of Credit by Landlord sight draft and apply the cash proceeds thereof to Sublandlord's damages arising from such default on Tenant’s behalf in accordance with the provisions part of this Lease, and/or (c) any sum which Landlord may expend or be required to expend by reason of Tenant’s default, including, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21Subtenant. The use, application or retention of the Collateral, If Sublandlord applies all or any portion thereof, by Landlord shall not prevent Landlord from exercising of any other right or remedy provided by this Lease or by law (it being intended that Landlord shall not first be required to proceed against the Collateral) and shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled. If any cash portion of the Collateral is usedsaid security deposit in accordance herewith, applied or retained by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, Subtenant shall within ten fifteen (15) days after the written demand therefor is made by Landlord, notice from Sublandlord deliver cash to deposit cash with the Landlord Sublandlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all such cash portion of the provisions security deposit to the amount of such cash portion of the security deposit prior to such application, and if Sublandlord draws on the Letter of Credit and applies the cash proceeds thereof in accordance herewith, Subtenant shall within fifteen (15) days after notice from Sublandlord either restore the Letter of Credit to the amount of such Letter of Credit prior to such draw or provide an equivalent cash deposit . While Sublandlord holds any cash security deposit hereunder, Sublandlord shall deposit such cash in an interest-bearing account and, provided Subtenant is not then in default under this Lease, the Collateral, or any balance thereof, shall be returned to Tenant without interest Sublease after the expiration of any notice, grace or cure period, Sublandlord shall pay such interest to Subtenant annually. (b) The security deposit described in Subsection 22(a) above shall be reduced to a cash security deposit in an amount equal to one (1) month's installment of Base Rent hereunder, as the Term or upon same shall be in effect from time to time, and thereafter Subtenant shall maintain a cash security deposit in such amount from time to time with Sublandlord, from and after the date that any later date after which T▇▇▇▇▇ has vacated the Premises. In the absence of evidence satisfactory to Landlord of any permitted assignment of the right following shall occur: (i) Subtenant shall have achieved a rating of A- or better from Standard & Poors or any successor thereto; (ii) Subtenant shall have assigned all of its right, title and interest as subtenant hereunder to receive the Collateral, or of the remaining balance thereof, Landlord may return the same to the original Tenant, regardless of one or more assignments of Tenant’s interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise with respect to the Collateral. Tenant acknowledges that L▇Church & ▇▇▇▇▇▇ has the right to transfer or mortgage its interest in the Land Co., Inc. and the Building and in this Lease and TChurch & ▇▇▇▇▇▇ agrees that Co., Inc. shall have assumed in writing all of Subtenant's obligations hereunder; or (iii) Church & ▇▇▇▇▇▇ Co., Inc. shall have executed and delivered to Sublandlord a guaranty in the form attached hereto as Exhibit D. In the event that the security deposit hereunder shall be reduced in accordance with the preceding sentence, Sublandlord shall promptly return to Subtenant any cash security deposit then held by Sublandlord under Subsection 22(a) above in excess of the cash security deposit required under this Subsection 22(b), and if Sublandlord shall not then be holding a cash security deposit in an amount required under this Subsection 22(b), Subtenant shall deposit with Sublandlord cash in the amount of the security deposit required under this Subsection 22(b). Contemporaneously with the delivery (or retention by Sublandlord, as the case may be) of a cash security deposit in conformance with this Subsection 22(b), Sublandlord shall return to Subtenant any Letter of Credit delivered by Subtenant and then held by Sublandlord pursuant to Subsection 22(a) hereof. While Sublandlord holds the cash security deposit under this Subsection 22(b), Sublandlord shall deposit such cash in an interest-bearing account and, provided Subtenant is not then in default under this Sublease after the expiration of any notice, grace or cure period, Sublandlord shall pay such transfer or mortgage, Landlord shall have the right interest to transfer or assign the Collateral to the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral and Tenant shall look solely to such transferee or mortgagee for the return of the Collateral. The Collateral shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of LandlordSubtenant annually.

Security Deposit. A. Tenant hereby deposits concurrently with Landlord the sum of $9,955.00 (hereinafter referred to as “Collateral”), as security for the prompt, full and faithful performance by Tenant of each and every provision execution of this Lease shall provide a letter of credit (the "Letter of Credit") to Landlord in the amount of the Security Deposit, which Letter of Credit shall be substantially in the form of Exhibit C attached to this Lease. --------- B. The Letter of Credit, among other provisions, (i) shall be issued by a commercial bank reasonably satisfactory to Landlord ("Issuer"); (ii) shall be payable in the City of San Francisco or the City of San ▇▇▇▇, (iii) shall be an unconditional and irrevocable letter of all obligations credit; (iv) shall be freely transferable by Landlord, (v) shall be automatically renewed for successive one year periods; (v) shall provide that it is governed by the Uniform Customs and Practice for Documentary Credits (1993 revisions), International Chamber of Commerce Publication No. 500 and (vi) shall be kept in effect during the entire term of the Lease plus a period of ninety (90) days thereafter. Landlord may only draw upon the Letter of Credit (i) upon a Default (as defined in Section 14 hereof), or (ii) as provided in the Letter of Credit, if the Letter of Credit is not renewed as required under this Lease. C. The Letter of Credit may be applied by Landlord to cure, in whole or part, any Default of Tenant hereunder. No interest shall be paid to Tenant on the Collateral, and Landlord shall have the right to commingle the Collateral with Landlord’s other funds. If Tenant fails to perform any of its obligations hereunder, Landlord may use, apply or retain the whole or any part of the Collateral for the payment of (a) any rent or other sums of money which Tenant may not have paid when due, (b) any sum expended by Landlord on Tenant’s behalf in accordance with the provisions of under this Lease, and/or and upon notice by Landlord of such application, Tenant shall replenish the Security Deposit in full by paying to Landlord within ten (c10) any sum which Landlord may expend or be required to expend by reason days of demand the amount so applied. Landlord's application of the Security Deposit shall not constitute a waiver of Tenant’s default's Default to the extent that the Security Deposit does not fully compensate Landlord for all losses, includingdamages, without limitation, any damage or deficiency in or from the reletting of the Premises as provided in Paragraph 21. The use, application or retention of the Collateral, or any portion thereof, costs and expenses incurred by Landlord in connection with such Default and shall not prevent Landlord from exercising prejudice any other right rights or remedy provided by remedies available to Landlord under this Lease or by law (it being intended that Law. If converted to cash, Landlord shall not first be required pay any interest on the Security Deposit or to proceed against keep the Collateral) and Security Deposit separate from its general accounts. The Security Deposit shall not operate as be deemed an advance payment of Rent or a limitation on measure of damages for any recovery to which Landlord may otherwise be entitled. If any portion of the Collateral is used, applied or retained Default by Landlord for the purposes set forth above, T▇▇▇▇▇ agrees, within ten days after the written demand therefor is made by Landlord, to deposit cash with the Landlord in an amount sufficient to restore the Collateral to its original amount. If Tenant shall fully and faithfully comply with all of the provisions of under this Lease, the Collateral, nor shall it be a bar or defense of any balance thereof, shall be returned to Tenant without interest after the expiration of the Term or upon action that Landlord may at any later date after which T▇▇▇▇▇ has vacated the Premisestime commence against Tenant. In the absence of evidence satisfactory to Landlord of any permitted an assignment of the right to receive the Collateral, Security Deposit or of the remaining balance thereof, Landlord may return the same Security Deposit to the original Tenant, regardless of one or more assignments of Tenant’s this Lease. Upon the transfer of Landlord's interest in this Lease or the Collateral. In such event, upon the return of the Collateral, or the remaining balance thereof to the original Tenant, Landlord shall be completely relieved of liability under this Paragraph 24 or otherwise Lease, Landlord's obligation to Tenant with respect to the CollateralSecurity Deposit shall terminate upon transfer to the transferee of the Security Deposit, or any balance thereof. If Tenant shall fully and faithfully comply with all the terms, provisions, covenants, and conditions of this Lease, the Security Deposit, or any balance thereof, shall be returned to Tenant within thirty (30) days after Landlord recovers possession of the Premises or such longer time as may be permissible under Law. Tenant acknowledges hereby waives any and all rights of Tenant under the provisions of Section 1950.7 of the California Civil Code or other Law regarding security deposits. D. Subject to subsection (G) below, provided that L▇▇▇▇▇▇▇ Tenant has the right to transfer or mortgage its interest in the Land and the Building and in this Lease and T▇▇▇▇▇ agrees that in the event of any such transfer or mortgagenot committed a Default hereunder, Landlord Tenant shall have the right to transfer or assign reduce the Collateral to Letter of Credit in the transferee or mortgagee. Upon written acknowledgement of transferee’s or mortgagee’s receipt of such Collateral, Landlord shall thereby be released by Tenant from all liability or obligation for the return of such Collateral following amounts and Tenant shall look solely to such transferee or mortgagee for the return as of the Collateralfollowing dates, by following the procedure provided in subsection (F) below: (i) As of the date that is the first day of the seventh (7/th/) month after the IPO Date (as defined in this paragraph), the Letter of Credit may be reduced to $17,414,093. The Collateral "IPO Date" shall not be mortgagedmean the later of the Commencement Date and the date of any initial public offering of shares of Tenant on the New York Stock Exchange, assigned the American Stock Exchange or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord.NASDAQ Exchange;