0001193125-10-015777 Sample Contracts

GLASSHOUSE TECHNOLOGIES, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design • Delaware

This Indemnification Agreement (“Agreement”) is made as of by and between GlassHouse Technologies, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).

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GLASSHOUSE TECHNOLOGIES, INC. Executive Retention Agreement
Executive Retention Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design • Massachusetts

This Executive Retention Agreement (this “Agreement”) is made and entered into effective as of March 1, 2004 (the “Effective Date”), by and between Mark Shirman (the “Employee”) and GlassHouse Technologies, Inc, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 1 below.

GLASSHOUSE TECHNOLOGIES, INC. Employment Agreement
Employment Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design • Delaware

In consideration of my employment or continued employment, as the case may be, by Glass House Technologies, Inc. (the “Company”), and the grant of options to purchase shares of common stock, par value $.001 (“Common Stock”), of the Company, I, the undersigned employee, hereby agree with the Company as follows:

AMENDMENT NO. 01 TO FIRST AMENDED AND RESTATED SECURED PROMISSORY NOTE
Secured Promissory Note • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design

This AMENDMENT NO. 01 this (“Amendment 01”) is entered into as of June 1, 2009 by LIGHTHOUSE CAPITAL PARTNERS V, L.P. (“Lender”) and GLASSHOUSE TECHNOLOGIES, INC., a Delaware corporation (“Borrower”) with reference to the following:

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design • California

THIS LOAN AND SECURITY AGREEMENT NO. 4091 (this “Agreement”) is entered into as of June 30, 2004, by and between LIGHTHOUSE CAPITAL PARTNERS V, L.P. (“Lender”) and GLASSHOUSE TECHNOLOGIES, INC., a Delaware corporation (“Borrower”) and sets forth the terms and conditions upon which Lender will lend and Borrower will repay money. In consideration of the mutual covenants herein contained, the parties agree as follows:

SUBLEASE AGREEMENT
Sublease Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design

This SUBLEASE AGREEMENT (this “Sublease”) is made as of October 30, 2002 by and between NMS Communications Corporation (f/k/a NATURAL MICROSYSTEMS CORPORATION), a Delaware corporation (“Sublandlord”) and Glasshouse Technologies, Inc., a Delaware corporation and having a current address of 1671 Worcester Road, 4th Floor, Framingham, MA 01701 (“Subtenant”).

June 14, 2007 Ms. Linda Krysieniel, Facilities and Travel Manager NMS Communications Corporation
GlassHouse Technologies Inc • January 28th, 2010 • Services-computer integrated systems design
GLASSHOUSE TECHNOLOGIES, INC.
Option Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design

THIS OPTION AGREEMENT (the “Option Agreement”) is made by and between GlassHouse technologies, Inc, a Delaware corporation (the “Company”), and (the “Optionee”).

May 31, 2005
GlassHouse Technologies Inc • January 28th, 2010 • Services-computer integrated systems design
FOURTH SUBLEASE AGREEMENT AMENDMENT
Fourth Sublease Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design

This amendment (this “Amendment”) is made as of March 12, 2008, to the Sublease Agreement (the “Sublease”) dated the 30th day of October in the year 2002, as amended on August 20, 2003, April 7, 2004 and April 21, 2006, between NMS Communications Corporation (“Sublandlord”) and Glasshouse Technologies, Inc. (the “Subtenant”), for and in consideration of the promises herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The parties hereto hereby agree, as follows:

AMENDMENT NO. 02 TO THE LOAN AND SECURITY AGREEMENT DATED JUNE 30, 2004 Dated July 31, 2006
The Loan and Security Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design • California

THIS AMENDMENT NO. 02 (“Amendment 02”) to that certain Loan and Security Agreement No. 4091 dated June 30, 2004 (the “Agreement”) is entered into as of July 27, 2006 , by and between LIGHTHOUSE CAPITAL PARTNERS V, L.P. (“Lender”) and GLASSHOUSE TECHNOLOGIES, INC., a Delaware corporation (“Borrower”).

SECOND SUBLEASE AGREEMENT AMENDMENT
Second Sublease Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design

This amendment (this “Amendment”) is made as of April 7, 2004, to the Sublease Agreement (the “Sublease”) dated the 30th day of October in the year 2002, as amended on August 20, 2003, between NMS Communications Corporation (“Sublandlord”) and Glasshouse Technologies, Inc. (the “Subtenant”) for and in consideration of the promises herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The parties hereto hereby agree, as follows:

CONSENT TO FOURTH AMENDMENT OF SUBLEASE AGREEMENT
Sublease Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design

Reference is hereby made to that certain Consent to Sublease dated as of October 25, 2002 as amended by Consent to First Amendment to Sublease and Consent to Second Amendment to Sublease and Consent to Third Amendment to Sublease Agreement Amendment (collectively, the “Consent”) by and among NDNE 9/90 200 Crossing Boulevard, LLC (“Overlandlord”), NMS Communications Corporation (f/k/a Natural MicroSystems Corporation) (“Sublandlord”) and Glasshouse Technologies, Inc. (“Subtenant”) pursuant to which Overlandlord granted its consent to the execution and delivery of a certain Sublease Agreement dated as of October 15, 2002 by and between Sublandlord and Subtenant as amended by Sublease Agreement Amendments dated August, 20, 2003, April 7, 2004 and April 21, 2006 (collectively the “Sublease Agreement”) with respect to a subletting of 12,006 rentable square feet of space (the “Leased Premises”) in the Building owned by Overlandlord and known as 200 Crossing Boulevard, Framingham, Massachuset

AMENDMENT NO. 03 TO THE LOAN AND SECURITY AGREEMENT DATED JUNE 30, 2004 Dated March 20, 2007
Loan and Security Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design • California

THIS AMENDMENT NO. 03 (“Amendment 03”) to that certain Loan and Security Agreement No. 4091 dated June 30, 2004 (the “Agreement”) is entered into as of March 20, 2007, by and between LIGHTHOUSE CAPITAL PARTNERS V, L.P. (“Lender”) and GLASSHOUSE TECHNOLOGIES, INC., a Delaware corporation (“Borrower”).

SUBLEASE AGREEMENT AMENDMENT
Sublease Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design

This SUBLEASE AGREEMENT AMENDMENT (this “Amendment”) is made as of August 20, 2003 by and between NMS Communications Corporation (f/k/a NATURAL MICROSYSTEMS CORPORATION), a Delaware corporation (“Sublandlord”) and Glasshouse Technologies, Inc., a Delaware corporation and having a current address of 200 Crossing Blvd., 1st Floor, Framingham, MA 01702 (“Subtenant”).

AMENDMENT NO. 05
GlassHouse Technologies Inc • January 28th, 2010 • Services-computer integrated systems design • California

This AMENDMENT NO. 05 this (“Amendment 05”) is entered into as of May 28, 2009 by LIGHTHOUSE CAPITAL PARTNERS V, L.P. (“Lender”) and GLASSHOUSE TECHNOLOGIES, INC., a Delaware corporation (“Borrower”) with reference to the following:

AMENDMENT NO. 06
GlassHouse Technologies Inc • January 28th, 2010 • Services-computer integrated systems design

This AMENDMENT NO. 06 this (“Amendment 06”) is entered into as of June 1, 2009 by LIGHTHOUSE CAPITAL PARTNERS V, L.P. (“Lender”) and GLASSHOUSE TECHNOLOGIES, INC., a Delaware corporation (“Borrower”) with reference to the following:

THIRD SUBLEASE AGREEMENT AMENDMENT
Third Sublease Agreement • January 28th, 2010 • GlassHouse Technologies Inc • Services-computer integrated systems design

This amendment (this “Amendment”) is made as of April 21, 2006, to the Sublease Agreement (the “Sublease”) dated the 30th day of October in the year 2002, as amended on August 20, 2003 and April 7, 2004, between NMS Communications Corporation (“Sublandlord”) and Glasshouse Technologies, Inc. (the “Subtenant”), for and in consideration of the promises herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The parties hereto hereby agree, as follows:

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