Common use of Letter of Credit Clause in Contracts

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the Upon execution of this Lease, Tenant may shall deliver to Landlord an a clean, irrevocable and transferable letter of credit (the “Letter of Credit”) running established in Landlord’s (and its successors’ and assigns’) favor of Landlord, with in the Letter of Credit securing Tenant’s obligations hereunder subject Amount, issued by a federally insured banking or lending institution (i.e., insured by the FDIC) with a retail banking branch located within the continental United States reasonably acceptable to the terms Landlord and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject other form and substance reasonably acceptable to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall specifically provide for partial draws, shall be issued self-renewing annually as an “Evergreen” letter of credit, without amendment, for additional one-year periods, shall have a term that is self-renewing until sixty (60) days after the expiration of the Term of the Lease and shall by its terms be transferable by the beneficiary thereunder for a bank acceptable transfer fee not to exceed $250.00 payable by Tenant. If Tenant fails to make any payment of rent or other charges due to Landlord in under the terms of the Lease, or otherwise defaults hereunder, beyond any applicable notice and cure period, Landlord, at Landlord’s reasonable discretion and option, may make a demand for payment under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable in an amount equal to the amounts then due and owing to Landlord in Landlord’s reasonable discretionunder the Lease. In the event that Landlord draws upon the Letter of Credit, Tenant shall at its cost substitute another present to Landlord a replacement Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The the full Letter of Credit Amount satisfying all of the terms and conditions of this Section within ten (10) days after receipt of notice from Landlord of such draw. Tenant’s failure to do so within such 10-day period will constitute a default hereunder (Tenant hereby waiving any additional notice and grace or cure period), and upon such default Landlord shall be irrevocable for entitled to immediately exercise all rights and remedies available to it hereunder, at law or in equity. In the period ending no less than one (1) year after the date of issuance. Tenant shall renew event that the Letter of Credit and maintain it for is terminated by the period ending one hundred twenty issuer thereof prior to the date that is sixty (12060) days after the end expiration date of this Lease, as set forth above, and Tenant has not presented to Landlord a replacement Letter of Credit which complies with the terms and conditions of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section Lease on or unless the issuing bank delivers a notice of non-renewal no later than before thirty (30) days before expiration. If prior to the expiration date of any such Letter of Credit then held by Landlord, then Tenant fails shall be deemed in default hereunder and Landlord, in addition to renew all other rights and remedies provided for hereunder, shall have the right to draw upon the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt then held by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms any such amount paid to Landlord by the issuer of the Letter of Credit shall be reasonably acceptable held in a segregated account by Landlord as security for the performance of Tenant’s obligations hereunder. Any interest earned on such amounts shall be the property of Landlord. Landlord’s election to draw under the Letter of Credit and to hold the proceeds of the drawing under the Letter of Credit in a segregated account shall not be deemed a cure of any default by Tenant hereunder and shall not relieve Tenant from its obligation to present to Landlord a replacement Letter of Credit which complies with the terms and conditions of this Lease. Tenant acknowledges that any proceeds of a draw made under the Letter of Credit and thereafter held in a segregated account by Landlord may be used by Landlord to cure or satisfy any obligation of Tenant hereunder as if such proceeds were instead proceeds of a draw made under a Letter of Credit that remained outstanding and in full force and effect at the time such amounts are applied by Landlord to cure or satisfy any such obligation of Tenant. Tenant hereby affirmatively disclaims any interest Tenant has, may have, claims to have, or may claim to have in any proceeds drawn by Landlord under the Letter of Credit and held in accordance with the terms hereof. Without limiting the generality of the foregoing, Tenant expressly acknowledges and agrees that at the end of the Term of the Lease (whether by expiration or earlier termination hereof), and if Tenant is not then in default under this Lease, Landlord shall providereturn to the issuer of the Letter of Credit or its successor (or as such issuer may direct in writing) any remaining and unapplied proceeds of any prior draws made under the Letter of Credit, among other thingsand Tenant shall have no rights, residual or otherwise, in effect that:or to such proceeds. In addition to the foregoing, Landlord will have the right to require Tenant to have a new Letter of Credit issued in accordance with the above requirements from a different Issuer if either the original Issuer is placed on an FDIC “watch list”, if the FDIC or similar state or federal banking regulatory agency is appointed as receiver or conservator for such Issuer or if Landlord analyzes such Issuer’s capitalization, asset quality, earnings, and/or liquidity and in Landlord’s sole and absolute discretion, disapproves of such Issuer’s financial wherewithal and ability to remain as the issuer of the Letter of Credit. Such new Letter of Credit must comply with the foregoing requirements and must be issued within thirty (30) days of Landlord’s demand therefor. Provided Tenant is not then in default (regardless of any notice and cure periods) and has not been in default under this Lease beyond any applicable notice and cure periods during the prior twelve (12) months, the Letter of Credit Amount shall reduce during the Term of this Lease on the first date of the respective Lease Year as set forth below: Date of Reduction Amount of Reduction of Letter of Credit Remaining Letter of Credit Amount after Reduction First day of the 2nd Lease Year of the Term $ 13,148.44 $ 52,593.76 First day of the 3rd Lease Year of the Term $ 13,148.44 $ 39,445.32 First day of the 4th Lease Year of the Term $ 13,148.44 $ 26,296.88 First day of the 5th Lease Year of the Term $ 13,148.44 $ 13,148.44 Should Tenant be in default (regardless of any notice and cure periods) as of the specified reduction date, or if Tenant otherwise has been in default as specified above beyond any applicable notice and/or cure periods, no reduction shall occur as of such applicable date. The Letter of Credit shall specifically provide that the Letter of Credit is subject to reduction in accordance with the terms of the Lease. If Tenant is then or has been in default and the Letter of Credit balance is not or was not reduced, then at the first date of the next scheduled reduction Lease Year, the Letter of Credit Amount will only be reduced by the next scheduled reduction amount and will not skip to the otherwise applicable Lease Year.

Letter of Credit. In lieu (a) Parent has delivered to American Stock Transfer and Trust Company (the "Escrow Agent") $29,500,000 (the "Cash Collateral") in cash to secure the obligation of providing Parent and Buyer to pay certain fees and expenses pursuant to Section 7.2 and to be held in accordance with the terms of an Escrow Agreement dated as of date hereof among the Escrow Agent, Seller, Seller Partnership and Parent (the "Escrow Agreement"). At the election of Parent and if Seller has not given a cash Security Depositnotice to the Escrow Agent directing the Escrow Agent to terminate Parent's right to receive any part of the Cash Collateral, Parent may deliver to the Escrow Agent an irrevocable letter of credit in the amount of the Cash Collateral, substantially in the form attached hereto as Exhibit C, with such changes as shall be reasonably satisfactory to Seller and from a bank reasonably satisfactory to Seller (the "Letter of Credit"). Upon delivery of such Letter of Credit and if Seller has not given a notice to the Escrow Agent directing the Escrow Agent to terminate Parent's right to receive any part of the Cash Collateral, the full amount of the Cash Collateral then held by the Escrow Agent shall be immediately returned to Buyer. Seller shall, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject delivering any direction to the terms and conditions set forth Escrow Agent to terminate Parent's right to receive any part of the Cash Collateral as provided in the Lease. The terms of Escrow Agreement or to make a draw under the Letter of Credit, which are subject deliver to Landlord’s reasonable consentParent and Buyer a certificate confirming that Seller is entitled to make such direction pursuant to Section 7.2 and, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit if such certification is false or Seller is not otherwise entitled to make such direction pursuant to Section 7.2, Parent and Buyer shall be issued by a bank acceptable entitled to Landlord all remedies available at law or in Landlord’s reasonable discretion equity (including recovery of any amounts improperly withdrawn or drawn); provided, however, that Parent and under Buyer shall notify the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) Seller within 30 days after receiving such certificate if they wish to assert that Seller is not entitled to so direct the end of the calendar year in which the Term expires, Escrow Agent and any failure to provide such notice within such 30 day period shall provide irrevocably prohibit Parent and Buyer from maintaining that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Seller was not so entitled.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution of addition to its primary obligations under this Lease, Tenant may deliver shall, commencing March 31, 2000, and continuing throughout the Lease Term (including any Extension Terms), at any time that Tenant fails to Landlord meet or equal the "Financial Standards" set forth below, provide security against a default by Tenant under this Lease in the form of an irrevocable and transferable unconditional, irrevocable, standby letter of credit (“Letter of Credit”) running in favor of Landlord"LC"), naming Landlord as the payee thereunder, with terms as described in more detail below. The LC shall be in an amount equal to six (6) months' then current Base Rent and shall be increased by the Letter amount of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth upon any increase in the monthly Base Rent payable under this Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit LC shall be issued by a money center bank (a bank which accepts deposits, maintains accounts, has a local San Diego office which will negotiate a letter of credit, and whose deposits are insured by the FDIC) reasonably acceptable to Landlord, and shall be in a form and content reasonably acceptable to Landlord and in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionform required hereunder. The Letter of Credit LC shall be irrevocable for the period ending no less than one (1) year after the date drawable by Landlord upon presentation of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant a sight draft or demand to the provisions of this Section LC issuer. Landlord may present such a sight draft or unless demand if (i) the issuing bank delivers a notice of non-renewal no later than LC has not been renewed and replaced by Tenant at least thirty (30) days before expirationprior to the expiration date of the then effective LC, or (ii) Tenant commits a default under this Lease; provided, however, proceeds of the drawn LC shall be applied to Rent, damages or charges to which Landlord is entitled under the Lease as a result of Tenant's default. If Landlord makes a draw upon the LC pursuant to this Section 21.1 and Tenant fails to renew replenish the Letter of Credit LC (or, if applicable, the CD described in Section 21.4 below) within ten (10) Business Days of its expirationdays thereafter to an amount equal to six (6) months' then current Base Rent, then Tenant shall be in default under this Lease. The LC is not intended to represent liquidated damages for Tenant's default, but only a mechanism for paying the Rent, damages or charges to which Landlord may be entitled. If allowed by the issuing bank, Landlord may draw on shall be entitled to grant a security interest in, or make a collateral assignment of, Landlord's rights under the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt LC in connection with mortgage indebtedness incurred by Landlord of to a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1bona fide third-party institutional lender in an arm's-length transaction. The form LC shall indicate that it is transferable in it entirety by Landlord as beneficiary and terms that upon receiving written notice of the Letter transfer and upon presentation to the issuer of Credit the LC the issuer will reissue the LC naming such transferee as beneficiary. Tenant shall be reasonably acceptable to Landlord and shall providepay all expenses, among other thingspoints, and/or fees incurred in effect that:obtaining the LC. PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems]

Letter of Credit. In lieu of providing If Tenant elects to use a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (the “Letter of Credit”) running in favor of Landlordas the Security Deposit, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a money-center bank acceptable to Landlord in Landlord’s reasonable discretion and (a solvent, nationally recognized bank with a long term rating of BBS, or higher, under the supervision of the banking commission Superintendent of Banks of the State of California, or a national banking association, which accepts deposits, maintains accounts, has a local California office which will negotiate a letter of credit, and whose deposits are insured by the FDIC) reasonably acceptable to Landlord (the “L-C Bank”), and which Letter of Credit shall be in the form of Exhibit G attached hereto. The L-C Bank shall have a local Santa Xxxxx County office that will negotiate the Letter of Credit, or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues if no local office then the Letter of Credit becomes unacceptable shall provide for draws by Landlord upon delivery of the written draw request by courier or by fax (to Landlord in be confirmed by telephone and with original to follow within three (3) business days) and payment to be made by wire transfer to Landlord’s reasonable discretion, Tenant shall at its cost substitute another account as directed by Landlord upon receipt of the original or fax request. The Letter of Credit shall by its terms expire not less than one (1) year from the date issued, and shall provide for automatic one (1) year extensions unless Landlord is notified in writing not less than ninety (90) days prior to such expiration from the L-C Bank that the Letter of Credit will not be extended. In any event, unless Tenant deposits with Landlord a bank that is acceptable to Landlord in Landlord’s sole reasonable discretioncomparable cash Security Deposit or a replacement Letter of Credit, said Letter of Credit shall be renewed by Tenant for successive periods of not less than one (1) year throughout the Term. The Letter of Credit shall be irrevocable maintained in effect, whether through renewal or extension, for the period ending no less than one form the Lease Commencement Date and continuing until the date that is thirty (130) year days after the date expiration of issuance. the Lease Term, and Tenant shall renew deliver a new Letter of Credit or certificate of renewal or extension to Landlord at least thirty (30) days before the expiration of the Letter of Credit and maintain it for then held by Landlord, without any action whatsoever on the period ending one hundred twenty part of Landlord. Tenant’s failure to so deliver, renew (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant including specifically but not limited to the provisions delivery to Landlord of this Section or unless the issuing bank delivers a notice of non-such renewal no later not less than thirty (30) days before expiration. If Tenant fails prior to renew expiration of the Letter of Credit within ten (10Credit) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements Credit, shall be a breach of this Addendum #1Lease by Tenant and shall entitle Landlord to draw upon the Letter of Credit. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord (a) “callable” at sight, (b) be fully assignable by Landlord, and (c) permit partial draws and multiple presentations and drawings. Tenant shall providepay all expenses, among other thingspoints and/or fees incurred by Tenant in obtaining, renewing and extending the Letter of Credit. The Letter of Credit shall not be mortgaged, assigned or encumbered in effect that:any manner whatsoever by Tenant without the prior written consent of Landlord.

Letter of Credit. In lieu The Security Deposit may be made in the form of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with if the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued issuer thereof is approved by a bank acceptable to Landlord in advance and the form thereof (i) is approved in advance by the Landlord’s reasonable discretion and under the supervision ; (ii) provides that it is automatically renewable for a term of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a issuer gives Landlord at least 45 days advance prior notice of non-renewal renewal; (iii) provides that it is expressly transferable and assignable by the then current beneficiary without the consent or joinder of Tenant and without payment of a transfer fee; (iv) has as an attachment all required transfer and assignment documentation; and (v) provides that the sole condition to the draw is the presentation of the letter of credit (which may be by overnight delivery and can be made via a copy thereof in lieu of the original in the event of a partial draw) and an affidavit to the effect that “default has occurred under this Lease and the person requesting the draw is authorized on behalf of the then current beneficiary to make the draw and receive the proceeds.” If the Security Deposit is made in the form of a letter of credit, it shall be an immediate default hereunder with no later notice or cure period required, if less than thirty (30) days before expirationshall remain until the expiry date (or until the expiration of the initial or renewal term of the letter of credit) of any letter of credit posted hereunder, and Tenant shall not have renewed or replaced (in accordance with the foregoing) such letter of credit for the longer period of (x) the resolution of any then pending litigation, injunctive action or proceeding (including without limitation, bankruptcy proceeding) having the effect of prohibiting a draw on the Security Deposit letter of credit, plus two months, or (y) an additional one (1)-year period. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expirationIn such event, Landlord may immediately draw down on the existing Letter letter of Credit credit, and maintain hold the funds proceeds thereof as a non-interest-bearing cash security deposit or apply in accordance with the terms hereof. In the event that the letter of credit Security Deposit is lost or destroyed, Tenant shall upon request by the then current beneficiary, cause a replacement letter of credit to be returned to Tenant on receipt issued (provided proper affidavit by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms the beneficiary is made regarding the loss or destruction of the Letter letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:credit).

Letter of Credit. In lieu of providing a cash Security DepositTenant has deposited, simultaneously and shall maintain on deposit with Landlord at all times during the execution initial Term of this Lease, Tenant may deliver to Landlord an one or more unconditional, irrevocable and transferable letter letter(s) of credit (“Letter of Credit”each a "Deposit L/C") running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms "Required Amount" (as hereinafter defined), as security for the full and prompt payment, performance and observance by Tenant of all of the Letter covenants and obligations to be paid, performed and/or observed on the part of Credit, Tenant under this Lease and for the payment of any and all damages for which are subject to Landlord’s reasonable consentTenant, shall strictly comply with be final by reason of any act or omission contrary to any of the provisions of this Addendum #1Lease. The Letter of Credit Each Deposit L/C shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall providebe substantially in the form of the letter of credit attached hereto on Exhibit D and made a part hereof. If any Deposit L/C provides that the amount drawable thereunder shall cease to be available on a date prior to the date which is thirty (30) days after the expiration of the fourth (4th) Lease Year, among other thingsor if the issuing bank shall give written notice to Landlord that it will not extend such Deposit L/C for an additional twelve (12) months beyond the then current expiry date, Tenant shall, at least thirty (30) days prior to the date specified in effect that:such Deposit L/C as being the date on which such drawable amount will cease to be available, or the then current expiry date, as the case may be, either furnish to Landlord a renewal or extension of such Deposit L/C or a new Deposit L/C. Failure to comply with the provisions of the preceding sentence prior to the commencement of said thirty (30) day period shall be deemed to be a default under this Lease and Landlord may, at any time during said thirty (30) day period, draw upon such Deposit L/C and retain as a security deposit hereunder the amount so drawn. As used herein, the term "

Letter of Credit. In lieu of providing a cash addition to the Security DepositDeposit and as security hereunder, simultaneously Tenant shall deliver to Landlord, concurrently with the Tenant’s execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable stand-by letter of credit in the amount of One Hundred Sixty Six Thousand Two Hundred Twenty-Nine Dollars (“Letter $166,229.00). Said letter of Credit”) running credit shall be in favor of Landlord, form and with the Letter substance of Credit securing Tenant’s obligations hereunder subject to the terms Exhibit F attached hereto, and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord Silicon Valley Bank or by another financial institution located in Landlord’s reasonable discretion Orange County and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that which is acceptable to Landlord. The letter of credit shall either: (i) be issued with a fixed expiration date of December 31, 2005, or (ii) shall provide for automatic annual renewals through that date which is sixty (60) days after the Expiration Date of the Term of this Lease. In the event the letter of credit is issued with an annual renewal obligation and the letter of credit is not renewed by the issuing financial institution on or before twenty (20) days prior to the then-scheduled expiration date of the letter of credit, then Landlord shall have the right to draw the full amount of such letter of credit and to hold such amount as part of the Security Deposit pursuant to Section 4.3 of this Lease. Upon any default by Tenant, including specifically Tenant’s failure to pay rent or to abide by its obligations under Sections 7.1 and 15.3 below and Tenant’s failure to cure the same within any applicable cure period, Landlord shall be entitled to draw upon said letter of credit by the issuance of Landlord’s sole written demand to the issuing financial institution. Such draw shall be in an amount necessary to cure the default in question and to compensate Landlord for all damages incurred thereby, as determined by Landlord in its sole and absolute discretion, and if such amount cannot be readily determined by Landlord, then the full amount of the letter of credit can be drawn by Landlord pending determination of said amount. Notwithstanding the foregoing, while the amount of any such draw shall be determined in Landlord’s sole reasonable discretionand absolute discretion as provided in the foregoing, if the amount of any such draw(s) shall ultimately exceed the amount of damages actually incurred by Landlord as the result of Tenant’s default (as determined pursuant to the applicable provisions of Article XIV of this Lease), then Landlord shall promptly refund any such excess to Tenant. The Letter of Credit Any such draw shall be irrevocable without waiver or any rights Landlord may have under this Lease or at law or in equity as a result of the default, as a setoff for full or partial compensation for the period ending no less than one (1) year default. If any portion of the letter of credit is drawn after the date of issuance. a default by Tenant, Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty within five (1205) days after written demand by Landlord restore the end letter of credit. Failure to so restore said letter of credit within said five (5) days shall be a default by Tenant under this Lease. Partial drawings upon said letter of credit shall be permitted. In the event that Tenant has not been in default under the Lease (beyond the expiration of any applicable cure period) at any time during the Term hereof, and provided further that Tenant has not at any time been more than five (5) days late more than once during the applicable previous twelve (12)-month period with respect to any payments of rent due under the Lease, then upon the written request of Tenant, Landlord shall authorize in writing consecutive reductions to the principal amount of the calendar year letter of credit in which the Term expiresamount of Thirty Three Thousand Two Hundred Forty-Six Dollars ($33,246.00) each upon the expiration of the twelfth (12th), twenty-fourth (24th), thirty-sixth (36th), and shall provide that it is automatically renewable for forty-eighth (48th) months of the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:.

Letter of Credit. In lieu consideration of providing and as a cash Security Depositfurther condition to Manufacturer’s entry into this Agreement, simultaneously with on or before the execution delivery of this Leaseany Products hereunder, Tenant may Wintec shall deliver to Landlord an Manufacturer a revolving, irrevocable and transferable stand-by letter of credit in the amount of [***] (the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenantas credit enhancement for Wintec’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of continued performance under this Addendum #1Agreement. The Letter of Credit shall be in form and substance and issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable reasonably satisfactory to Landlord in Landlord’s sole reasonable discretionManufacturer. The Letter of Credit shall: (i) name Manufacturer as beneficiary; (ii) allow Manufacturer to make partial and multiple draws thereunder up to the face amount only for the purposes permitted under this Section 26, and (iii) require the issuing bank to pay to Manufacturer the amount of a draw upon receipt by such bank of a sight draft signed by Manufacturer and presented to the issuing bank, accompanied by Manufacturer’s statement that said draw is being made in accordance with the terms of this Section 26. Manufacturer shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew entitled to draw upon the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiresaccordance with this paragraph, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than at any time within thirty (30) days before expiration. If Tenant fails prior to renew the expiration date of the Letter of Credit within ten unless Wintec shall have delivered to Manufacturer a replacement Letter of Credit meeting the requirements of this paragraph and with an expiration date not less than [***] after the date of delivery. The Letter of Credit (10or a replacement thereof satisfactory to Manufacturer) Business Days shall remain in effect until the expiration or the sooner termination of this Agreement, howsoever arising; provided that such termination or expiration will not be effective so long as Wintec is in default in the performance of its expirationpayment obligations under this Agreement, Landlord in which case, Manufacturer may draw on the existing this Letter of Credit and maintain to satisfy the funds as a non-interest-bearing deposit to Wintec’s payment obligations. Manufacturer shall have the right (but shall not be returned to Tenant on receipt by Landlord of a substitute obligated to) draw under the Letter of Credit from Tenant meeting all requirements to remedy any default by Wintec in the performance of its payment obligations under this Addendum #1Agreement. The form and terms of All requests to draw under the Letter of Credit shall be reasonably acceptable accompanied by a copy of the invoice in default proof of purchase or delivery to Landlord the carrier. Wintec shall, within ten (10) business days thereafter cause a replacement Letter of Credit to be issued to Manufacturer so that Manufacturer shall at all times have a Letter of Credit in the amount of [***] available to it to support Wintec’s obligations under this Agreement, and Wintec’s failure to do so shall providebe a material default hereunder. The Letter of Credit, among or so much thereof as has not theretofore been applied by Manufacturer in accordance with this paragraph or reduced pursuant to the following provisions in this paragraph, shall be returned, without payment of interest or other thingsincrement for its use, in effect that:to Wintec at the expiration or sooner termination of this Agreement. No trust relationship is created herein between Manufacturer and Wintec with respect to the Letter of Credit.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Concurrently with the Tenant’s execution of this Lease, Tenant may shall deliver to Landlord, as protection for the full and faithful performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord may suffer (or which Landlord reasonably estimates that it may suffer) as a result of any breach or default by Tenant under this Lease, an irrevocable and transferable unconditional negotiable standby letter of credit (the “Letter of Credit”) running ), in favor the form attached hereto as Exhibit F and containing the terms required herein, naming Landlord as the beneficiary and issued by a solvent, nationally recognized bank with a long term rating of LandlordBBB or higher, with under the supervision of the Superintendent of Banks of the State of California, or a national banking association, in the amount of Ninety One Thousand Two Hundred Seventy Eight and 00/100 Dollars ($91,278.00)(the “Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1Amount”). The Letter of Credit shall (i) be issued by a bank acceptable to Landlord “callable” at site, irrevocable and unconditional, (ii) be maintained in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California effect, whether through renewal or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionextension, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after from the Lease Commencement Date and continuing until the date of issuance. Tenant shall renew that is the Letter of Credit and maintain it for the period ending one hundred twenty date that is sixty (12060) days after the end expiration of the calendar year in which Term (the Term expires“LC Expiration Date”), (iii) be fully assignable by Landlord, its successors and assigns, (iv) permit partial draws and multiple presentations and drawings, and shall provide that it is automatically renewable for the Term, unless released pursuant (v) be otherwise subject to the provisions Uniform Customs and Practices for Documentary Credits (2007), International Chamber of this Section Commerce Publication #600, or unless the issuing bank delivers a notice International Standby Practices-ISP 98, International Chamber of non-renewal no later than thirty (30) days before expirationCommerce Publication #590. If Tenant fails In addition to renew the Letter of Credit within ten (10) Business Days of its expirationforegoing, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit (and the bank issuing the same (the “Bank”)) shall be reasonably acceptable to Landlord and shall provide, among other thingsLandlord, in effect that:Landlord’s sole discretion. Tenant shall deliver a new Letter of Credit or certificate of renewal or extension to Landlord at least thirty (30) days prior to the expiration of the Letter of Credit then held by Landlord, without any action whatsoever on the part of Landlord. Landlord, or its then managing agent, shall have the right to draw down an amount up to the face amount of the Letter of Credit if any of the following shall have occurred or be applicable: (a) such amount is due to Landlord under the terms and conditions of this Lease, or (b) Tenant has filed a voluntary petition under the U. S. Bankruptcy Code or any state bankruptcy code (collectively, “Bankruptcy Code”), or (c) an involuntary petition has been filed against Tenant under the Bankruptcy Code, or (d) the Bank has notified Landlord that the Letter of Credit will not be renewed or extended through the LC Expiration Date and Tenant has failed to timely replace the Letter of Credit in accordance with this Article 26. The Letter of Credit will be honored by the Bank regardless of whether Tenant disputes Landlord’s right to draw upon the Letter of Credit.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the Upon execution of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable standby letter of credit (“the "Letter of Credit”") running in favor of Landlordform, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Creditissued by a financial institution ("Issuer"), which are subject reasonably satisfactory to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued in the amount of Three Hundred and Thirty Two Thousand Dollars ($332,000.00), name Landlord as the beneficiary thereunder, permit partial draws, and provide that draws thereunder will be honored upon receipt by Issuer of a bank acceptable written statement signed by Landlord specifying the amount to be paid by Issuer to Landlord and certifying that (i) there exists an Event of Default as that term is defined in Landlord’s reasonable discretion and the Lease, (ii) Landlord is entitled under the supervision terms and conditions of the banking commission Lease to the payment by Tenant of the State of California or amount specified, (iii) Landlord has applied the Federal Security Deposit Insurance Corporation. If held by Landlord identified in the credit Basic Lease Information in accordance with Section 4 of the bank that originally issues Lease and Tenant has not paid to Landlord the amount required to replenish the Security Deposit as required by Section 4 of the Lease. Landlord shall be entitled to draw the entire amount under the Letter of Credit becomes unacceptable if Tenant does not deliver to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another an extension or replacement for the Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The substantially the form of the initial Letter of Credit and in the amount then required under this Lease no later than one month before the expiration date of the then existing Letter of Credit. Upon delivery of any such replacement letter of credit, Landlord shall return to Tenant the original Letter of Credit. Landlord shall be irrevocable entitled to draw amounts under the Letter of Credit required from time to time to cure any Event of Default under this Lease or to compensate Landlord for any damage Landlord incurs as a result of Tenant's failure to perform any of Tenant's obligations hereunder. If Landlord draws down the period ending no less entire amount of the Letter of Credit as set forth immediately above, then Landlord shall hold such amount in a separate interest bearing account, as a security deposit, subject to the provisions of Section 4 of this Lease (other than one (1the last sentence of Section 4) year after concerning the date use and return of issuancefunds held as a Security Deposit. All interest earned on such funds shall be maintained in such interest bearing account and shall be paid to Tenant shall renew at the expiration or sooner termination of this Lease. At Tenant's option, Tenant may instruct Landlord to invest such funds in a conservative manner selected by Tenant which will allow Landlord reasonable access to such funds, but will provide a higher rate of return than an interest bearing account. All of the provisions herein concerning relief from the obligation to maintain the Letter of Credit and maintain it to reduce the amount of the Letter of Credit shall apply to such funds held by Landlord. If the requirement of the Letter of Credit would be waived, Landlord shall return such funds and all interest earned thereon to Tenant. If the requirement for the period ending one hundred twenty (120) days after amount of the Letter of Credit would be reduced, Landlord shall return that portion of the funds to Tenant which is equal to the amount of such reduction each time such reduction would occur. Landlord shall release the Letter of Credit at the end of the calendar year in which sixtieth (60th) month of the Term expiresif, as of such date, no Event of Default on the part of Tenant then exists and no event or condition then exists which, with notice or the passage of time, would become an Event of Default on the part of Tenant. Promptly following Tenant's cure of any such Event of Default or default of which Landlord has given Tenant written notice, Landlord shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew release the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1Credit. The form and terms amount of the Letter of Credit shall be reasonably acceptable to Landlord and shall providereduced on the second (2nd) anniversary of the Commencement Date by the amount of Sixty-Six Thousand Four Hundred Dollars ($66,400), among other thingsprovided that on the anniversary date in question there exists neither an Event of Default or an event or condition which, in effect that:with notice or the passage of time, would become an Event of Default on the part of Tenant.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with Prior to the execution of this LeaseCommencement Date, Tenant may shall deliver to Landlord an a clean, irrevocable and transferable letter of credit (“"Letter of Credit”") running in favor of Landlord, with the Letter of Credit securing Tenant’s Amount (as defined in Section 1.2) satisfactory in form and content to Landlord and issued by an FDIC insured bank located in Boston reasonably satisfactory to Landlord in favor of the Landlord. A satisfactory form of Letter of Credit is attached hereto as Exhibit C. During the Term hereof, and any extensions thereof, and for 60 days after the expiration of the Term, or for so long thereafter as Tenant is in possession of the Premises or has unsatisfied obligations hereunder subject to Landlord, the Letter of Credit shall be security for the full and timely performance of Tenant's obligations under this Lease; which Letter of Credit may be drawn upon by Landlord and applied from time to time against outstanding obligations of Tenant hereunder without notice or demand. Tenant shall have no right to require Landlord to so apply the Letter of Credit, nor shall Tenant be entitled to credit the same against rents or other sums payable hereunder. During the entire Term hereof, including any extension thereof, Tenant shall cause said Letter of Credit to be renewed, in identical form to that delivered herewith, no later than 30 days prior to the terms and conditions set forth date of expiration of same. Without limiting any other remedies of Landlord, in the Lease. The terms event that Tenant fails to renew any Letter of Credit given hereunder at least 30 days prior to the date of expiration thereof, then Landlord shall have the right to draw down the entire amount of said Letter of Credit and hold such sums as a cash deposit If and to the extent that Landlord makes such use of the Letter of Credit, which are subject to Landlord’s reasonable consentor any part thereof, shall strictly comply with the provisions sum so applied by Landlord (from cash or from a drawing on the letter of this Addendum #1. The Letter of Credit credit) shall be issued by a bank acceptable restored to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable by Tenant upon notice from Landlord, and failure to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable restore same (within the grace period applicable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit Fixed Rent hereunder) shall be irrevocable for a default hereunder giving rise to all of Landlord's rights and remedies applicable to a default in the period ending no less than one (1) year after payment of rent. In the date event of issuance. Tenant shall renew a change of circumstance relating to the bank issuing the Letter of Credit and maintain it for Credit, or Landlord otherwise reasonably believes the period ending one hundred twenty (120) days after the end financial conditions of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expirationhas been degraded, Landlord may draw on reserves the existing Letter right to require Tenant to replace the letter of Credit and maintain the funds as a non-interest-bearing deposit credit from time to be returned to Tenant on receipt by Landlord of time with a substitute Letter similar letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable credit issued by another bank satisfactory to Landlord and shall provide, among other things, in effect that:Landlord.

Letter of Credit. In lieu The Security Deposit shall be in the form of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an unconditional and irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of a form and content reasonably satisfactory to Landlord, with and issued by a national bank reasonably satisfactory to Landlord. The Letter of Credit shall either (i) expire on the date which is thirty (30) days after the Expiration Date (the “LC Date”) or (ii) be automatically self-renewing (i.e., an “evergreen” letter of credit), until Landlord shall be required to return the Letter of Credit securing Tenant’s obligations hereunder subject to Tenant pursuant to the terms of this Lease. In the event the issuing national bank shall either fail to renew such an “evergreen” Letter of Credit at least thirty (30) days prior to the expiration date thereof, or at any time advise Landlord that it will no longer renew such Letter of Credit, a renewed or replacement Letter of Credit shall be delivered to Landlord no later than fifteen (15) days prior to the expiration of the Letter of Credit then held by Landlord, and conditions set forth in the event Landlord fails to timely receive the renewed or replacement Letter of Credit, Landlord shall have the right to immediately draw down the full amount of the Letter of Credit and hold the proceeds thereof as cash security in accordance with the provisions of this Article 3. If Default by Tenant shall occur under this Lease, Landlord may, but shall not be required to, from time to time, without prejudice to any other remedy, draw down on and use, apply or retain the whole or any part of the Letter of Credit for the payment of any Rent or any other sum then due and payable to Landlord under this Lease or then in default or to compensate Landlord for any other loss or damage which Landlord may suffer (to the extent permitted to be recovered by Landlord under this Lease) by reason of such Default by Tenant, including, without limitation, reasonable costs and reasonable attorneys’ fees incurred by Landlord to recover possession of the Premises (any such amount retained by Landlord (as opposed to then used or applied) shall be held as cash security in accordance with the provisions of this Article 3). The In the event of a transfer of Xxxxxxxx’s interest in the Property, Landlord shall transfer the Letter of Credit to the transferee, and Tenant and the issuer shall thereafter be bound to the transferee Tenant Name: Alkami Technology Building Name: Granite Park Three under the terms of the Letter of Credit, which are subject . This provision shall apply to Landlord’s reasonable consent, shall strictly comply with every transfer or assignment made of the provisions Letter of this Addendum #1Credit to a new landlord. The Letter of Credit shall not be issued assigned (except in connection with a permitted assignment of this Lease) or encumbered by a bank acceptable to Landlord Tenant and any attempted assignment or encumbrance by Tenant in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit violation thereof shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:void.

Letter of Credit. In Landlord agrees that in lieu of providing a cash Security Deposit, simultaneously Tenant may deliver to Landlord, concurrently with the Tenant’s execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable a letter of credit (“Letter in the amount stated in Item 9 of Credit”) running the Basic Lease Provisions, which letter of credit shall be in favor of Landlord, form and with the Letter substance of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the LeaseExhibit E attached hereto. The terms letter of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit credit shall be issued by a bank financial institution acceptable to Landlord with a branch in Landlord’s reasonable discretion San Diego County, California, at which draws on the letter of credit will be accepted. The letter of credit shall provide for automatic yearly renewals throughout the Term of this Lease and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank have an outside expiration date (if any) that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later not earlier than thirty (30) days before expirationafter the expiration of the Lease Term. If Tenant fails In the event the letter of credit is not continuously renewed through the period set forth above, or upon any breach under this Lease by Tenant, including specifically Tenant’s failure to renew pay rent or to abide by its obligations under Sections 7.1 and 15.3 below, Landlord shall be entitled to draw upon said letter of credit by the issuance of Landlord’s sole written demand to the issuing financial institution. Any such draw shall be without waiver of any rights Landlord may have under this Lease or at law or in equity as a result of any default hereunder by Tenant. After the second anniversary of this Lease, Landlord shall authorize reductions to the Letter of Credit within ten (10and the Security Deposit) Business Days in the amount equal to twenty percent (20%) of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms value of the Letter of Credit on the annual anniversary of the Commencement Date; provided that any such reduction shall be reasonably acceptable conditioned upon (i) Tenant not having been in default under this Lease at any time (ii) Tenant submitting to Landlord audited financials evidencing a net worth equal to or greater than fifteen million dollars ($15,000,000) and shall provide, among other things, in effect that:(ii) a written request for such reduction having been submitted to Landlord not earlier than thirty (30) days prior to the applicable reduction date.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Simultaneously with the Tenant’s execution and delivery of this LeaseLease Agreement, Tenant may at its sole cost and expense shall deliver to Landlord Landlord, from a commercially recognized financial institution (the “Financial Institution”) in the Twin Cities metropolitan area approved by Landlord, an irrevocable and transferable irrevocable, unconditional standby letter of credit in the amount of Fifty Thousand and no/100 Dollars ($50,000.00), in substantially the form as set forth in Exhibit G attached hereto and incorporated herein by reference, with any revisions thereof to be approved, in advance, by Landlord (such letter of credit, together with any other renewal or replacement letters of credit delivered or to be delivered by Tenant hereunder shall be referred to herein collectively as the “Letter of Credit”) running ). Subject to the provisions hereinafter provided with respect to periodic reductions in favor the amount of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the under specified terms and conditions set forth in the Lease. The terms of the Letter of Creditconditions, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable maintained until sixty (60) days following the expiration of the Term of this Lease Agreement. Tenant may periodically renew the Letter of Credit to assure that it is maintained throughout the entirety of said period; provided, any expiring Letter of Credit must be extended, renewed and/or replaced with a substitute Letter of Credit at least thirty (30) days prior to the stated expiration date of such Letter of Credit. Anything herein to the contrary notwithstanding, in the event at any time during the Term of this Lease Agreement the issuing Financial Institution for a Letter of Credit delivered by Tenant under this Article either (i) has its rating downgraded by Bankrate’s Safe & Sound Rating System or comparable private rating system for financial institutions or (ii) is liquidated, dissolved or has a receiver appointed for it by the federal or state regulatory authorities, then in such case Landlord may at any time thereafter require that the Tenant replace the Letter of Credit issued by such Financial Institution with a Letter of Credit issued by a replacement Financial Institution approved by Landlord. In the event such a replacement Letter of Credit is not delivered to Landlord within twenty (20) days following Landlord’s written demand, then in such case and notwithstanding anything in Article 17 of this Lease Agreement to the contrary, an incurable default by Tenant shall providehave occurred under this Lease Agreement not requiring further written notice by Landlord and Landlord may, among other thingsat its option, in effect thatdraw upon the Letter of Credit for the full amount of the Letter of Credit. Landlord may draw on the Letter of Credit as follows:

Letter of Credit. In lieu Within five (5) business days following Sublandlord’s receipt of providing a cash Security Depositthe Required Consents, simultaneously with the execution of this Lease, Tenant may Subtenant shall deliver to Landlord Sublandlord, as protection for the full and faithful performance by Subtenant of all of its obligations under the Sublease and for all losses and damages Sublandlord may suffer (or which Sublandlord reasonably estimates that it may suffer) as a result of any breach or default by Subtenant under the Sublease, an unconditional, clean, irrevocable and transferable negotiable standby letter of credit (the “Letter of CreditL/C”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Leaseamount of Two Million Five Hundred Thousand Dollars ($2,500,000) (the “L/C Amount”), in substantially the same form as attached hereto as Exhibit B, drawn on by Bank of America, N.A. (the “Bank”). The terms of Subtenant shall maintain the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord L/C in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which place throughout the Term expires, and Sublandlord shall provide that have the right to draw upon it in full if it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than not renewed at least thirty (30) days before expirationthe stated expiration date thereof. If Tenant fails Sublandlord shall have the right to renew draw down an amount up to the Letter face amount of Credit within ten (10) Business Days the L/C if any default occurs under the Sublease to cure any breach or default of its expirationSubtenant and/or to compensate Sublandlord for any and all damages of any kind or nature sustained or which Sublandlord reasonably estimates that it will sustain resulting from Subtenant’s breach or default. The use, Landlord may draw application or retention of the L/C, or any portion thereof, by Sublandlord shall not prevent Sublandlord from exercising any other right or remedy provided by the Sublease or by any applicable law. In the event Sublandlord draws down on the existing Letter of Credit and maintain L/C pursuant to this Section 7, the funds shall be held by Sublandlord pursuant to Section 4 of the Sublease. If, as a non-interest-bearing deposit result of any drawing by Sublandlord on the L/C pursuant to its rights herein, the amount of the L/C shall be returned less than the L/C Amount, Subtenant shall, within five (5) days thereafter, provide Sublandlord with (i) an amendment to Tenant on receipt by Landlord the L/C restoring such L/C to the L/C Amount or (ii) additional L/Cs in an amount equal to the deficiency, which additional L/Cs shall comply with all of a substitute Letter of Credit from Tenant meeting all requirements the provisions of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Section 7.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver elect to Landlord an irrevocable provide, at Tenant’s sole cost and transferable letter of credit (“expense, a Letter of Credit”Credit (as defined below) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to Required Amount (as defined below) as additional security for the faithful performance and observance by Tenant of all of the provisions of the Lease, on the terms and conditions set forth in below. Tenant’s election to provide the LeaseLetter of Credit must be made by delivering to Landlord the Letter of Credit upon Tenant’s execution and delivery of this Lease (the “Letter of Credit Election”). The terms use, application or retention of the Letter of Credit, which are subject or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by the Lease or by law, it being intended that Landlord shall not first be required to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew proceed against the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall not operate as a limitation on any recovery to which Landlord may otherwise be reasonably acceptable entitled. As used herein the term “Letter of Credit Required Amount” initially means $802,449.54. Subject to the remaining terms of this Article 57, and provided the Reduction Conditions (as defined in Section 4.3) have been satisfied at the particular reduction effective date, Tenant shall have the right to reduce the Letter of Credit Required Amount so that the new Letter of Credit Required Amount shall be $401,224.77 effective as of the first day of the later of the forty-sixth (401) month of the Term or the month following the date Tenant meets the Reduction Conditions. If Tenant is entitled to a reduction in the Letter of Credit Required Amount, Tenant shall provide Landlord with written notice requesting that the Letter of Credit Required Amount be reduced as provided above (the “Letter of Credit Reduction Notice”). If Tenant provides Landlord with a Letter of Credit Reduction Notice, and Tenant is entitled to reduce the Letter of Credit Required Amount as provided herein, the reduction shall provide, among other things, be effectuated by Tenant replacing the Letter of Credit then being held by Landlord with a new Letter of Credit in effect that:the new Letter of Credit Required Amount or amending the then-existing Letter of Credit to that new Letter of Credit Required Amount.

Letter of Credit. In lieu As security for Tenant's performance of providing a cash Security Deposit, simultaneously with its obligations under the execution of this Lease, Tenant may shall, on or before July 13, 2001, deliver to Landlord an unconditional, irrevocable and transferable renewable letter of credit issued by a bank reasonably satisfactory to Landlord with a branch capable of honoring a demand upon such Letter of Credit located in Southern California (“"Letter of Credit”") running in favor of Landlord in form reasonably satisfactory to Landlord, with in the initial principal amount of Thirty Thousand Dollars ($30,000.00). The failure of Tenant to deliver the Letter of Credit securing Tenant’s obligations hereunder subject on or before July 13, 2001, shall constitute a default by Tenant under the Lease without the application of any notice and cure period. The Letter of Credit shall state that an authorized officer or other representative of Landlord may make demand on Landlord's behalf for the amount owed by Tenant to Landlord, and that the issuing bank must immediately honor such demand, without qualification or satisfaction of any conditions, except the proper identification of the party making such demand and the reason that the party is making the demand. In addition, the Letter of Credit shall indicate that it is transferable in its entirety by Landlord as beneficiary and that upon receiving written notice of transfer, and upon presentation to the terms issuer of the original Letter of Credit, the issuer will reissue the Letter of Credit naming such transferee as the beneficiary. If the term of the Letter of Credit held by Landlord will expire prior to thirty (30) days following the expiration date of the Lease and conditions set forth in it is not extended, or a new Letter of Credit for an extended period of time is not substituted, at least thirty (30) SEAVIEW PHASE II [WebSideStory] days prior to the Lease. The terms expiration of the Letter of Credit, which are subject then Landlord may deliver written notice of such fact to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion Tenant and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues if Tenant does not extend the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost or substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the new Letter of Credit within ten (10) Business Days days after Tenant's receipt of its expirationsuch notice from Landlord, Landlord shall be entitled to make demand for the principal amount of said Letter of Credit and, thereafter, to hold such funds in accordance with this Section 4 below. Notwithstanding anything to the contrary contained in the Lease, the Letter of Credit required by this Section 4 shall not be reduced and is not subject to cancellation regardless of Tenant's net worth. In addition, upon thirty (30) days' prior notice to Tenant, Landlord may draw on require that the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms stated amount of the Letter of Credit be increased to the amount Landlord reasonably estimates it will cost to perform the removal and restoration work described in Section 2 above. The Letter of Credit shall be reasonably acceptable held by Landlord as security for the faithful performance by Tenant of all of the terms, covenants and conditions of the Lease. If Tenant commits a default with respect to any provision of the Lease, Landlord may (but shall not be required to) draw upon the Letter of Credit and use, apply or retain all or any part of the proceeds for the payment of any sum which is in default, or for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant's default or to compensate Landlord for any loss or damage which Landlord may suffer by reason of Tenant's default. If any portion of the Letter of Credit is so used or applied, Tenant shall, within ten (10) days after demand therefor, post an additional Letter of Credit in an amount sufficient to restore the Letter of Credit to the principal amount required under this Section 4 above. Landlord shall providenot be required to keep any proceeds from the Letter of Credit separate from its general funds and Tenant shall not be entitled to any interest on such proceeds. Should Landlord sell its interest in the Premises during the Term and if Landlord deposits with the purchaser thereof the Letter of Credit or any proceeds of the Letter of Credit, among other things, in effect that:thereupon Landlord shall be discharged from any further liability with respect to the Letter of Credit and said proceeds.

Letter of Credit. In lieu (a) Within ten (10) business days of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the unconditional Letter of Credit securing Tenant’s obligations hereunder subject pursuant to the terms and conditions set forth in Exhibit C as protection for the full and faithful performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord suffers as a result of any breach or default by Tenant under this Lease. The terms In lieu of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues Tenant may substitute the Letter of Credit becomes unacceptable by depositing with Landlord a cash deposit equal to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit amount; however, such substitution shall be subject to the prior written approval of Landlord and maintain it Landlord’s lender, which may be withheld in the discretion of either party. If Tenant is in default beyond any applicable notice and cure periods, Landlord may use the Security Deposit or Letter of Credit, or any portion thereof, to cure the default or to compensate Landlord for all damages which Landlord may suffer by reason of Tenant’s default. Tenant shall immediately on demand pay to Landlord a sum equal to the period ending one hundred twenty (120) days after the end portion of the calendar year Security Deposit expended or applied by Landlord as provided in which this Section so as to maintain the Term expires, and shall provide that it is automatically renewable for Security Deposit in the Term, unless released pursuant sum specified. Tenant’s failure to forthwith remit to Landlord an amount in cash sufficient to restore the Security Deposit to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than original sum deposited within thirty (30) days before expirationafter receipt of such demand from Landlord shall constitute an event of default under the terms of this Lease. At the expiration or earlier termination of this Lease, Landlord shall return the Security Deposit to Tenant, less such amounts as are reasonably necessary to remedy Tenant’s default, to repair damages to the Premises caused by Tenant, or to clean the Premises upon such termination, as soon as is practicable thereafter but in no event later than the date which is thirty (30) days after such expiration or earlier termination. Landlord’s obligations with respect to the Security Deposit are those of a debtor and not a trustee. Landlord may maintain the Security Deposit with Landlord’s general and other funds. Landlord shall not be required to pay Tenant interest on the Security Deposit. Tenant shall not mortgage, assign, transfer or encumber the Security Deposit without the prior written consent of Landlord. If Tenant fails to renew Landlord sells its interest in the Letter of Credit within ten (10) Business Days of its expirationPremises, Landlord may draw on shall deliver the existing Letter Security Deposit to the purchaser of Credit Landlord’s interest and maintain thereupon be relieved of any further liability or obligation with respect to the funds as a non-interest-bearing deposit to be returned to Security Deposit. Tenant on receipt by Landlord hereby waives the provisions of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms Section 1950.7 of the Letter of Credit shall be reasonably acceptable to Landlord and shall provideCalifornia Civil Code, among other things, or any similar or successor Laws now or hereinafter in effect that:effect.

Letter of Credit. In lieu of providing a cash Security DepositTenant shall, simultaneously with within twenty (20) business days after the execution of this Leasedate hereof, Tenant may deliver to Landlord an irrevocable and transferable irrevocable, unconditional letter of credit (“"Letter of Credit”") running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth Landlord in the Lease. The terms of the Letter of Credit, which are subject following amounts: Tenant's failure to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten said twenty (1020) Business Days business day period after the date hereof shall constitute an event of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1material default hereunder. The form and terms expiration date of the Letter of Credit shall be reasonably no earlier than the end of the fourth (4th) Lease Year of the Lease Term; provided, however, that such Letter of Credit may be of a duration shorter than said period, so long as Tenant replaces said Letter of Credit with a new Letter of Credit, on the same terms and conditions as the prior Letter of Credit, and in the applicable amount based on the foregoing schedule in this Section 47.0, at least one (1) month prior to the expiration of the prior Letter of Credit. If Tenant fails to replace a prior Letter of Credit within the period required herein, then Landlord shall be immediately authorized and entitled to demand and receive payment under said Letter of Credit, and to apply and hold the proceeds therefrom as an additional security deposit under the terms and conditions of Section 3.3 of this Lease. Said Letter of Credit must be acceptable to Landlord as to form, content, and issuing bank, and must not require any documentation in order to be valued upon and must contain an explicit waiver by the issuing bank of any statutory or other right to delay or defer payment upon demand including, but not limited to, a waiver of such rights as are set forth in Article 5, Section 5-112(l)(a) and (b) of the Uniform Commercial Code. Said Letter of Credit must also provide that the issuing bank, upon any presentation of a draft for valuation thereon, shall providehonor such draft by promptly delivering the amount of the draft, among other thingsby official bank or cashier's check, to Landlord or, at Landlord's sole option, by promptly wiring Federal Funds in the amount of the draft into such account(s) as Landlord may specifically direct, in effect that:writing. Landlord may draw down upon said Letter of Credit in the event that Tenant is in default with respect to the payment of any rent or other sums due to be paid to the Landlord under this Lease, and the applicable grace, notice and cure period, if any, has expired.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Contemporaneous with the execution and delivery of this Lease, Tenant may shall deliver to Landlord Landlord, and Tenant shall maintain in effect at all times during the term hereof, as collateral for the full and faithful performance and observance by Tenant of Tenant’s covenants and obligations under this Lease, an unconditional irrevocable and transferable letter of credit in the amount of Six Hundred Seventy-Four Thousand, Nine Hundred Seventy- Nine and 25/100 Dollars ($674,979.25) (the “Letter of Credit”) running ), substantially in favor the form annexed hereto as Exhibit F and otherwise reasonably satisfactory to Landlord and issued by a banking institution reasonably satisfactory to Landlord and either having its principal place of Landlordbusiness or a duly licensed branch or agency in the borough of Manhattan, with the City and County of New York. Such Letter of Credit securing Tenant’s obligations hereunder subject shall have an expiration date no earlier than the first anniversary of the date of issuance thereof and shall be automatically renewed from year to year unless terminated by the issuer thereof by notice to Landlord given not less than 60 days prior to the terms expiration thereof. Notwithstanding anything to the contrary contained in this Lease, Landlord shall have no obligation to deliver possession of the Premises to Tenant prior to the date that Tenant delivers the aforementioned Letter of Credit and conditions set forth any such decision by Landlord to not deliver possession of the Premises shall not affect the Commencement Date. Tenant shall, throughout the term of this Lease, deliver to Landlord, in the Lease. The terms event of the termination of any such Letter of Credit, which are subject replacement letters of credit in lieu thereof no later than 30 days prior to Landlord’s reasonable consent, shall strictly comply with the provisions expiration date of this Addendum #1the preceding Letter of Credit. The term of each such Letter of Credit shall be issued by not less than 1 year and shall be automatically renewable from year to year as aforesaid. Notwithstanding the foregoing, if Landlord shall elect, in its sole discretion, to accept a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable which is subject to Landlord in Landlord’s reasonable discretiona final expiration date, Tenant shall at its cost substitute another deliver a replacement of or amendment to such Letter of Credit from a bank that is acceptable no later than 30 days prior to Landlord in Landlord’s sole reasonable discretion. The such final expiration date, and the final Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released delivered to Landlord pursuant to this Section 6.01 shall have a final expiration date occurring not earlier than 60 days following the provisions Termination Date of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expirationLease. If Tenant fails shall fail to renew the obtain any replacement of or amendment to a Letter of Credit within ten (10) Business Days any of the applicable time limits set forth in this Section 6.01, Tenant shall be in Default of its expirationobligations under this Article 6 and Landlord shall have the right (but not the obligation), Landlord may at its option, to draw on down the full amount of the existing Letter of Credit and maintain use, apply and retain the funds same as a non-interest-bearing deposit security hereunder, and notwithstanding such draw by Landlord, Landlord shall have the right (but not the obligation), at its option, to be returned give written notice to Tenant on receipt stating that such failure by Landlord Tenant to deliver such replacement of a substitute or amendment to the Letter of Credit from constitutes a continuing Default by Tenant meeting all requirements of its obligations under this Article 6, and in the event that Tenant shall not have delivered such replacement or amendment to Landlord within 15 Business Days after Tenant’s receipt of such notice, Landlord may give to Tenant a notice of intention to end the term of this Addendum #1Lease at the expiration of 7 days from the date of the service of such notice of intention, and upon the expiration of said 7 days this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate (as set forth in Article 18 hereof) with the same effect as if that day was the day herein definitely fixed for the end and expiration of this Lease, but Tenant shall remain liable for damages as provided in Article 19 hereof. The form Upon delivery to Landlord of any such replacement of or amendment to the Letter of Credit within the 15 Business Day period described in the preceding sentence, such Default shall be deemed cured and terms Landlord shall return to Tenant the proceeds of the Letter of Credit shall be reasonably acceptable which had been drawn by Landlord pursuant to the preceding sentence (or any balance thereof to which Tenant is entitled). Notwithstanding the foregoing, Landlord and shall provide, among other things, in effect that:acknowledges that Silicon Valley Bank is deemed approved for purposes of providing such Letter of Credit.

Letter of Credit. In lieu Buyer shall use all reasonable efforts to replace at Closing all outstanding letters of providing credit pertaining to the orders which CDG has with third party manufacturers for the manufacture of goods for use in the Business ("SOURCING COMMITMENTS") to which CDG is a cash Security Deposit, simultaneously with party and to replace at Closing the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable outstanding letter of credit provided by CDG for the benefit of KCPL under the KCPL Shirt License Agreement (“Letter the "KCPL LETTER OF CREDIT"). If Buyer is unable to replace at Closing any such outstanding letters of Credit”credit, in whole or in part, Buyer (i) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject respect to the terms and conditions set forth in the Lease. The terms of the KCPL Letter of Credit, which shall and (ii) with respect to all such other letters of credit will use all reasonable efforts to, provide at Closing "back-to-back" letters of credit to each of the banks that issued each of the letters of credit that are subject not being replaced (each, an "ISSUING BANK") in a form satisfactory to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be relevant Issuing Bank (in its sole discretion) issued by a bank acceptable satisfactory to Landlord the relevant Issuing Bank (in Landlord’s its sole discretion), in an amount equal to 100% of the then undrawn stated amount of the outstanding letters of credit issued by such Issuing Bank that are not being replaced. The notice of reimbursement with respect to any drawdown on any such "back-to-back" letter of credit shall state the amount of the drawdown and the purchase orders to which it relates. If Buyer is unable to provide such "back- to-back" letters of credit, Buyer will reimburse CDG for all amounts drawn down under outstanding letters of credit that are not being replaced and for which "back-to-back" letters of credit are not being provided within five business days after receipt by Buyer of reasonable discretion evidence of such drawdown. Such evidence shall include the letter of credit number, the latest ship date, product description, product cost, price per unit and a copy of the funding message and such other documentation that Buyer may reasonably request. On the date hereof and at least ten business days prior to Closing CDG will provide Buyer with a list of each outstanding letter of credit, stating the letter of credit number, the issuing bank, the name, address and country of the beneficiary, the purchase orders covered, the expiration date and the amount outstanding on the day the list is compiled with respect to each outstanding letter of credit. If Buyer offers to provide a "back-to-back" letter of credit to an Issuing Bank issued by Chase Manhattan Bank, N.A., Citibank, N.A. or The Bank of New York in customary form in an amount equal to 100% of the then undrawn stated amount of the relevant outstanding letter of credit, and the Issuing Bank states that any such issuing bank or such form is not satisfactory to the Issuing Bank, Buyer shall be deemed to have satisfied its obligations under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions second sentence of this Section or unless the issuing bank delivers a notice 8.4 with respect to such outstanding letter of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:credit.

Letter of Credit. In lieu Within thirty (30) days of providing a cash Security Deposit, simultaneously with the execution and delivery of this Lease, Tenant may deliver has delivered to Landlord an irrevocable and transferable as security for the performance of the obligations of Tenant hereunder a cash deposit or a letter of credit in the amount specified in Exhibit A in accordance with this Section (as renewed, replaced, increased and/or reduced pursuant to this Section, the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1). The Letter of Credit shall be issued by a bank acceptable in the form attached as Exhibit G to this Lease or such other form as Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporationmay reasonably approve. If the credit of the bank that originally issues the there is more than one Letter of Credit becomes unacceptable so delivered by Tenant, such Letters of Credit shall be collectively hereinafter referred to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another as the “Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionCredit”. The Letter of Credit (i) shall be irrevocable for and shall be issued by a commercial bank reasonably acceptable to Landlord, (ii) shall require only the period ending no less than one (1) year after presentation to the date issuer of issuance. Tenant shall renew a certificate of the holder of the Letter of Credit stating either (a) that a default has occurred under this Lease after the expiration of any applicable notice and maintain it cure period (or stating that transmittal of a default notice is barred by applicable bankruptcy or other law if such is the case) or (b) stating that Tenant has not delivered to Landlord a new Letter of Credit having a commencement date immediately following the expiration of the existing Letter of Credit in accordance with the requirements of the Lease, (iii) shall be payable to Landlord and its successors in interest as the Landlord and shall be freely transferable without cost to any such successor or any lender holding a collateral assignment of Landlord’s interest in the Lease, (iv) shall be for an initial term of not less than one year and contain a provision that such term shall be automatically renewed for successive one-year periods unless the issuer shall, at least thirty (30) days prior to the scheduled expiration date, give Landlord written notice of such nonrenewal, and (v) shall otherwise be in form and substance reasonably acceptable to Landlord. Notwithstanding the foregoing, the term of the Letter of Credit for the final period of the Term shall be for a term ending one hundred twenty not earlier then the date sixty (12060) days after the end last day of the calendar year Term. If Tenant shall be in which default under the Term expiresLease, and after the expiration of any applicable notice or cure period (or if transmittal of a default or other notice is stayed or barred by applicable bankruptcy or other law), Landlord shall provide that it is automatically renewable for be entitled to draw upon the Term, unless released pursuant Letter of Credit to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later extent reasonably necessary to cure such default. If, not less than thirty (30) days before expiration. If Tenant fails to renew the scheduled expiration of the Letter of Credit, Tenant has not delivered to Landlord a new Letter of Credit within ten (10) Business Days having a commencement date immediately following the expiration of its expiration, Landlord may draw on the existing Letter of Credit and maintain in accordance with this Section, Landlord shall also have the funds as a non-interest-bearing deposit right to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms draw upon the full amount of the Letter of Credit without giving any further notice to Tenant. Landlord may, but shall not be obligated to, apply the amount so drawn to the extent necessary to cure Tenant’s default under the Lease. Any funds drawn by Landlord on the Letter of Credit and not applied against amounts due hereunder shall be reasonably acceptable held by Landlord as a cash security deposit, provided that Landlord shall have no fiduciary duty with regard to Landlord such amounts, shall have the right to commingle such amounts with other funds of Landlord, and shall providepay no interest on such amounts. After any application of the Letter of Credit by Landlord in accordance with this paragraph, among other thingsTenant shall reinstate the Letter of Credit to the amount then required to be maintained hereunder, in effect that:within thirty (30) days of demand. Within sixty (60) days after the expiration or earlier termination of the Term the Letter of Credit and any cash security deposit then being held by Landlord, to the extent not applied, shall be returned to the Tenant provided that no Event of Default is then continuing.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously 15.01 Simultaneously with the execution and delivery of this Lease, Tenant may shall deliver to Landlord an a clean, irrevocable and transferable letter of credit (“in the Letter of Credit”Credit Amount (as defined in Article 1) running in the form attached hereto as Exhibit L or otherwise satisfactory in form and content to Landlord and issued by an FDIC insured bank located in Boston reasonably satisfactory to Landlord in favor of Landlord. During the Term hereof, with including any extensions thereof, or for any period that Tenant remains in possession of the Letter premises following the expiration of Credit securing Tenant’s the term, or for any period Tenant has obligations hereunder subject to Landlord that remain unsatisfied following the terms and conditions set forth in the Lease. The terms expiration of the Letter of Creditterm (as may be extended), which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one ninety (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (12090) days after the end latest to occur of the calendar year foregoing (i.e., the expiration of the term (as may be extended), the date on which Tenant vacates and yields up the premises, etc.), the letter of credit shall be held to ensure the full and timely performance of Tenant’s obligations under this Lease; which letter of credit may be drawn upon by Landlord and applied from time to time against outstanding obligations of Tenant hereunder without notice or demand. Tenant shall have no right to require Landlord to so draw and apply the letter of credit, nor shall Tenant be entitled to credit the same against rents or other sums payable hereunder. During the entire Term hereof, including any extension thereof, Tenant shall cause said letter of credit to be renewed, in which the Term expiresidentical form to that delivered herewith, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expirationprior to the date of expiration of same. If Without limiting any other remedies of Landlord, in the event that Tenant fails to renew any letter of credit given hereunder at least thirty (30) days prior to the date of expiration thereof, then Landlord shall have the right to draw down the entire amount of said letter of credit and hold such sums as a cash deposit. If and to the extent that Landlord makes such use of the letter of credit, or any part thereof, the sum so applied by Landlord (from cash or from a drawing on the letter of credit) shall be restored to the letter of credit (or by a new letter of credit equal to the difference) by Tenant forthwith upon notice from Landlord, and failure to so restore (within the grace period applicable to Base Rent hereunder) shall be a default hereunder giving rise to all of Landlord’s rights and remedies applicable to a default in the payment of rent. In the event of a change of circumstance relating to the bank issuing the letter of credit, or Landlord otherwise believes the financial conditions of the issuing bank has been degraded, Landlord reserves the right to require Tenant to replace the letter of credit from time to time with a substitute similar letter of credit issued by another bank satisfactory to Landlord. In addition, in the event of a termination based upon the default of Tenant under the Lease, or a rejection of the Lease pursuant to the provisions of the Federal Bankruptcy Code, Landlord shall have the right to draw upon the Letter of Credit within ten (10from time to time, if necessary) Business Days to cover the full amount of its expirationdamages and other amounts due from Tenant to Landlord under the Lease. Any amounts so drawn 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. Tenant hereby covenants and agrees not to oppose, contest or otherwise interfere with any attempt by Landlord may to draw on the existing down from said Letter of Credit including, without limitation, by commencing an action seeking to enjoin or restrain Landlord from drawing upon said Letter of Credit. Tenant also hereby expressly waives any right or claim it may have to seek such equitable relief. In addition to whatever other rights and maintain the funds remedies it may have against Tenant if Tenant breaches its obligations under this paragraph, Tenant hereby acknowledges that it shall be liable for any and all damages which Landlord may suffer as a non-interest-bearing deposit result of any such breach. Upon request of Landlord or any (prospective) purchaser or mortgagee of the Building, Tenant shall, at its expense, cooperate with Landlord in obtaining an amendment to be returned to Tenant on receipt by Landlord or replacement of a substitute any Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of which Landlord is then holding so that the amended or new Letter of Credit shall be reasonably acceptable to Landlord and shall providereflects the name of the new owner of the Building or mortgagee, among other things, in effect that:as the case may be.

Letter of Credit. In lieu of providing a cash addition to the Security DepositDeposit and as security hereunder, simultaneously Tenant shall deliver to Landlord, concurrently with the Tenant’s execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable stand-by letter of credit in the amount of One Hundred Thousand Dollars (“Letter $100,000.00). Said letter of Credit”) running credit shall be in favor of Landlord, form and with the Letter substance of Credit securing Tenant’s obligations hereunder subject to the terms Exhibit F attached hereto, and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord financial institution located in Landlord’s reasonable discretion Southern California and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that which is acceptable to Landlord. The letter of credit shall either: (i) be issued with a fixed expiration date of January 31, 2006, or (ii) shall provide for automatic annual renewals through that date which is sixty (60) days after the Expiration Date of the Term of this Lease. In the event the letter of credit is issued with an annual renewal obligation and the letter of credit is not renewed by the issuing financial institution on or before twenty (20) days prior to the then-scheduled expiration date of the letter of credit, then Landlord shall have the right to draw the full amount of such letter of credit and to hold such amount as part of the Security Deposit pursuant to Section 4.3 of this Lease. Upon any default by Tenant, including specifically Tenant’s failure to pay rent or to abide by its obligations under Sections 7.1 and 15.3 below and Tenant’s failure to cure the same within any applicable cure period, Landlord shall be entitled to draw upon said letter of credit by the issuance of Landlord’s sole written demand to the issuing financial institution, which draw shall be in an amount necessary to cure the default in question and to compensate Landlord for all damages incurred thereby, as determined by Landlord in its sole and absolute discretion, and if such amount cannot be readily determined by Landlord, then the full amount of the letter of credit can be drawn by Landlord pending determination of said amount. Notwithstanding the foregoing, while the amount of any such draw shall be determined in Landlord’s sole reasonable discretion. The Letter and absolute discretion as provided as provided in the foregoing, if the amount of Credit any such draw(s) shall be irrevocable for ultimately exceed the period ending no less than one amount of damages actually incurred by Landlord as the result of Tenant’s default (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released as determined pursuant to the applicable provisions of Article XIV of this Section Lease), then Landlord shall promptly refund any such excess to Tenant. Any such draw shall be without waiver of any rights Landlord may have under this Lease or unless at law or in equity as a result of the issuing bank delivers default, as a notice of non-renewal no later than thirty (30) days before expirationsetoff for full or partial compensation for the default. If any portion of the letter of credit is drawn after a default by Tenant, Tenant fails to renew the Letter of Credit shall within ten (10) Business Days days after written demand by Landlord restore the letter of credit. Failure to so restore said letter of credit within said ten (10) days shall be a default by Tenant under this Lease. Partial drawings upon said letter of credit shall be permitted. If on or after the second annual anniversary of the Commencement Date of this Lease: (a) Tenant has not been in default under the Lease (beyond the expiration of any applicable cure period) at any time during the Term hereof, (b) Tenant has not at any time been more than ten (10) days late with respect to any payments of rent due under the Lease, and (c) Tenant shall demonstrate by the delivery to Landlord of its expirationaudited financial statements that Tenant has achieved a positive net income and a positive net worth for the most current quarter (as determined by generally accepted accounting principles, consistently applied, and issued by a nationally recognized accounting firm), then upon the written request of Tenant accompanied by copies of the audited financial statements required in Subsection (c) of this paragraph, Landlord may draw on the existing Letter of Credit shall authorize an immediate full exoneration and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms release of the Letter letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:credit.

Letter of Credit. In lieu of providing a cash deposit by Tenant for the Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to deposit with Landlord an a clean, irrevocable and transferable unconditional letter of credit issued by and drawn upon any commercial bank reasonably acceptable to Landlord with offices for banking purposes in the City of New York and having a net worth of not less than One Billion ($1,000,000,000.00) Dollars, which letter of credit shall be in the form annexed hereto as Exhibit C (the “Letter of Credit”) running and in favor the amount of Landlordthe Security Deposit set forth in Article 1 hereof. In addition, with the Letter of Credit securing Tenant’s obligations hereunder subject shall provide that it is assignable by Landlord without charge and shall either (i) expire on the date which is sixty (60) days after the expiration or earlier termination of this Lease (the “LC Date”) or (ii) be automatically self-renewing until the LC Date. At any time that Tenant is in default under this Lease beyond any applicable notice and grace period, Landlord shall have the right to draw down the terms and conditions set forth in the Lease. The terms of the entire Letter of Credit, which are subject Credit in whole or in part as necessary to Landlord’s reasonable consent, shall strictly comply apply the proceeds thereof in accordance with the provisions of this Addendum #1Article 27. The Letter of Credit Landlord shall be issued by a bank acceptable also have the right to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues draw down the Letter of Credit becomes unacceptable in the event that Landlord fails to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another receive a replacement Letter of Credit from a bank that is acceptable on or prior to the thirtieth (30th) day preceding the expiration date thereof or if Tenant holds over in the Premises without the consent of Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date expiration or earlier termination of issuancethis Lease. Tenant If Landlord shall renew have drawn down the Letter of Credit and maintain it for applied all or a portion thereof in accordance with the period ending one hundred twenty terms of this Article 27, then Tenant shall deposit with Landlord, within three (1203) days after notice from Landlord, a sufficient amount of cash to bring the end balance of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant cash held by Landlord under this Article 27 to the provisions amount of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1Security Deposit. The form and terms of failure by Tenant to deposit such additional amount within the Letter of Credit foregoing time period shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:deemed an Event of Default under this Lease.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Concurrently with the Tenant’s execution and delivery of this Lease, Tenant may shall deliver to Landlord an a clean, irrevocable and transferable letter of credit in the amount set forth in Section 1, which shall comply with, and may be drawn by Landlord in accordance with, the provisions of Exhibit G attached hereto (such letter of credit, together with any renewal or replacement thereof in accordance herewith, being referred to herein as the “Letter of Credit”). Notwithstanding any provision herein to the contrary, so long as (A) running Tenant shall not be, or have been, in favor monetary or material non-monetary Default under this Lease, (B) this Lease is still in full force and effect, and (C) Tenant provides Landlord with written notice requesting the same (requirements (A) through (C), collectively, the “Letter of LandlordCredit Reduction Conditions”), then Tenant shall be entitled to reduce the required amount of the Letter of Credit to the amounts and at the times set forth below, and Tenant may thereafter deliver to Landlord a substitute Letter of Credit, conforming to the requirements hereof, in the sum of such reduced amount. Upon Tenant complying with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions Reduction Conditions set forth in above, the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms required amount of the Letter of Credit shall be reasonably acceptable reduced in accordance with the following schedule: Date: Letter of Credit Amount Reduced To: First (1st) anniversary of the Rent Commencement Date $ 720,164.00 Third (3rd) anniversary of the Rent Commencement Date $ 480,109.33 Upon and as a condition to each such reduction, Tenant shall deliver to Landlord and shall providea substitute Letter of Credit, among other thingsconforming to the requirements hereof, in effect that:the sum of the reduced Letter of Credit amount, whereupon Landlord shall surrender to Tenant the Letter of Credit being so replaced within thirty (30) Days; provided, however, that in no event shall the amount of the Letter of Credit hereunder ever be less than $480,109.33. Upon Landlord’s receipt of a substitute Letter of Credit in compliance with Exhibit G, Landlord agrees not to draw upon the Letter of Credit being so replaced. Notwithstanding the foregoing, Tenant acknowledges that upon the occurrence of any monetary or material non-monetary Default of Tenant hereunder, Tenant shall not be entitled to any further reduction in the amount of the Letter of Credit, and Tenant’s Letter of Credit obligation shall not be reduced below its then current level.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with a. Within ten (10) Business Days after the execution date of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing described below as security for Tenant’s 's performance of all of Tenant's covenants and obligations hereunder subject to the terms and conditions set forth in the under this Lease. The terms of ; provided, however, that neither the Letter of CreditCredit nor any proceeds therefrom (the "Letter of Credit Proceeds") shall be deemed an advance rent deposit or an advance payment of any other kind, which are subject or a measure or limitation of Landlord's damages or constitute a bar or defense to any of the Landlord’s reasonable consent, shall strictly comply with the provisions of 's other remedies under this Addendum #1Lease or at law upon Xxxxxx's default. The Letter of Credit shall be issued by a bank acceptable to Landlord maintained in Landlord’s reasonable discretion and under effect from the supervision date of this Lease through sixty (60) days after the expiration or earlier termination of the banking commission Term, and on or prior to the expiration of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues such sixty (60) day period, Landlord shall return to Tenant the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another (unless presented for payment as provided herein) and any Letter of Credit from a bank Proceeds then held by Landlord (other than those held for application by Landlord as provided below, including application to cure any failure by Tenant to restore the Premises as required by this Lease upon the surrender thereof); provided, however, that is acceptable in no event shall any such return be construed as an admission by Landlord that Xxxxxx has performed all of its obligations hereunder. Landlord shall not be required to Landlord in Landlord’s sole reasonable discretion. The segregate the Letter of Credit Proceeds from its other funds and no interest shall accrue or be irrevocable for the period ending no less than one payable to Tenant with respect thereto. Landlord may (1but shall not be required to) year after the date of issuance. Tenant shall renew draw upon the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew use the Letter of Credit within ten (10) Business Days Proceeds or any portion thereof to cure any Event of Default by Tenant under this Lease or to compensate Landlord for any damage Landlord incurs as a result of Tenant's failure to perform any of its expiration, obligations hereunder where Landlord may draw on has not given Tenant the existing Letter notice required for such failure to constitute an Event of Credit and maintain the funds as a non-interest-bearing deposit to be returned Default solely because there exist circumstances under which Landlord is enjoined or otherwise prevented by operation of law from giving to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms such notice, it being understood that any use of the Letter of Credit Proceeds shall not constitute a bar or defense to any of Landlord's other remedies under this Lease. In such event and upon written notice from Landlord to Tenant specifying the amount of the Letter of Credit Proceeds so utilized by Landlord and the particular purpose for which such amount was applied, Tenant shall immediately deliver to Landlord an amendment to the Letter of Credit or a replacement thereof in an amount equal to one hundred percent (100%) of the amount specified below for the applicable period. Tenant's failure to deliver such amendment or replacement to Landlord within five (5) days of Landlord's notice shall constitute an Event of Default hereunder. In the event Landlord shall draw upon the Letter of Credit as provided herein, and shall not fully utilize the Letter of Credit Proceeds as provided above, upon Tenant's cure of the condition giving rise to such permitted draw by Landlord, and Xxxxxxxx's acceptance of such cure, if Tenant shall deliver the amendment or replacement specified above so that the Letter of Credit amount is equal to one hundred percent (100%) of the amount specified below for the applicable period, Landlord shall promptly return to Tenant the balance of the Letter of Credit Proceeds then held by Landlord. No lessor under any ground or underlying lease or holder of or beneficiary under a mortgage or deed of trust, nor any purchaser at any judicial or private foreclosure sale of the Property or any portion thereof, shall be reasonably acceptable responsible to Landlord and Tenant for such Letter of Credit or any Letter of Credit Proceeds unless such lessor, holder or purchaser shall provide, among other things, in effect that:have actually received the same.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with Upon the execution of this LeaseLease by Landlord and Tenant, Tenant may shall deliver to Landlord an irrevocable a Letter of Credit (i) issued by a bank authorized to do business in the State of Hawaii, (ii) for the sum of $63,082.10, and transferable letter of credit (“iii) in such form as shall be reasonably required by Landlord (the "Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1"). The Letter of Credit shall be issued by a bank acceptable to provide that Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues may draw upon the Letter of Credit becomes unacceptable upon the occurrence of any of the events described in Section 19 of this Lease, to Landlord in Landlord’s reasonable discretion, satisfy any amounts owed by Tenant shall at its cost substitute another Letter under the terms of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionthis Lease. The Letter of Credit shall be irrevocable for commence on November 1, 1996 and shall expire on November 1, 2001. In the period ending no less than one (1) year after event that the date of issuance. Tenant shall renew bank issuing the Letter of Credit (the "Bank") notifies Landlord that the Bank will not renew the --- Letter of Credit on its annual expiration date and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew thus the Letter of Credit within ten (10) Business Days will expire prior to November 1,2001, such occurrence shall be deemed a default under this Lease. Upon Landlord's receipt of its expirationsuch notice, Landlord shall be entitled to pursue any and all remedies provided to Landlord under Section 20 of this Lease. In addition to -------- such remedies, Landlord may draw on down the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms remaining balance of the Letter of Credit as liquidated damages for Tenant's default under this Lease. Landlord and Tenant hereby acknowledge that they understand and have agreed that in such event, the injury or damages to Landlord will be difficult and/or expensive to determine in view of: Landlord's financial commitments with respect to the Building, the difficulty in obtaining a new tenant for the Premises and the nature of the rental market for commercial space in Honolulu, Hawaii. AS A REASONABLE ESTIMATE OF LANDLORD'S FAIR COMPENSATION FOR ANY INJURY OR DAMAGES RESULTING FROM SUCH DEFAULT, THE PARTIES AGREE THAT THE SUMS TO BE DRAWN UNDER THE LETTER OF CREDIT SHALL BELONG TO LANDLORD AS LIQUIDATED DAMAGES. Landlord may, in addition to the aforesaid damages, pursue any other remedy, including specific performance, permitted by law or equity. All costs, including reasonable attorneys' fees, incurred by reason of Tenant's default shall be reasonably acceptable to Landlord and shall provideborne by Tenant, among other things, in effect that:regardless of whether or not a lawsuit is filed."

Letter of Credit. In lieu of providing a cash Security DepositSubject to the final grammatical paragraph hereof, simultaneously with the upon execution of this Lease, Tenant may shall deliver to Landlord Landlord, as security for the performance of Tenant’s covenants and obligations under this Lease, an original irrevocable and transferable standby letter of credit (the “Letter of Credit”) running in favor the amount of LandlordTwenty Dollars ($20.00) per rentable square foot of the Premises (which amount will total Three Million Two Hundred Fifty Eight Thousand One Hundred Twenty Dollars ($3,258,120.00) if the Premises consist of 162,906 rentable square feet of space), with naming Landlord as beneficiary, which Landlord may draw upon to cure an Event of Default under this Lease (or any breach under this Lease where there exist circumstances under which Landlord is enjoined or otherwise prevented by operation of law from giving to Tenant a written notice which would be necessary for such failure of performance to constitute an Event of Default under this Lease). For avoidance of doubt, in no event shall Landlord draw upon the Letter of Credit securing without prior notice to Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of Any such draw on the Letter of Credit, which are subject Credit shall not constitute a waiver of any other rights of Landlord with respect to Landlord’s reasonable consent, shall strictly comply with the provisions such Event of this Addendum #1Default. The Letter of Credit shall be issued by a major commercial bank reasonably acceptable to Landlord in Landlord’s reasonable discretion , with a San Francisco, California, or New York, New York, service and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues claim point for the Letter of Credit becomes unacceptable to Landlord Credit, have an expiration date not earlier than the sixtieth (60th) day after the Expiration Date (or, in Landlord’s reasonable discretionthe alternative, Tenant shall at its cost substitute another Letter have a term of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no not less than one (1) year and be automatically renewable for an additional one (1) year period unless notice of non-renewal is given by the issuer to Landlord not later than sixty (60) days prior to the expiration thereof). At any time after the date Expiration Date of issuance. this Lease is determined, Tenant shall renew may amend the Letter of Credit and maintain it to provide an outside expiration date for the Letter of Credit that is at least sixty (60) days following the Expiration Date of this Lease. Landlord shall sign any consent to such amendment that is required by the issuing bank for the issuance of the amendment and shall provide that Landlord may make partial and multiple draws thereunder, up to the face amount thereof. If, at any period ending one hundred twenty while the Letter of Credit is required to be in effect hereunder, the financial condition of the issuing bank materially deteriorates from the financial condition as of the date of Landlord’s initial approval of the bank (120as evidenced by a material drop in Standard & Poor’s financial services rating for such bank), then Landlord may, by written notice to Tenant, require that Tenant replace the Letter of Credit with a Letter of Credit issued by a major commercial bank then reasonably acceptable to Landlord. In addition, the Letter of Credit shall provide that, in the event of Landlord’s assignment or other transfer of its interest in this Lease, the Letter of Credit shall be freely transferable by Landlord, without charge to Landlord (transfer fees shall be the responsibility of Tenant) and without recourse, to the assignee or transferee of such interest and the bank shall confirm the same to Landlord and such assignee or transferee. The Letter of Credit shall provide for payment to Landlord upon the issuer’s receipt of a sight draft from Landlord together with a statement by Landlord that the requested sum is due and payable from Tenant to Landlord in accordance with the provisions of this Lease, shall be in the form attached hereto as Exhibit E, and otherwise be in form and content reasonably satisfactory to Landlord. If the Letter of Credit has an expiration date earlier than sixty (60) days after the end Expiration Date, then throughout the Lease term (including any renewal or extension of the calendar year Lease term) Tenant shall provide evidence of renewal of the Letter of Credit to Landlord at least sixty (60) days prior to the date the Letter of Credit expires. If Landlord draws on the Letter of Credit pursuant to the terms hereof, Tenant shall immediately replenish the Letter of Credit or provide Landlord with an additional letter of credit conforming to the requirements of this paragraph so that the amount available to Landlord from the Letter(s) of Credit provided hereunder is the amount specified in Paragraph 2.d. above (as the same may have been increased or reduced pursuant to the final grammatical paragraph of this Paragraph 6); provided, however, that during the Construction Period, in no event may Landlord draw on the Letter of Credit, or will Tenant be required to replenish the Letter of Credit, beyond an amount which, together with any other sums paid by Tenant to Landlord hereunder, exceeds the limitation on liability described in Paragraph 25.b.6 below. Tenant’s failure to deliver any replacement, additional or extension of the Letter of Credit, or evidence of renewal of the Letter of Credit, within the time specified under this Lease shall entitle Landlord to draw upon the entire balance of the Letter of Credit then in effect. If Landlord liquidates the Letter of Credit as provided in the preceding sentence, Landlord shall hold the funds received from the Letter of Credit as security for Tenant’s performance under this Lease, this Paragraph 6 shall be deemed a security agreement for such purposes and for purposes of Division 9 of the California Commercial Code, Landlord shall be deemed to hold a perfected, first priority security interest in such funds, and Tenant does hereby authorize Landlord to file such financing statements or other instruments as Landlord shall deem advisable to further evidence and/or perfect such security interest. Landlord shall not be required to segregate such security deposit from its other funds and no interest shall accrue or be payable to Tenant with respect thereto. No holder of a Superior Interest (as defined in Paragraph 21 below), nor any purchaser at any judicial or private foreclosure sale of the Real Property or any portion thereof, shall be responsible to Tenant for such security deposit unless and only to the extent such holder or purchaser shall have actually received the same. Within sixty (60) days following the expiration or earlier termination of this Lease, Landlord shall return to Tenant the Letter of Credit then held by Landlord; provided, however, that (i) Landlord may first draw on the Letter of Credit in the amount determined by Landlord in good faith that is needed to cure any breach by Tenant under this Lease that exists as of such expiration or termination of the Lease and (ii) in no event shall any such return be construed as an admission by Landlord that Tenant has performed all of its covenants and obligations hereunder. Tenant hereby unconditionally and irrevocably waives the benefits and protections of California Civil Code Section 1950.7, to the extent the same limit the rights of Landlord to apply any security deposit or govern the time period in which any security deposit must be returned to Tenant, it being agreed that the Term expiresterms of this Paragraph 6 shall govern Landlord’s right to apply, and shall provide obligation to return any security deposit, and, without limitation of the scope of such waiver, acknowledges that it Landlord may use all or any part of the funds from the Letter of Credit to compensate Landlord for damages resulting from termination of this Lease and the tenancy created hereunder (including, without limitation, damages recoverable under California Civil Code Section 1951.2). Notwithstanding the above, if any Expansion Increment or First Offer Increment is automatically renewable for added to the Termleased Premises pursuant to Paragraph 58 or 59 below, unless released the amount of the Letter of Credit required hereunder shall, effective as of the applicable Expansion Increment Commencement Date or First Offer Increment Commencement Date, be increased so that, based on the new total rentable square footage of the Premises with the subject Expansion Increment or First Offer Increment added thereto, the amount of the Letter of Credit is the same amount per rentable square foot of the Premises that was in effect on the date immediately prior to the date the subject Expansion Increment or First Offer Increment (as applicable) was added to the Premises (which amount per rentable square foot may have previously been reduced pursuant to the remaining provisions of this Paragraph 6). Further, if required pursuant to the provisions of this Section or unless Paragraph 13.h. below, the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms amount of the Letter of Credit shall be reasonably acceptable additionally increased by the sum of Ten Million Dollars ($10,000,000.00). Tenant may from time to time during the Lease term, but not more than once during any twelve (12) month period, submit to Landlord for Landlord’s review, accurate and complete financial information showing Tenant’s then current financial situation. Upon Landlord’s receipt of such information, accompanied by Tenant’s written request that Landlord review the same (which written request shall provideexpressly refer to this Paragraph 6), among other thingsLandlord will review Tenant’s financial information and advise Tenant in writing of whether Landlord will permit a reduction in the amount of the Letter of Credit. Landlord’s evaluation shall take into account the following criteria (the “Security Criteria”): Tenant’s then current financial situation, Tenant’s payment history under this Lease, Tenant’s remaining financial obligations under the Lease and customary security requirements for comparable leases in effect that:comparable buildings in San Francisco with comparable improvements. Tenant acknowledges that Landlord is under no obligation to agree to a reduction in the amount of the Letter of Credit if Landlord concludes, based on Landlord’s good faith review of Tenant’s financial information, that the amount of the Letter of Credit in place is the proper amount of security taking into account the Security Criteria. Notwithstanding the foregoing, at such time during the initial Lease term that Tenant’s total obligation for Monthly Rent and Additional Rent under Paragraphs 5 and 7 hereof for the remainder of the initial Lease term is less than the required face amount of the Letter of Credit, then, upon Tenant’s written request, Landlord shall be required to agree to a reduction of the amount of the Letter of Credit to such remaining obligation regardless of the Security Criteria, except that Tenant shall not be entitled to the reduction if there exists a monetary default by Tenant under this Lease or a material breach of any non-monetary obligation under this Lease, but Tenant shall be entitled to such reduction upon the cure of such breach. Further, notwithstanding anything to the contrary herein, Tenant may request such reductions as frequently as quarterly once Tenant’s total obligation under Paragraphs 5 and 7 of the Lease for the remainder of the initial Lease term are less than the required amount of the Letter of Credit. If Tenant exercises a Renewal Option under Paragraph 60 below, the amount of the Letter of Credit during the renewal term shall be governed by Paragraph 60.b. below. Notwithstanding the first sentence of this Paragraph 6, upon the execution of this Lease, Tenant may deposit with Landlord a cash payment equal to the required amount of the Letter of Credit, which cash payment shall be held by Landlord as security for Tenant’s obligations under this Lease. Tenant shall replace the cash security deposit with the Letter of Credit (in the form required above) not later than sixty (60) days following the date of this Lease and Tenant’s failure to deliver the Letter of Credit (in the required form) by such date shall constitute an Event of Default under Paragraph 25.a. below entitling Landlord to the remedies in Paragraph 25.b. below. During the period that Landlord holds the cash payment as security, the provisions in the first grammatical paragraph of this Paragraph 6 that apply to the cash held by Landlord after a liquidation of the Letter of Credit shall apply to the security. At such time as Landlord receives the Letter of Credit (in the required form) Landlord shall refund to Tenant the cash security, less any amounts applied by Landlord from such funds on account of any Event of Default. Notwithstanding anything to the contrary in Paragraph 4.e. below, Landlord shall not be required to make any disbursements of Landlord’s Allowance until the Letter of Credit has been received by Landlord in the required form and failure to disburse Landlord’s Allowance during such period shall not constitute a Landlord Delay for any purpose under the provisions of Paragraph 4.

Letter of Credit. In lieu At any time during the Term, Tenant shall have the right to deliver to Landlord a letter of providing a cash credit in the amount of the Security Deposit, simultaneously with to be held by Landlord as security for the execution performance by Tenant of all of the obligations to be performed by it under this Lease. In such event, Landlord shall refund the cash Security Deposit and all accrued interest thereon to Tenant may deliver to Landlord an irrevocable and transferable within fifteen (15) days after receipt of such letter of credit. The letter of credit (“Letter of Credit”and each replacement or renewal thereof) running in favor of Landlordshall (i) be irrevocable, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall (ii) be issued by NationsBank, N.A. or another national bank having an office in Washington, D.C. or Fairfax County, Virginia, which has net assets of $50,000,000 or more, (iii) be for a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision term of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no not less than one (1) year 12 months after the date of issuance, and (iv) authorize Landlord to draw thereon by a sight draft delivered to the issuing bank accompanied by an affidavit of a general partner, or executive officer, of Landlord that an Event of Default has occurred and is continuing or that Tenant has failed to deliver a replacement letter of credit within the time required by this subsection. Tenant shall, on or before the 30th day before the expiration date of the letter of credit then being held by Landlord under this subsection, deliver to Landlord an extension or renewal of the letter of credit for a period of not less than 12 months. Tenant shall extend or renew the Letter letter of Credit and maintain it credit, or any extension or renewal thereof, for the period ending one hundred twenty (120) days after the end successive periods of the calendar year in which the Term expires, and shall provide that it is automatically renewable for at least 12 months each throughout the Term, unless released pursuant . Upon the occurrence of an Event of Default or the Tenant's failure to deliver a replacement letter of credit within the provisions of time required by this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expirationsubsection, Landlord may shall be authorized to draw on the existing Letter letter of Credit credit then being held by it. Landlord shall receive, hold and maintain apply the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms proceeds of the Letter letter of Credit credit in the same manner and on the same terms as the Security Deposit. All references in this Lease to the "Security Deposit" shall be reasonably acceptable deemed to Landlord and shall provide, among other things, in effect that:include the proceeds of the letter of credit.

Letter of Credit. In Notwithstanding anything to the contrary contained in this Article 30, at Tenant’s option, in lieu of providing a cash Security Deposit, simultaneously the requirements set forth herein with the execution of this Leaserespect to Tenant’s obligation to make deposits into one or more Reserve Subaccounts, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the a Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter or Letters of Credit, to Landlord in an amount or amounts equal to the aggregate amount which are subject Tenant would otherwise be required to Landlord’s reasonable consentdeposit for Impositions, insurance premiums, Xxxxxxxxx Rents and/or Maintenance Expenses, over the ensuing twelve (12) month period, whereupon Landlord shall strictly comply remit or cause Mortgagee to remit the Reserves then on deposit, if any, in the applicable Reserve Subaccount to Tenant. In the event that Tenant delivers a Letter of Credit or Letters of Credit for Impositions, insurance premiums, the Xxxxxxxxx Rents, Maintenance Expenses, Tenant shall be responsible for the payment of such item and Landlord shall not be responsible therefor. Tenant shall provide Landlord with notice of any increases (or decreases) in the provisions of this Addendum #1. The aggregate payments over the ensuing twelve (12) month period for Impositions, insurance premiums, Xxxxxxxxx Rents and/or Maintenance Expenses, as the case may be, not less than forty-five (45) days prior to the date any such increase (or decrease) is first due and payable, and the applicable Letter of Credit shall be issued increased (or decreased) by a bank acceptable an amount equal to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California such increased (or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall decreased) amount at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than least thirty (30) days before expirationprior to the date such increase (or decrease) is first due and payable. If Tenant fails to renew Landlord shall allow a reduction in the Letter of Credit within ten (10) Business Days or Letters of its expirationCredit relating to the Reserve Subaccount for Maintenance Expenses upon satisfaction of the conditions precedent for disbursement set forth in Section 30.03, which reduction shall be in an amount equal to the amount that would have been disbursed to Tenant had the Reserve Account for Maintenance Expenses contained cash. Upon any non-payment of Impositions, insurance premiums, Xxxxxxxxx Rents, Maintenance Expenses, Tenant agrees that Landlord may shall have the right, but not the obligation, to draw on the existing such applicable Letter of Credit and maintain to apply all or any part thereof to the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord payment of a substitute the item for which such Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:was established.

Letter of Credit. In lieu As used in this Lease, the term "Letter of providing Credit" shall mean an unconditional and irrevocable letter of credit issued by a cash federally-insured banking institution acceptable to Landlord (the "Letter of Credit") in the face amount of One Million and No/100 Dollars ($1,000,000.00) in the form and substance acceptable to Landlord, which shall be held by Landlord as the Security Deposit, simultaneously Deposit in accordance with the execution provisions of this Section 20. If the Letter of Credit (or any replacement thereof) is issued for an effective period of time less than the seven (7) year initial Term of this Lease, Tenant may deliver shall from time to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expirestime, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no not later than thirty (30) days before expirationprior to the expiration of the Letter of Credit, replace each such expiring Letter of Credit with a new Letter of Credit in the same amount (subject to the reduction referenced in Section 20.D below), and upon the same terms and conditions as the expiring Letter of Credit. If The Letter of Credit (and any replacement thereof) may be drawn upon by Landlord under the terms and conditions as provided in this Section 20. Failure of Tenant fails to renew the Letter of Credit within ten at least thirty (1030) Business Days days prior to its expiration shall constitute an Event of its expirationDefault under this Lease and shall entitle Landlord, Landlord may in addition to the other remedies contained in this Lease, and without any further notice to Tenant, to draw on upon the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit Credit. If for any reason Landlord shall have failed to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of draw upon the Letter of Credit prior to its expiration (or if the issuer shall be reasonably acceptable have been rendered unable to honor such draw request for any reason, including due to governmental regulatory intervention or financial deterioration), Tenant shall immediately upon demand from Landlord, deliver to Landlord and shall provide, among other things, a replacement Letter of Credit in effect that:the same amount as the Letter of Credit that had expired (or had been rendered incapable of being honored).

Letter of Credit. In lieu of providing a cash Security DepositAt Subtenant’s option, simultaneously with the upon execution of this LeaseSublease, Tenant it may deliver to Landlord post the Security Deposit in the form of an irrevocable and transferable unconditional, clean, irrevocable, standby letter of credit (“the "Letter of Credit”), payable on sight with the bearer’s draft in the initial amount of Ninety Five Thousand Dollars ($95,000,00) running (the “Initial Amount”) issued by and drawn on an institution acceptable to Sublandlord (the “Issuing Bank”). The Letter of Credit shall permit partial drawings and shall state that it shall be payable against sight drafts presented by Sublandlord, accompanied by Sublandlord’s sworn statement that a default by Subtenant under this Sublease exists and is continuing beyond the applicable cure period under this Sublease (including, without limitation, the Subtenant becoming insolvent as set forth in favor Section 16.1(h) of Landlordthe Master Lease), and that said drawing is in accordance with the terms and conditions of this Sublease. No other document or certification from Sublandlord shall be required to negotiate the Letter of Credit. Sublandlord may designate any bank as Sublandlord’s advising bank for collection purposes and any sight drafts for the collection of the Letter of Credit securing Tenantmay be presented by the advising bank on Sublandlord’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1behalf. The Letter of Credit shall be issued by a bank for an initial term of at least one (1) year and shall be acceptable to Landlord Sublandlord, in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s its reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionboth form and substance. The Letter of Credit shall be irrevocable automatically renewed, without amendment (except as hereinafter provided), for the period ending no less than continuing consecutive one (1) year (or longer) periods unless, at least thirty (30) days prior to any such date of expiration, the issuer gives written notice to Sublandlord that the Letter of Credit will not be renewed, in which case Sublandlord shall be entitled to draw the full amount of the Letter of Credit. The Letter of Credit shall not expire until at least the date which is thirty (30) days after the scheduled expiration date or earlier termination of issuancethis Sublease. Tenant Upon a default by Subtenant beyond the applicable cure period under this Sublease, Sublandlord shall renew be entitled to draw against the Letter of Credit in the amount of the delinquent Rent or delinquent amount, expense, loss or damage that Sublandlord may suffer because of Subtenant’s default. Upon Subtenant’s insolvency (as defined in Section 16.1(h) of the Master Lease), Sublandlord shall be entitled to draw against the entire amount of the Letter of Credit and maintain it any excess amounts shall be held by Sublandlord as collateral for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and Sublease obligations. Sublandlord shall provide that it is automatically renewable for the Term, unless released pursuant not be required to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days exhaust its remedies against Subtenant before expiration. If Tenant fails having recourse to renew the Letter of Credit within ten (10) Business Days or to any other form of its expiration, Landlord may draw on collateral held by Sublandlord or to any other remedy available to Sublandlord at law or in equity. The beneficiary designation in the existing Letter of Credit shall include Sublandlord and maintain the funds Sublandlord’s “successors and/or assigns as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form their interests may appear” and terms of the Letter of Credit shall be reasonably acceptable to Landlord assignable and shall provide, among other things, in effect that:include the Issuing Bank’s acknowledgment and agreement that the Letter of Credit is assignable.

Letter of Credit. In lieu of providing a cash Security DepositIf, simultaneously with at any time following the execution of this LeaseTelaprevir Approval, Tenant may deliver has an unrestricted cash, cash equivalent and marketable securities balance of less than $300,000,000, as determined in accordance with generally accepted accounting principles, consistently applied (the “Financial Standard”) then Tenant shall provide to Landlord an irrevocable and transferable as security for the performance of the obligations of Tenant hereunder a letter of credit in the amount specified in Section 1.13 in accordance with this Section (as renewed, replaced, and/or reduced pursuant to this Section, the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1” ). The Letter of Credit shall be issued by a bank acceptable in the form attached as Exhibit 17.01 to this Lease or such other form as Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporationmay reasonably approve. If the credit of the bank that originally issues the there is more than one Letter of Credit becomes unacceptable so delivered by Tenant, such Letters of Credit shall be collectively hereinafter referred to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another as the “Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionCredit”. The Letter of Credit (i) shall be irrevocable for and shall be issued by a commercial bank reasonably acceptable to Landlord that has an office in Boston, Massachusetts, (ii) shall require only the period ending no less than one (1) year after presentation to the date issuer of issuance. Tenant shall renew a certificate of the holder of the Letter of Credit and maintain it for the period ending one hundred twenty stating either (120a) days after the end of the calendar year in which the Term expires, and shall provide that it Landlord is automatically renewable for the Term, unless released pursuant entitled to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew draw on the Letter of Credit within ten in accordance with this Lease or (10b) Business Days that Tenant has not delivered to Landlord a new Letter of its expiration, Landlord may draw on Credit having a commencement date immediately following the expiration of the existing Letter of Credit and maintain in accordance with the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The Lease, (iii) shall be payable to Landlord and its successors in interest as the Landlord and shall be freely transferable at nominal cost, (iv) shall be for an initial term of not less then one year and contain a provision that such term shall be automatically renewed for successive one-year periods unless the issuer shall, at least sixty (60) days prior to the scheduled expiration date, give Landlord written notice of such nonrenewal, and (v) shall otherwise be in form and terms substance reasonably acceptable to Landlord. Notwithstanding the foregoing, the term of the Letter of Credit for the final period of the Term shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:for a term ending not earlier then the date sixty (60) days after the last day of the Term.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with The U.S. Agent will promptly notify the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms other U.S. Revolving Lenders of the Letter amount of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and any unreimbursed drawing under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the any U.S. Letter of Credit and maintain it each U.S. Revolving Lender shall promptly pay to the U.S. Agent for the period ending one hundred twenty (120) days after the end account of the calendar year U.S. Issuing Lender in which U.S. Dollars and in immediately available funds, the Term expiresamount of such U.S. Revolving Lender's pro rata share of such unreimbursed drawing. Such payment shall be made on the day such notice is received by such U.S. Revolving Lender from the U.S. Issuing Lender if such notice is received at or before 2:00 P.M. (Charlotte, and North Carolina time) otherwise such payment shall provide that it be made at or before 12:00 NOON (Charlotte, North Carolina time) on the Business Day next succeeding the day such notice is automatically renewable received. If such U.S. Revolving Lender does not pay such amount to the U.S. Issuing Lender in full upon such request, such U.S. Revolving Lender shall, on demand, pay to the U.S. Agent for the Term, unless released pursuant account of the U.S. Issuing Lender interest on the unpaid amount during the period from the date of such drawing until such U.S. Revolving Lender pays such amount to the provisions of this Section or unless the issuing bank delivers U.S. Issuing Lender in full at a notice of non-renewal no later than thirty rate per annum equal to, if paid within two (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (102) Business Days of its expirationthe date that such U.S. Revolving Lender is required to make payments of such amount pursuant to the preceding sentence, Landlord may draw the Federal Funds Rate and thereafter at a rate equal to the U.S. Base Rate. Each U.S. Revolving Lender's obligation to make such payment to the U.S. Issuing Lender, and the right of the U.S. Issuing Lender to receive the same, shall be absolute and unconditional, shall not be affected by any circumstance whatsoever and without regard to the termination of this Credit Agreement or the Commitments hereunder, the existence of a Default or Event of Default or the acceleration of the obligations of Airgas hereunder and shall be made without any offset, abatement, withholding or reduction whatsoever. Simultaneously with the making of each such payment by a U.S. Revolving Lender to the U.S. Issuing Lender, such U.S. Revolving Lender shall, automatically and without any further action on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms part of the Letter U.S. Issuing Lender or such U.S. Revolving Lender, acquire a participation in an amount equal to such payment (excluding the portion of Credit shall be reasonably acceptable such payment constituting interest owing to Landlord the U.S. Issuing Lender) in the related unreimbursed drawing portion of the U.S. LOC Obligation and in the interest thereon and in the related U.S. LOC Documents, and shall provide, among other things, in effect that:have a claim against Airgas with respect thereto.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the Within five (5) Business Days following Xxxxxx’s execution and delivery of this LeaseLease (it being acknowledged that Xxxxxxxx’s execution and delivery of this Lease is conditioned upon Landlord’s receipt of the Letter of Credit), Tenant may shall deliver to Landlord an a clean, irrevocable and transferable letter of credit in the amount set forth in Section 1, which shall comply with, and may be drawn by Landlord in accordance with, the provisions of Exhibit G attached hereto (such letter of credit, together with any renewal or replacement thereof in accordance herewith, being referred to herein as the “Letter of Credit”). Landlord hereby preapproves Silicon Valley Bank and the form Letter of Credit attached hereto as Schedule G-1. Notwithstanding any provision herein to the contrary, so long as (A) running Tenant shall not be, or have been, in favor monetary or material non-monetary Default under this Lease, (B) this Lease is still in full force and effect, and (C) Tenant provides Landlord with written notice requesting the same (requirements (A) through (C), collectively, the “Letter of LandlordCredit Reduction Conditions”), then Tenant shall be entitled to reduce the required amount of the Letter of Credit to $2,797,549.99 upon the expiration of the Fourth Phase Premises Lease Year 3, and Tenant may thereafter deliver to Landlord a substitute Letter of Credit, conforming to the requirements hereof, in the sum of such reduced amount. Upon Tenant complying with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions Reduction Conditions set forth in above, the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms required amount of the Letter of Credit shall be reasonably acceptable so reduced. Upon and as a condition to such reduction, Tenant shall deliver to Landlord and shall providea substitute Letter of Credit, among other thingsconforming to the requirements hereof, in effect that:the sum of the reduced Letter of Credit amount, whereupon Landlord shall surrender to Tenant the Letter of Credit being so replaced within thirty (30) Days; provided, however, that in no event shall the amount of the Letter of Credit hereunder ever be less than $2,797,549.99. Upon Xxxxxxxx’s receipt of a substitute Letter of Credit in compliance with Exhibit G, Xxxxxxxx agrees not to draw upon the Letter of Credit being so replaced.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Concurrent with the its execution of this Lease, Tenant may shall deliver to Landlord as collateral for the full and faithful performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord may suffer as a result of any default by Tenant under this Lease, an irrevocable and transferable unconditional negotiable letter of credit (the “Letter of Credit”) running in favor of Landlord, with the amount specified in the Basic Lease Information (the “LC Amount”). Such Letter of Credit securing Tenant’s obligations hereunder subject shall be in a form acceptable to Landlord and otherwise containing the terms required herein, issued by a bank which accepts deposits, maintains accounts, has a local office which will negotiate a letter of credit and conditions set forth in whose deposits are insured by the Lease. The terms of the Letter of Credit, which are subject to Federal Deposit Insurance Corporation (“FDIC”) and approved by Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable (i) at sight and irrevocable; (ii) subject to Landlord the terms of this Paragraph 7, maintained in Landlord’s reasonable discretion effect, whether through replacement, renewal or extension, for the entire period from the date of execution of this Lease through that date which is sixty (60) days following the expiration or earlier termination hereof, and under to the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues extent the Letter of Credit becomes unacceptable delivered to Landlord in Landlord’s reasonable discretion, Tenant shall at does not extend by its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after terms until the end of the calendar year in which the Term expiresthrough automatic annual renewals, and Tenant shall provide that it is automatically renewable for the Term, unless released pursuant deliver a new Letter of Credit or certificate of renewal or extension to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than Landlord at least thirty (30) days before expiration. If Tenant fails prior to renew the expiration of the Letter of Credit within ten (10) Business Days of its expirationCredit, Landlord may draw without any action whatsoever on the existing Letter part of Credit Landlord; and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt (iii) fully assignable by Landlord in connection with a transfer of a substitute Letter of Credit from Tenant meeting all requirements of Landlord’s interest in this Addendum #1Lease and permit partial draws. The In addition to the foregoing, the form and terms of the Letter of Credit shall be reasonably acceptable to Landlord Landlord, in Landlord’s reasonable discretion, and shall provide, among other things, in effect that:: (A) Landlord, or its then managing agent, shall have the right to draw down an amount up to the face amount of the Letter of Credit upon the presentation to the issuing bank of Landlord’s (or Landlord’s then managing agent’s) written statement that such amount is due to Landlord under the terms and conditions of this Lease and/or because Tenant failed to cause a new Letter of Credit or certificate of renewal or extension to be delivered to Landlord at least thirty (30) days prior to the expiration of the Letter of Credit; (B) the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy thereof and regardless of whether the Tenant disputes the content of such statement; and (C) in the event of a transfer of Landlord’s interest in this Lease, Landlord shall transfer the Letter of Credit, in whole or in part (or cause a substitute letter of credit to be delivered, as applicable) to the transferee and thereupon the Landlord shall, without any further agreement between the parties, be released by Tenant from all liability therefor, and it is agreed that the provisions hereof shall apply to every transfer or assignment of the whole or any portion of said Letter of Credit to a new Landlord.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver Buyer shall use all reasonable efforts to Landlord an irrevocable and transferable letter replace at Closing all outstanding letters of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject pertaining to the terms orders which CP, CP Canada and conditions set forth FS have with third party manufacturers for the manufacture of goods for use in the LeaseU.S. Business ("SOURCING COMMITMENTS") to which any of CP, CP Canada and FS is a party. The terms If Buyer is unable to replace at Closing any such outstanding letters of credit, in whole or in part, Buyer will use all reasonable efforts to provide at Closing "back-to-back" letters of credit to each of the Letter banks that issued each of Creditthe letters of credit that are not being replaced (each, which are subject an "ISSUING BANK") in a form satisfactory to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be relevant Issuing Bank (in its sole discretion) issued by a bank acceptable satisfactory to Landlord the relevant Issuing Bank (in Landlord’s its sole discretion), in an amount equal to 100% of the then undrawn stated amount of the outstanding letters of credit issued by such Issuing Bank that are not being replaced. The notice of reimbursement with respect to any drawdown on any such "back-to-back" letter of credit shall state the amount of the drawdown and the purchase orders to which it relates. If Buyer is unable to provide such "back-to-back" letters of credit, Buyer will reimburse CP, FS or CP Canada, as the case may be, for all amounts drawn down under outstanding letters of credit that are not being replaced and for which "back-to-back" letters of credit are not being provided within five business days after receipt by Buyer of reasonable discretion evidence of such drawdown. Such evidence shall include the letter of credit number, the latest ship date, product description, product cost, price per unit and a copy of the funding message and such other documentation that Buyer may reasonably request. On the date hereof and at least ten business days prior to Closing CP will provide Buyer with a list of each outstanding letter of credit, stating the letter of credit number, the issuing bank, the name, address and country of the beneficiary, the purchase orders covered, the expiration date and the amount outstanding on the day the list is compiled with respect to each outstanding letter of credit. If Buyer offers to provide a "back-to-back" letter of credit to an Issuing Bank issued by Chase Manhattan Bank, N.A., Citibank, N.A. or The Bank of New York in customary form in an amount equal to 100% of the then undrawn stated amount of the relevant outstanding letter of credit, and the Issuing Bank states that any such issuing bank or such form is not satisfactory to the Issuing Bank, Buyer shall be deemed to have satisfied its obligations under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions second sentence of this Section or unless the issuing bank delivers a notice 8.6 with respect to such outstanding letter of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:credit.

Letter of Credit. In lieu Tenant agrees to provide, at Tenant’s sole cost and expense, a Letter of providing a cash Security Deposit, simultaneously with Credit (as defined below) in the execution Letter of Credit Required Amount (as defined below) as additional security for the faithful performance and observance by Tenant of all of the provisions of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to on the terms and conditions set forth in the Leasebelow. The terms use, application or retention of the Letter of Credit, which are subject 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 Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew proceed against the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall not operate as a limitation on any recovery to which Landlord may otherwise be reasonably acceptable entitled. As used herein the term “Letter of Credit Required Amount” initially means $362,737.50. Subject to the remaining terms of this Article 55, and provided the Reduction Condition (as defined below) has been satisfied at the particular reduction effective date. Tenant shall have the right to reduce the Required Amount so that the new Required Amount shall be $241,825.00 effective as of the first day of the forty third (43rd) month of the Term and $120,912.50 effective as of the first day of the sixty first (61st) month of the Term. If Tenant is not entitled to reduce the Required Amount as of a particular reduction effective date due to the failure of the Reduction Condition, then any subsequent reduction(s) Tenant is entitled to hereunder shall be reduced by the amount of the reduction Tenant would have been entitled to had the Reduction Condition been satisfied. If Tenant is entitled to a reduction in the Required Amount, Tenant shall provide Landlord with written notice requesting that the Required Amount be reduced as provided above (the “Reduction Notice”). If Tenant provides Landlord with a Reduction Notice, and Tenant is entitled to reduce the Required Amount as provided herein, the reduction shall provide, among other things, be effectuated by Tenant replacing the Letter of Credit then being held by Landlord with a new Letter of Credit in effect that:the new Required Amount or amending the then-existing Letter of

Letter of Credit. In lieu (a) It is agreed that Subtenant will provide Sublandlord at the time of providing a cash Security Deposit, simultaneously with the execution of this LeaseSublease, Tenant may deliver to Landlord an unconditional, irrevocable and transferable letter of credit credit, in the amount of Six Hundred Thousand and 00/100 Dollars ($600,000.00) (the “Letter of Credit”) running in favor ). Subtenant shall be responsible, at its sole cost, for paying any and all letter of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject credit or other fees due to the terms and conditions set forth in the Lease. The terms issuer of the Letter of Credit, which are subject . Such Letter of Credit shall be provided by a bank that is reasonably acceptable to Landlord’s reasonable consentSublandlord, shall strictly comply with permit partial draws, shall be assignable by Sublandlord (without any cost to Sublandlord) and shall be for an initial term of one year and be automatically renewable (i.e. “Evergreen”) for successive one year periods (unless Sublandlord receives notice of non-renewal at least ten (10) days prior to the provisions expiration of this Addendum #1the Letter of Credit), so that it remains outstanding for as long as the Sublease is in effect, and shall otherwise be in a form that is reasonably acceptable to Sublandlord. The Letter of Credit must be able to be drawn upon in Boston, Massachusetts or elsewhere if approved by Sublandlord. In the event of any default by Subtenant under this Sublease, Sublandlord shall be issued by a bank acceptable entitled to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues draw upon the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionthe extent of, Tenant shall and to reimburse Sublandlord for, any and all damages owed to Sublandlord by Subtenant as a result of such default. If at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew any time the Letter of Credit is due to expire or Sublandlord receives notice that it will expire and maintain it for the period ending one hundred twenty (120) days after the end Sublandlord has not received written evidence of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty thereof at least ten (3010) days before such expiration. If Tenant fails to renew , Sublandlord may draw upon the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on for the existing Letter of Credit and maintain full amount thereof in which event the funds as proceeds shall become a non-interest-bearing cash security deposit subject to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements the terms of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Paragraph 17.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously The Tenant shall concurrently with the execution delivery of this LeaseLease executed by the Tenant provide the Landlord with an irrevocable, stand-by letter of credit in the amount of $1,034,317.72 naming the Landlord as beneficiary, which letter of credit shall have a term expiring December 16th, 2003. The letter of credit shall provide that the Landlord may draw on it by certifying to the issuer in writing that the Tenant may deliver is in default under the Lease or that the Lease has been terminated before its expiry date or that the Landlord has received notice of the election of the issuer not to renew the letter of credit. If the Landlord an irrevocable draws on the letter of credit upon receipt of notice from the issuer that it is not renewing the letter of credit, the Landlord shall be entitled to retain the monies as security for all the same purposes as the letter of credit. Portions of this Exhibit were omitted and transferable have been filed separately with the Secretary of the Commission pursuant to the Company’s application requesting confidential treatment under Rule 406 of the Securities Act. The letter of credit (“Letter i) shall indemnify the Landlord for the breach of Credit”any of and all of the obligations of the Tenant under the Lease, and (ii) running shall indemnify the Landlord from all losses or damages, howsoever arising, including without limitation, loss of future rents and additional rents that would have been payable under the Lease, the cost of repairing the premises, the cost of restoring the premises to base condition, monies spent on leasehold improvements for the Tenant, inducement payments to the Tenant, the costs of releasing the Premises, the costs of agent’s fees and commissions, and an amount equivalent to the amount payable as accelerated rent under the Lease (if such accelerated rent was not actually paid to the Landlord), resulting from termination of the Lease for any reason, including without limitation, termination by court order, disclaimer by a trustee in favor bankruptcy, disclaimer by the Tenant pursuant to the Bankruptcy and Insolvency Act (Canada) or termination, rejection or repudiation pursuant to any applicable law or legislation. The issuer shall be a Canadian chartered bank or other financial institution acceptable to the Landlord. The letter of credit shall permit partial drawings. The letter of credit shall be payable in the City of Ottawa. The letter of credit shall provide that it is transferable by the Landlord and that the proceeds may be assigned to a third party by the Landlord, with in each case without the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion fully and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporationfinally released December 16th, 2003. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionDate Reduction New Balance December 16, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:2003 $ 1,034,317.72 $ 0

Letter of Credit. In lieu of providing a cash Security DepositOn or before November 1, simultaneously with the execution of this Lease2007, Tenant may shall, at Tenant’s sole cost, deliver to Landlord an irrevocable and transferable irrevocable, unconditional, standby letter of credit in the amount stated in the Basic Lease Information on terms satisfactory to Landlord and its Mortgagee (such letter of credit, together with any renewal or replacement letters of credit delivered or to be delivered by Tenant under this Section 4 are, collectively, the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease). The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Each Letter of Credit shall be issued by a national bank (the “LC Issuer”) acceptable to Landlord, If Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues requests, the Letter of Credit becomes unacceptable shall be made out to Landlord in Landlord’s reasonable discretionand its lender or lenders as co-beneficiaries, and Tenant shall at pay any additional charge by the LC Issuer for such change. Landlord shall have the right, upon any transfer of its cost substitute another interest in all or any part of the Property containing the Premises, to require Tenant to deliver a replacement Letter of Credit from a bank designating Landlord’s successor as the beneficiary, provided that is acceptable Landlord’s successor may not obtain possession of such replacement Letter of Credit until Landlord has surrendered the then-outstanding Letter of Credit. If the Letter of Credit expires before January 31, 2012, Tenant must extend or renew it or replace it by delivering to Landlord in Landlord’s sole reasonable discretiona new, renewed, or extended Letter of Credit at least 60 days before the expiration date of the then-current Letter of Credit. Except for any Letter of Credit that expires on January 31, 2012, no Letter of Credit, nor any renewal or extension of it, may have an expiration date less than 12 months from the date it is issued, renewed, or extended. The Letter of Credit shall be irrevocable for secure Tenant’s obligations and liabilities under this Lease. The Letter of Credit must permit Landlord to make partial draws. At any time, from time to time, when any Rent is past due under this Lease, or when Tenant owes any other amount whatsoever to Landlord in connection with this Lease or otherwise in connection with its occupancy of the period ending no less than one (1) year after Premises past the date of issuance. Tenant shall renew when such amount is due, Landlord may make a partial or full draw or draws upon the Letter of Credit in the amount of such unpaid Rent or other amount and maintain it for apply the period ending one hundred twenty (120) days after proceeds of such draw against such amounts Tenant owes Landlord. Landlord shall also be entitled to draw upon the end full amount of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on at any time the existing Letter of Credit is not maintained, renewed, extended, replaced or restored as Section 5 requires, in which case the proceeds of such draw shall constitute the sole property of Landlord, which Landlord shall hold and maintain the funds apply as a non-interest-bearing deposit substitute for the Letter of Credit. Landlord shall not be required to be returned exercise any other remedy available to Tenant on receipt by Landlord of a substitute it under this Lease or otherwise at law before drawing upon the Letter of Credit from Tenant meeting all requirements in accordance with this Section 5, and no such draw upon the Letter of this Addendum #1Credit shall in any manner prejudice Landlord’s right to exercise any other such remedy. The form and terms Neither the Letter of Credit nor the proceeds of any draw upon the Letter of Credit constitute an advance rental deposit or a measure of Landlord’s damages with respect to any default by Tenant. No draw under the Letter of Credit shall be reasonably acceptable deemed a waiver of, or be deemed to Landlord and shall providehave cured, among other things, in effect that:any default by Tenant under the Lease.

Letter of Credit. In lieu As a result of providing a cash Security Deposit, simultaneously with the execution addition of this the Additional Premises to the Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit the Four Million Two Hundred Ninety Nine Thousand Dollars (“Letter of Credit”$4,299,000.00) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject required under Paragraphs 2.d. and 6 of the Lease (as amended by the First Amendment) is hereby increased by One Million Seven Hundred Five Thousand One Hundred Eighty Dollars ($1,705,180.00) to the terms and conditions set forth in the Leasetotal sum of Six Million Four Thousand One Hundred Eighty Dollars ($6,004,180.00). The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no Not later than thirty (30) days before expiration. If following the Third Amendment Effective Date, Tenant fails shall deliver to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on an amendment to the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt held by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms that increases the amount of the Letter of Credit to the new increased amount, or, at Tenant’s option, Tenant may deliver an additional Letter of Credit to Landlord in the required additional amount, which additional Letter of Credit shall be reasonably acceptable in compliance in all respects with the requirements of Paragraph 6 of the Lease. Tenant’s failure to deliver the amendment to the Letter of Credit (or additional Letter of Credit) to Landlord and on or before the date thirty (30) days after the Third Amendment Effective Date shall provide, among other thingsconstitute an Event of Default under Paragraph 25.a. of the Lease and, in effect that:addition to the remedies afforded to Landlord under Paragraph 25.b. of the Lease, Landlord may, at Landlord’s option, terminate this Third Amendment by written notice to Tenant given at any time prior to receipt of the amended or additional Letter of Credit. Further, notwithstanding anything to the contrary in Paragraphs 2.b. or 2.e. above, Landlord shall not be required to commence Landlord’s Work or disburse any portion of Landlord’s Allowance until the amendment to the Letter of Credit or additional Letter of Credit is received in the required form and amount, and (i) any delays in Delivery caused by Tenant’s failure to timely deliver the same shall constitute a Tenant Caused Delivery Delay and (ii) any delays in Substantial Completion of the Tenant Improvements resulting from such failure shall constitute a Tenant Caused Substantial Completion Delay.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with The U.S. Issuing Lender will promptly notify the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms other U.S. Lenders of the Letter amount of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and any unreimbursed drawing under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the any U.S. Letter of Credit and maintain it each U.S. Lender shall promptly pay to the U.S. Agent for the period ending one hundred twenty (120) days after the end account of the calendar year U.S. Issuing Lender in which U.S. Dollars and in immediately available funds, the Term expiresamount of such U.S. Lender's pro rata share of such unreimbursed drawing. Such payment shall be made on the day such notice is received by such U.S. Lender from the U.S. Issuing Lender if such notice is received at or before 2:00 P.M. (Charlotte, and North Carolina time) otherwise such payment shall provide that it be made at or before 12:00 NOON (Charlotte, North Carolina time) on the Business Day next succeeding the day such notice is automatically renewable received. If such U.S. Lender does not pay such amount to the U.S. Issuing Lender in full upon such request, such U.S. Lender shall, on demand, pay to the U.S. Agent for the Term, unless released pursuant account of the U.S. Issuing Lender interest on the unpaid amount during the period from the date of such drawing until such U.S. Lender pays such amount to the provisions of this Section or unless the issuing bank delivers U.S. Issuing Lender in full at a notice of non-renewal no later than thirty rate per annum equal to, if paid within two (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (102) Business Days of its expirationthe date that such U.S. Lender is required to make payments of such amount pursuant to the preceding sentence, Landlord may draw the Federal Funds Rate and thereafter at a rate equal to the U.S. Base Rate. Each U.S. Lender's obligation to make such payment to the U.S. Issuing Lender, and the right of the U.S. Issuing Lender to receive the same, shall be absolute and unconditional, shall not be affected by any circumstance whatsoever and without regard to the termination of this Credit Agreement or the Commitments hereunder, the existence of a Default or Event of Default or the acceleration of the obligations of Airgas hereunder and shall be made without any offset, abatement, withholding or reduction whatsoever. Simultaneously with the making of each such payment by a U.S. Lender to the U.S. Issuing Lender, such U.S. Lender shall, automatically and without any further action on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms part of the Letter U.S. Issuing Lender or such U.S. Lender, acquire a participation in an amount equal to such payment (excluding the portion of Credit shall be reasonably acceptable such payment constituting interest owing to Landlord the U.S. Issuing Lender) in the related unreimbursed drawing portion of the U.S. LOC Obligation and in the interest thereon and in the related U.S. LOC Documents, and shall provide, among other things, in effect that:have a claim against Airgas with respect thereto.

Letter of Credit. In lieu of providing a cash Security Depositaddition and without limitation to any other security deposit or other security held by Landlord, simultaneously with the full execution of this Leasehereof, Tenant may deliver to shall deposit with Landlord an a clean, unconditional and irrevocable and transferable letter of credit automatically renewing on an annual basis, in the initial amount of Seven Hundred Thousand and No/100ths Dollars ($700,000.00), which letter of credit shall be substantially in the form annexed hereto as Exhibit E and incorporated herein by this reference (the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1). The Letter of Credit shall be issued by a bank financial institution pre-approved and reasonably acceptable to Landlord in Landlord’s reasonable discretion , such approval and under acceptance not to be unreasonably withheld conditioned or delayed, and without limitation to the supervision generality of foregoing, the banking commission issuer of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another all times maintain a credit rating of at least AA- by Standard & Poors or Aa3 by Xxxxx’x rating, or such other financial institution approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord approves Texas Capital Bank as the issuer of the Letter of Credit from so long as it retains a bank minimum rating of BBB by Standard & Poors. In the event that is the issuer at any time fall below such credit rating, Landlord may elect to have the Letter of Credit reissued (within thirty (30) days following delivery of a written demand for re-issuance) by another financial institution pre-approved and reasonably acceptable to Landlord Landlord, such approval and acceptance not to be unreasonably withheld conditioned or delayed. Other than transfer fees payable in connection with a transfer of the Letter of Credit by Landlord’s sole reasonable discretion, all charges under the Letter of Credit are to be paid by the Tenant. The beneficiary shall be an entity named by Landlord. The Letter of Credit shall be irrevocable provide for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a written notice of non-renewal to be sent directly to the Landlord at least thirty (30) days prior to such renewal date and the expiration date contained in the Letter of Credit shall be a date no later earlier than thirty (30) days before expirationfollowing the Expiration Date. If Tenant fails The letter of credit shall contain a provision whereby the bank agrees to renew pay the sight draft or give notice of discrepancies on the date of presentation and waives any right to wait five banking days pursuant to Article 16 of the ICC Uniform Customs and Practice for Documentary Credits (2007 Revision). The Letter of Credit shall permit partial draws. Further, the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on shall permit the existing beneficiary to transfer the Letter of Credit to a subsequent owner or beneficiary, and maintain thereupon Landlord shall be discharged from further liability with respect to the funds as a non-interest-bearing deposit to be returned to Letter of Credit. Tenant on receipt hereby acknowledges that the security provided by Landlord of a substitute the Letter of Credit from Tenant meeting all requirements is provided as a continuing material inducement to the Landlord, is provided as current and ongoing value to the Landlord, and constitutes an ongoing contemporaneous exchange for new value given for the Tenant’s tenancy throughout the Term of this Addendum #1the Lease, as may be extended as provided in the Lease. The form and terms face amount of the Letter of Credit shall decline by One Hundred Forty Thousand and No/100ths Dollars ($140,000.00) on each anniversary of the Rent Commencement Date; however, the final reduction date and final expiration date of the Letter of Credit shall not occur until thirty (30) days following the Expiration Date. Notwithstanding the foregoing, the face amount of the Letter of Credit shall cease to decline for the balance of the Term of the Lease upon any event of a monetary default beyond any applicable notice and cure period, notice of which may be reasonably acceptable delivered to Landlord and shall provide, among other thingsthe issuing bank by Landlord. Further, in effect that:connection with any payment of Rent (as opposed to a monetary default beyond any applicable notice and cure period as set forth in the preceding sentence) that is overdue in excess of three (3) days, any applicable reduction effective date shall be delayed until such time as Tenant has not been late in the payment of Rent on more than one

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with Upon the execution and delivery of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable as security for the performance of the obligations of Tenant hereunder, either a cash deposit or a letter of credit in the Security Deposit amount specified in Exhibit A in accordance with this Section (as renewed, replaced, increased and/or reduced pursuant to this Section, the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject ). If Tenant elects to the terms and conditions set forth in the Lease. The terms of the deliver a Letter of Credit, which are subject such Letter of Credit shall be in such form as Landlord may reasonably approve. If there is more than one Letter of Credit so delivered by Tenant, such Letters of Credit shall be collectively hereinafter referred to Landlord’s reasonable consent, shall strictly comply with as the provisions “Letter of this Addendum #1Credit”. The Letter of Credit (i) shall be irrevocable and shall be issued by a commercial bank reasonably acceptable to Landlord in Landlord’s reasonable discretion and under (Landlord acknowledging that Silicon Valley Bank is an acceptable bank), (ii) shall require only the supervision presentation to the issuer of a certificate of the banking commission holder of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable stating either (a) that a default has occurred under this Lease after the expiration of any applicable notice and cure period (or stating that transmittal of a default notice is barred by applicable bankruptcy or other law if such is the case), or (b) stating that Tenant has not delivered to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another a new Letter of Credit from having a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The commencement date immediately following the expiration of the existing Letter of Credit in accordance with the requirements of the Lease, (iii) shall be irrevocable payable to Landlord and its successors in interest as the Landlord and shall be freely transferable without cost to any such successor or any lender holding a collateral assignment of Landlord’s interest in the Lease, (iv) shall be for the period ending no an initial term of not less than one year and contain a provision that such term shall be automatically renewed for successive one-year periods unless the issuer shall, at least thirty (130) year after days prior to the date scheduled expiration date, give Landlord written notice of issuance. Tenant such nonrenewal, and (v) shall renew otherwise be substantially in the form of the letter of credit attached hereto as Exhibit J. Notwithstanding the foregoing, the term of the Letter of Credit and maintain it for the final period of the Term shall be for a term ending one hundred twenty not earlier then the date forty-five (12045) days after the end last day of the calendar year Term. If Tenant shall be in which default under the Term expiresLease, and after the expiration of any applicable notice or cure period (or if transmittal of a default or other notice is stayed or barred by applicable bankruptcy or other law), Landlord shall provide that it is automatically renewable for be entitled to draw upon the Term, unless released pursuant Letter of Credit to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later extent reasonably necessary to cure such default. If, not less than thirty (30) days before expiration. If Tenant fails to renew the scheduled expiration of the Letter of Credit, Tenant has not delivered to Landlord a new Letter of Credit within ten (10) Business Days having a commencement date immediately following the expiration of its expiration, Landlord may draw on the existing Letter of Credit and maintain in accordance with this Section, Landlord shall also have the funds as a non-interest-bearing deposit right to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms draw upon the full amount of the Letter of Credit without giving any further notice to Tenant. Landlord may, but shall not be obligated to, apply the amount so drawn to the extent necessary to cure Tenant’s default under the Lease. Any funds drawn by Landlord on the Letter of Credit and not applied against amounts due hereunder shall be reasonably acceptable held by Landlord as a cash security deposit, provided that Landlord shall have no fiduciary duty with regard to Landlord such amounts, shall have the right to commingle such amounts with other funds of Landlord, and shall providepay no interest on such amounts. After any application of the Letter of Credit by Landlord in accordance with this paragraph, among other thingsTenant shall reinstate the Letter of Credit to the amount then required to be maintained hereunder, in effect that:within thirty (30) days of demand. Within forty-five (45) days after the expiration or earlier termination of the Term the Letter of Credit and any cash security deposit then being held by Landlord, to the extent not applied, shall be returned to the Tenant provided that no Event of Default is then continuing.

Letter of Credit. In Notwithstanding anything to the contrary contained in this Article 30, at Tenant’s option, in lieu of providing a cash Security Deposit, simultaneously the requirements set forth herein with the execution of this Leaserespect to Tenant’s obligation to make deposits into one or more Reserve Subaccounts, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the a Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter or Letters of Credit, to Landlord in an amount or amounts equal to the aggregate amount which are subject Tenant would otherwise be required to Landlord’s reasonable consentdeposit for Impositions, insurance premiums[, Xxxxxxxxx Rents] and/or Maintenance Expenses, over the ensuing twelve (12) month period, whereupon Landlord shall strictly comply remit or cause Mortgagee to remit the Reserves then on deposit, if any, in the applicable Reserve Subaccount to Tenant. In the event that Tenant delivers a Letter of Credit or Letters of Credit for Impositions, insurance premiums[, the Xxxxxxxxx Rents], Maintenance Expenses, Tenant shall be responsible for the payment of such item and Landlord shall not be responsible therefor. Tenant shall provide Landlord with notice of any increases (or decreases) in the provisions of this Addendum #1. The aggregate payments over the ensuing twelve (12) month period for Impositions, insurance premiums[, Xxxxxxxxx Rents] and/or Maintenance Expenses, as the case may be, not less than forty-five (45) days prior to the date any such increase (or decrease) is first due and payable, and the applicable Letter of Credit shall be issued increased (or decreased) by a bank acceptable an amount equal to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California such increased (or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall decreased) amount at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than least thirty (30) days before expirationprior to the date such increase (or decrease) is first due and payable. If Tenant fails to renew Landlord shall allow a reduction in the Letter of Credit within ten (10) Business Days or Letters of its expirationCredit relating to the Reserve Subaccount for Maintenance Expenses upon satisfaction of the conditions precedent for disbursement set forth in Section 30.03, which reduction shall be in an amount equal to the amount that would have been disbursed to Tenant had the Reserve Account for Maintenance Expenses contained cash. Upon any non-payment of Impositions, insurance premiums, Xxxxxxxxx Rents, Maintenance Expenses, Tenant agrees that Landlord may shall have the right, but not the obligation, to draw on the existing such applicable Letter of Credit and maintain to apply all or any part thereof to the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord payment of a substitute the item for which such Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:was established.]

Letter of Credit. In lieu addition to the required deposit, the Tenant shall cause to be put in place within five (5) business days following written notice from Landlord that construction of providing the improvements shown on Exhibit C and Exhibit D is ready to commence and shall remain continuously in place until the fifth anniversary of the Commencement Date, unless otherwise provided herein or agreed by the Landlord, a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit issued by a Bank in the area that is acceptable to the Landlord in the amount of Four Hundred Sixty Nine Thousand Five Hundred Dollars ($469,500), against which the Landlord may draw upon the occurrence of an Event of Default, as defined in Section 13.1, by Tenant under this Lease (the “Letter of Credit”) running in favor of Landlord, with ). Landlord agrees that the Letter of Credit securing Tenant’s obligations hereunder subject to the terms may be issued and conditions set forth renewed on an annual basis; provided that in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If event Tenant fails to renew the provide Landlord with a renewal Letter of Credit within ten (10) Business Days days prior to the termination of its expiration, Landlord may draw on the any then existing Letter of Credit and maintain the funds Credit, an Event of Default as a non-interest-bearing deposit defined in Section 13.1 shall be deemed to be returned to Tenant on receipt by Landlord of a substitute have occurred. The Letter of Credit from Tenant meeting all requirements shall be provided in a satisfactory form to the Landlord and be governed by the “Uniform Customs and Practices for Commercial Documentary Credits” promulgated by the XIII Congress of this Addendum #1the International Chamber of Commerce (International Chamber of Commerce Brochure No. 500, 1993 revision) and the provisions of the Uniform Commercial Code-Letters of Credit—Title 8.5 of the Code of Virginia, 1950, as amended. The form and terms Landlord agrees that so long as the Tenant is in good standing with the Lease, the amount of the Letter of Credit shall automatically be reasonably acceptable to Landlord and reduced at each anniversary of the Commencement Date by the amount of Ninety Two Thousand One Hundred Dollars ($92,100), provided the Letter of Credit shall provide, among other things, in effect that:automatically terminate on the fifth anniversary of the Commencement Date.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with Upon the full execution of this Lease, Tenant may shall deliver to Landlord an unconditional, irrevocable and transferable letter of credit initially in the amount of $124,607.03 in a form reasonably acceptable to Landlord, capable of being drawn upon at any of such issuer’s offices in the Houston, Texas area (the “Letter of Credit”) running ); provided, however, notwithstanding anything to the contrary contained in favor of Landlordthis Lease, with until Landlord receives the Letter of Credit securing from Tenant, Landlord shall not be required to pay or commit to pay any portion of the Allowance or a commission to Tenant’s obligations hereunder subject to the terms and conditions set forth in the LeaseBroker. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Said Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under automatically renewed on an annual basis (the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for “evergreen”) and shall name Landlord, and any successor-in-interest of Landlord, as beneficiary thereunder. So long as Tenant is not then in default of this Lease, the period ending no less than one Letter of Credit may, at Tenant’s option, be reduced by $31,151.76 upon each anniversary of the Commencement Date. Landlord must be given at least thirty (130) year after days prior written notice from the date of issuance. Tenant shall issuing bank if such issuing bank does not intend to renew the Letter of Credit and maintain in such event, Landlord shall be permitted to draw on the Letter of Credit. The Letter of Credit will permit Landlord to draw on it for the period ending one hundred twenty if a (120i) days after the end Vice President of the calendar year in which the Term expiresLandlord or its successor company, and shall provide that it is automatically renewable for the Term, unless released pursuant provides a letter to the provisions of this Section or unless the issuing bank delivers which states that Tenant is in default under the terms of the Lease and has failed to cure such default within the period of time permitted to cure such default under the Lease, or (ii) Tenant files a notice petition under any Chapter of non-renewal no later than thirty (30) days before expirationthe Bankruptcy Code, or any amendment, replacement or substitution therefor. If Tenant fails to renew Landlord draws on the Letter of Credit within ten (10) Business Days Credit, the proceeds will be held by Landlord as security for the payment and performance by Tenant of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of obligations under this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Lease.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the (a) Upon execution of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with at Tenant’s sole cost and expense, the Letter of Credit securing described below in the amount of Two Hundred Thousand Dollars ($200,000.00) (the “LC Face Amount”) as security for Tenant’s performance of all of Tenant’s covenants and obligations hereunder subject to the terms and conditions set forth in the under this Lease. The terms of ; provided, however, that neither the Letter of CreditCredit nor any Letter of Credit Proceeds (as defined below) shall be deemed an advance rent deposit or an advance payment of any other kind, which are subject to or a measure of Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1damages upon Tenant’s Default. The Letter of Credit shall be issued by a bank acceptable to Landlord maintained in Landlord’s reasonable discretion and under effect from the supervision of date hereof through the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank date that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one sixty (160) year days after the date of issuanceExpiration Date (the “LC Termination Date”). On the LC Termination Date, Landlord shall return to Tenant shall renew the Letter of Credit and maintain it for any Letter of Credit Proceeds then held by Landlord (other than those Letter of Credit Proceeds Landlord is entitled to retain under the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions terms of this Section or unless the issuing bank delivers a notice Paragraph 8(a); provided, however, that in no event shall any such return be construed as an admission by Landlord that Tenant has performed all of non-renewal no later than thirty (30) days before expirationits obligations hereunder. If Tenant fails Landlord shall not be required to renew segregate the Letter of Credit Proceeds from its other funds and no interest shall accrue or be payable to Tenant with respect thereto. Landlord may (but shall not be required to) draw upon the Letter of Credit in such amount as may be reasonably necessary (i) to cure any Default under this Lease and to compensate Landlord for any loss or damage Landlord incurs as a result of such Default, (ii) to repair damage to the Premises caused by Tenant and not repaired by Tenant in accordance with this Lease, (iii) to clean the Premises upon termination of this Lease if Tenant fails to surrender the Premises to Landlord in the condition required by this Lease, (iv) to reimburse Landlord for the payment of any amount which Landlord may for any other purpose spend or be required to spend by reason of Tenant’s Default, and (v) for any other purpose for which Landlord is entitled to use the Security Deposit, it being understood that any use of the proceeds of such Letter of Credit (the “Letter of Credit Proceeds”) shall not constitute a bar or defense to any of Landlord’s remedies set forth in Paragraph 26. In such event and upon written notice from Landlord to Tenant specifying the amount of the Letter of Credit Proceeds so utilized by Landlord and the particular purpose for which such amount was applied, Tenant shall immediately deliver to Landlord an amendment to the Letter of Credit or a replacement Letter of Credit in an amount equal to the full LC Face Amount. Tenant’s failure to deliver such replacement Letter of Credit to Landlord within ten (10) Business Days days of Landlord’s notice shall constitute a Default hereunder. In the event Landlord transfers its expirationinterest in this Lease, Landlord may draw on shall transfer the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute any Letter of Credit from Proceeds then held by Landlord to Landlord’s successor in interest, and thereafter Landlord shall have no further liability to Tenant meeting all requirements of this Addendum #1. The form and terms of the with respect to such Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:or Letter of Credit Proceeds.

Letter of Credit. In lieu Within two (2) business days after Subtenant’s receipt of providing a cash Security Depositcopy of Master Landlord’s Consent, simultaneously with the execution Subtenant shall provide to Sublandlord an unconditional, clean, irrevocable Letter of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit Credit (“Letter of Credit”) running in the amount of $112,071.08 in favor of LandlordSublandlord and issued by a bank (which accepts deposits, with maintains accounts and will negotiate a letter of credit, and whose deposits are insured by the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth FDIC) located in the LeaseBay Area and reasonably acceptable to Sublandlord (“Issuer”). The terms Sublandlord hereby approves Comerica Bank as an acceptable Issuer of the Letter of Credit. The Letter of Credit shall (a) be fully transferable by Sublandlord without payment of transfer fees, which are subject (b) permit multiple drawings, and (c) provide that draws, including partial draws, at Sublandlord’s election, will be honored upon the delivery to Landlord’s reasonable consentthe Issuer of a certificate signed by Sublandlord, shall strictly comply or its authorized agent, that Sublandlord is entitled to make the requested draw pursuant to the terms of the Sublease. If Subtenant fails to pay Rent or any other sums as and when due hereunder, or otherwise defaults with the provisions respect to any provision of this Addendum #1Sublease in each case beyond the applicable notice and cure period, Sublandlord may (but shall not be obligated to) use, apply or retain all or any portion of the Letter of Credit for payment of any sum for which Subtenant is obligated or which will compensate Sublandlord for any loss or damage which Sublandlord may suffer thereby. Any draw or partial draw of the Letter of Credit shall not constitute a waiver by Sublandlord of its right to enforce its other remedies hereunder, at Law or in equity. If any portion of the Letter of Credit is drawn upon, Subtenant shall, within ten (10) days after delivery of written demand from Sublandlord, either restore said Letter of Credit to its requisite amount or pay Sublandlord an amount equal to any draw made upon the Letter of Credit. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under effect for the supervision of entire Sublease Term plus sixty (60) days beyond the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionEnd Date. The Letter of Credit shall automatically renew each year during the Sublease Term unless Sublandlord is given at least thirty (30) days prior notice of a non-renewal by the Issuer, and Sublandlord shall be irrevocable for able to draw on the period ending no less than one (1) year after Letter of Credit in the date event of issuancesuch notice. Tenant shall The parties agree that the provisions of Civil Code Sections 1950.7 and 1951.7 do not apply to the Letter of Credit or any proceeds from the Letter of Credit. In the event that Sublandlord draws upon the Letter of Credit solely due to Subtenant’s failure to renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than at least thirty (30) days before its expiration. If Tenant fails , (i) such failure to renew the shall not constitute a default hereunder and (ii) Subtenant shall at any time thereafter be entitled to provide Sublandlord with a replacement Letter of Credit within ten (10) Business Days that satisfies the requirements hereunder, at which time Sublandlord shall return the cash proceeds of its expiration, Landlord may draw on the existing original Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt drawn by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Sublandlord.

Letter of Credit. In lieu Concurrently with Tenant's execution and delivery of providing this Third Addendum, Tenant shall deliver to Landlord, as collateral for the full and faithful performance by Tenant of all of its obligations under the Lease and for all losses and damages Landlord may suffer as a cash Security Deposit, simultaneously with the execution result of any default by Tenant under this Lease, Tenant may deliver to Landlord an irrevocable and transferable unconditional negotiable letter of credit (“Letter the "LETTER OF CREDIT"), in the form and containing the terms required herein, payable in the County of Credit”) Los Angeles, California, running in favor of Landlord, with issued by a solvent bank under the Letter supervision of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth Superintendent of Banks of the State of California, or a National Banking Association, in the Lease. The terms amount of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1Sixty Thousand Dollars ($60,000.00) ("LC AMOUNT"). The Letter of Credit shall be issued by (i) at sight and irrevocable, (ii) subject to the terms of this Section 6, maintained in effect, whether through replacement, renewal or extension, for the entire period from the date of execution of this Third Addendum to Lease through the scheduled expiration of the Extended Term ("LEASE EXPIRATION DATE") and Tenant shall deliver a bank acceptable new Letter of Credit or certificate of renewal or extension to Landlord in Landlord’s reasonable discretion and under at least fifteen (Ii) days prior to the supervision expiration of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable Credit, without any action whatsoever on the part of Landlord, (iii) subject to the Uniform Customs and ----------- ----------- ------- ------- Initial Initial Initial Initial THIRD ADDENDUM TO OFFICE LEASE (CONTINUED) Practices for Documentary Credits (1993-Rev) International Chamber of Commerce Publication #500, and (iv) fully assignable by Landlord in connection with a transfer of Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord 's interest in Landlord’s sole reasonable discretionthis Lease and permit partial draws. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant In addition to the provisions of this Section or unless foregoing, the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit (and the bank issuing the same) shall be reasonably acceptable to Landlord Landlord, in Landlord's reasonable discretion, and shall provide, among other things, in effect that:: (A) Landlord, or its then managing agent, shall have the right to draw down an amount up to the face amount of the Letter of Credit upon the presentation to the issuing bank of Landlord's (or Landlord's then managing agent's) written statement that such amount is due to Landlord under the terms and conditions of this Lease, it being understood that if Landlord or its managing agent be a corporation, partnership or other entity, then such statement shall be signed by an officer (if a corporation), a general partner (if a partnership), or any authorized party (if another entity); (B) the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy thereof and regardless of whether the Tenant disputes the content of such statement; and (C) in the event of a transfer of Landlord's interest in the Building, Landlord shall transfer the Letter of Credit, in whole or in part (or cause a substitute letter of credit to be delivered, as applicable) to the transferee and thereupon the Landlord shall, without any further agreement between the parties, be released by Tenant from all liability therefor, and it is agreed that the provisions hereof shall apply to every transfer or assignment of the whole or any portion of said Letter of Credit to a new landlord. If, as a result of any application or use by Landlord of all or any part of the Letter of Credit (or any "Cash Collateral" as that term is defined below), the amount of the Letter of Credit and Cash Collateral shall collectively be less than the LC Amount, Tenant shall, within ten (10) days thereafter, provide Landlord with either (i) cash (the "CASH COLLATERAL") to be held and applied by Landlord as collateral in the same manner as if Landlord held such amount as part of the Letter of Credit, or (ii) additional letter(s) of credit in an amount equal to the deficiency (or a replacement letter of credit in the total amount of the LC Amount) and any such additional (or replacement) letter of credit shall comply with all of the provisions of this Section 6, and if Tenant fails to comply with the foregoing, the same shall constitute an uncurable default by Tenant. Tenant further covenants and warrants that it will neither assign nor encumber the Letter of Credit or Cash Collateral, as the case may be, or any part thereof and that neither Landlord nor its successors or assigns will be bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance. Without limiting the generality of the foregoing, if the Letter of Credit expires earlier than the Lease Expiration Date, Landlord will accept Cash Collateral, a renewal letter of credit or substitute letter of credit (such renewal or substitute letter of credit or Cash Collateral to be in effect and delivered to Landlord, as applicable, not later than fifteen (15) days prior to the expiration of the Letter of Credit), which with respect to any letter of credit shall be irrevocable and automatically renewable as above provided through the Lease Expiration Date upon the same terms as the expiring Letter of Credit or such other terms as may be acceptable to Landlord in its reasonable discretion. However, if Cash Collateral is not timely delivered or the Letter of Credit is not timely renewed or a substitute letter of credit is not timely received, or if Tenant fails to maintain the Letter of Credit and/or the Cash Collateral in the amount and in accordance with the terms set forth in this Section 6, Landlord shall have the right to present the Letter of Credit to the Bank in a accordance with the terms of this Section 6, and the entire sum evidenced thereby shall be paid to and held by Landlord as Cash Collateral for performance of all of Tenant's obligations under the Lease and for all losses and damages Landlord may suffer as a result of any default by Tenant under this Lease. If there shall occur a default under the Lease as set forth in Section 20 of the Lease, Landlord may, but without obligation to do so, draw upon the Letter of Credit and/or utilize the Cash Collateral, in part or in whole, to cure any default of Tenant and/or to compensate Landlord for any and all damages of any kind or nature sustained or which may be sustained by Landlord resulting from Tenant's default. Tenant agrees not to interfere in any way with payment to Landlord of the proceeds of the Letter of Credit, either prior to or following a "draw" by Landlord of any portion of the Letter of Credit, regardless of whether any dispute exists between Tenant and Landlord as to Landlord's right to draw from the Letter of Credit. No condition or term of the Lease 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.

Letter of Credit. In lieu Tenant shall deliver to Landlord, concurrently with Tenant's execution of providing a cash Security Depositthis Amendment, simultaneously an irrevocable stand-by letter of credit in the amount of Fifty-Eight Thousand Five Hundred Forty-five Dollars ($58,545.00). Said letter of credit shall be in form and with the execution substance of Exhibit F attached hereto, and issued by a financial institution which is acceptable to Landlord. Upon any "Event of Default" by Tenant beyond any applicable notice and cure period, Landlord shall be entitled to draw upon said letter of credit by the issuance of Landlord's sole written demand to the issuing financial institution, which draw shall be in an amount necessary to cure the default in question and to compensate Landlord for all damages incurred thereby, as determined by Landlord in its sole and absolute discretion, and if such amount cannot be readily determined by Landlord, then the full amount of the letter of credit can be drawn by Landlord pending determination of said amount. Notwithstanding the foregoing, while the amount of any such draw shall be determined in Landlord's sole and absolute discretion as provided in the foregoing, if the amount of any such draw(s) shall ultimately exceed the amount of damages actually incurred by Landlord as the result of Tenant's default (as determined pursuant to the applicable provisions of Article XIV of this Lease), then Landlord shall promptly refund any such excess to Tenant. Any such draw shall be without waiver or any rights Landlord may have under this Lease or at law or in equity as a result of the default, as a setoff for full or partial compensation for the default. If any portion of the letter of credit is drawn after a default by Tenant, Tenant shall within ten (10) days after written demand by Landlord restore the letter of credit. Failure to so restore said letter of credit within said ten (10) days shall be a default by Tenant under this Lease. Partial drawings upon said letter of credit shall be permitted. The letter of credit shall provide for automatic annual renewals through that date which is sixty (60) days after the Expiration Date of the Term of this Lease (including any extensions of the Term as provided in this Lease). In the event the letter of credit is not renewed by the issuing financial institution on or before twenty (20) days prior to the then-scheduled expiration date of the letter of credit, then Landlord shall have the right to draw the full amount of such letter of credit and to hold such amount as cash security for Tenant's full and faithful performance of its obligations under the Lease. In the event of a draw down of the letter of credit to cash security as provided in the foregoing, the following shall apply: (i) upon any default by Tenant, including specifically Tenant's failure to pay rent or to abide by its obligations under Sections 7.1 and 15.3 below, Landlord may retain, use or apply the whole or any part of such cash security to pay any sum which Tenant is obligated to pay under this Lease, sums that Landlord may spend or be required to expend by reason of the default by Tenant or any loss or damage that Landlord may suffer by reason of such default or costs incurred by Landlord in connection with the repair or restoration of the Premises pursuant to Section 15.3 upon expiration or earlier termination of this Lease, (ii) Landlord shall not be required to keep the cash security separate from its general funds and Tenant may deliver shall not be entitled to Landlord an irrevocable interest on such cash security, and transferable letter of credit (“Letter of Credit”iii) running in favor of if Tenant fully performs its obligations under this Lease, the cash security shall be returned to Tenant (or, at Landlord's option, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in last assignee of Tenant's interest under the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than within thirty (30) days before expirationafter the expiration of the Term, provided that Tenant agrees that Landlord may retain the cash security to the extent and until such time as all amounts due from Tenant in accordance with this Lease have been determined and paid in full and Tenant agrees that Tenant shall have no claim against Landlord for Landlord's retaining the cash security to the extent provided in the foregoing. Upon any default by Tenant, including specifically Tenant's failure to pay rent or to abide by its obligations under Sections 7.1 and 15.3 below, and Tenant's failure to cure the same within any applicable cure period, Landlord shall be entitled to draw upon said letter of credit by the issuance of Landlord's sole written demand to the issuing financial institution, which draw shall be in an amount necessary to cure the default in question and to compensate Landlord for all damages incurred thereby, as determined by Landlord in its sole and absolute discretion, and if such amount cannot be readily determined by Landlord, then the full amount of the letter of credit can be drawn by Landlord pending determination of said amount. Any such draw shall be without waiver or any rights Landlord may have under this Lease or at law or in equity as a result of the default, as a setoff for full or partial compensation for the default. If any portion of the letter of credit is drawn after a default by Tenant, Tenant fails to renew the Letter of Credit shall within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt days after written demand by Landlord restore the letter of a substitute Letter credit. Failure to so restore said letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit credit within said ten (10) days shall be reasonably acceptable to Landlord and a default by Tenant under this Lease. Partial drawings upon said letter of credit shall provide, among other things, in effect that:be permitted."

Letter of Credit. In lieu As security for the performance by Tenant of providing a cash Security DepositTenant’s obligations hereunder, simultaneously Tenant shall cause to be delivered to Landlord concurrently with the execution of this LeaseLease by Tenant, Tenant may deliver to Landlord an original irrevocable and transferable standby letter of credit (the “Letter of Credit”) running in favor the amount specified in Article 1 above, naming Landlord as beneficiary, which Landlord may draw upon to cure any default under this Lease or to compensate Landlord for any damage Landlord incurs as a result of Landlord, with Tenant’s failure to perform any of its obligations hereunder. Any such draw on the Letter of Credit securing Tenant’s obligations hereunder subject shall not constitute a waiver of any other rights of Landlord with respect to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject such default or failure to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1perform. The Letter of Credit shall be issued by a major commercial bank reasonably acceptable to Landlord in Landlord’s reasonable discretion , with a San Francisco, California, or New York, New York, service and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues claim point for the Letter of Credit becomes unacceptable to Landlord Credit, have an expiration date not earlier than the sixtieth (60th) day after the Expiration Date (or, in Landlord’s reasonable discretionthe alternative, Tenant shall at its cost substitute another Letter have a term of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no not less than one (1) year after and be automatically renewable for an additional one (1) year period unless notice of non-renewal is given by the date of issuanceissuer to Landlord not later than sixty (60) days prior to the expiration thereof) and shall provide that Landlord may make partial and multiple draws thereunder, up to the face amount thereof. Tenant shall renew In addition, the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that, in the event of Landlord’s assignment or other transfer of its interest in this Lease, the Letter of Credit shall be freely transferable by Landlord to the assignee or transferee of such interest and the bank shall confirm the same to Landlord and such assignee or transferee provided that it Landlord pays the issuing bank’s reasonable standard fee for any such transfer. The Letter of Credit shall provide for payment to Landlord upon the issuer’s receipt of a sight draft from Landlord together with Landlord’s certificate certifying that Landlord is automatically renewable for the Term, unless released entitled to such payment pursuant to the provisions of this Section Lease, and with no other conditions, shall be in the form attached hereto as Exhibit D, or unless such other form as Landlord shall approve, and otherwise be in form and content satisfactory to Landlord. If the issuing bank delivers a notice Letter of non-Credit has an expiration date earlier than the Expiration Date, then throughout the term hereof (including any renewal no later than or extension of the term) Tenant shall provide evidence of renewal of the Letter of Credit to Landlord at least thirty (30) days before expiration. If Tenant fails prior to renew the date the Letter of Credit within ten (10) Business Days of its expiration, expires. If Landlord may draw draws on the existing Letter of Credit and maintain pursuant to the funds as a non-interest-bearing deposit to be returned to terms hereof, Tenant on receipt by Landlord of a substitute shall immediately replenish the Letter of Credit from Tenant meeting all requirements or provide Landlord with an additional letter of credit conforming to the requirement of this Addendum #1paragraph so that the amount available to Landlord from the Letter of Credit(s) provided hereunder is the amount specified in Article 1 above. The form Tenant’s failure to deliver any replacement, additional or extension of the Letter of Credit, or evidence of renewal of the Letter of Credit, within the time specified under this Lease shall entitle Landlord to draw upon the Letter of Credit then in effect and, at Landlord’s election, constitute a default under this Lease. If Landlord liquidates the Letter of Credit as provided in the preceding sentence, Landlord shall hold the funds received from the Letter of Credit as security for Tenant’s performance under this Lease, and terms Landlord shall not be required to segregate such security deposit from its other funds and no interest shall accrue or be payable to Tenant with respect thereto. No holder of a Mortgage, nor any purchaser at any judicial or private foreclosure sale of the Project or any portion thereof, shall be responsible to Tenant for such security deposit unless and only to the extent such holder or purchaser shall have actually received the same. If Tenant is not in default at the expiration or termination of this Lease, Landlord shall return to Tenant the Letter of Credit or the balance of the security deposit then held by Landlord, as applicable; provided, however, that in no event shall any such return be construed as an admission by Landlord that Tenant has performed all of its covenants and obligations hereunder. Tenant hereby unconditionally and irrevocably waives the benefits and protections of California Civil Code Section 1950.7, and, without limitation of the scope of such waiver, acknowledges that Landlord may use all or any part of the Letter of Credit shall be reasonably acceptable or the proceeds thereof to compensate Landlord for damages resulting from termination of this Lease and shall providethe tenancy created hereunder (including, among other thingswithout limitation, in effect that:damages recoverable under California Civil Code Section 1951.2).

Letter of Credit. In lieu Landlord and Tenant acknowledge that Tenant will occupy space in the Bank of providing a cash Security DepositAmerica Building pursuant to this Lease and, simultaneously as consideration for Landlord’s willingness to enter into this Lease, Tenant shall deliver or cause to be delivered to Landlord, and shall cause to be maintained at all times in effect without expiration or termination, one or more irrevocable standby letters of credit complying with the terms of this Section 37.22. Any failure by Tenant to perform or observe any term, covenant or agreement set forth in this Section 37.22 shall constitute a material default under this Lease. Within ten (10) business days of execution of this Lease, Tenant may shall deliver or cause to be delivered to Landlord an irrevocable and transferable standby letter of credit in a form acceptable to or provided by Landlord (the “Letter of Credit”) running ), issued by a national banking association reasonably acceptable to Landlord, for the account of Tenant in favor of LandlordLandlord in the initial amount of One Million Three Hundred Forty-one Thousand Four Hundred Sixty-two and 00/100 Dollars ($1,341,462.00), with having an expiry date not earlier than the Expiration Date, and stating by its terms that it shall be automatically extended annually, without written amendment or modification, to the date that is one (1) year after the then current expiry date unless the issuer of the Letter of Credit securing Tenant’s obligations hereunder subject gives Landlord, at least sixty (60) days prior to the terms and conditions set forth in then current expiry date, written notice that the Leaseissuer elects not to extend the Letter of Credit. The terms If the issuer of the Letter of Credit at any times gives to Landlord notice that the issuer elects not to extend the Letter of Credit, then, not less than thirty (30) days prior to the then current expiry date of the Letter of Credit, which are subject Tenant shall deliver or cause to Landlord’s reasonable consent, shall strictly comply with the provisions be delivered to Landlord a substitute irrevocable standby letter of this Addendum #1. The Letter credit issued in favor of Credit shall be issued Landlord by a bank national banking association reasonably acceptable to Landlord in Landlord’s reasonable discretion and under an amount required by this Section 37.22. Not less than thirty (30) days prior to the supervision expiry date of the banking commission any substitute letter of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable delivered pursuant to Landlord in Landlord’s reasonable discretionthis Section, Tenant shall at its cost deliver or cause to be delivered to Landlord a further substitute another Letter irrevocable standby letter of Credit from credit issued in favor of Landlord by a bank that is national banking association reasonably acceptable to Landlord in Landlord’s sole reasonable discretionan amount required by this Section 37.22. The Letter Each 39 substitute letter of Credit credit delivered pursuant to this Section shall be irrevocable for the period ending no have a term of not less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for be in a form acceptable to or provided by Landlord. Notwithstanding the Termforegoing, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms initial amount of the Letter of Credit shall be reasonably acceptable reduced as follows during the Lease Term, provided Tenant has not defaulted under this Lease beyond the applicable notice and cure period: • From and including the 25th month of the Lease Term though and including the 36th month of the Lease Term - $1,006,096.00; • From and including the 37th month of the Lease Term though and including the 48th month of the Lease Term - $670,731.00; • From and including the 49th month of the Lease Term though and including the 60th month of the Lease Term - $469,511.00; and • From and including the 61st month of the Lease Term though and including the Expiration Date - $201,219. Upon the occurrence of any breach or default under this Lease including, but not limited to, any failure by Tenant timely to deliver or cause to be delivered to Landlord any substitute letter of credit required pursuant to this Section 37.22, Landlord, at its option, may draw against the Letter of Credit and any substitute letter of credit delivered pursuant to this Section 37.22 in an amount reasonably necessary to cure such breach or default and/or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant’s breach or default. The Letter of Credit and each substitute letter of credit (also referred to as a “Letter of Credit”) delivered pursuant to this Section 37.22 shall provideprovide for payment against Landlord’s (or any transferee’s) draft at sight accompanied by a certificate stating substantially as follows: “Drawn under _______ Bank, among other thingsN.A.’s Irrevocable Standby Letter of Credit No. ______, dated ___________ , 2014, as a result of the occurrence of a default under the Lease dated __________, 2014, between Bellevue Place Office, LLC, a Washington limited liability company, and XXXXXXXXXX.XXX, INC., a Washington corporation. If Landlord draws against the Letter of Credit, Tenant shall, within ten (10) days of the date of such draw, restore the Letter of Credit or provide additional irrevocable standby letters of credit so that, at all times, there shall be an amount required by this Section 37.22 available for Landlord to draw against in effect that:the event of any further breach or default under this Lease. If the Letter of Credit is not renewed or Tenant does not provide a substitute irrevocable standby letter of credit on or before the date that is thirty (30) days prior to the expiry date of the then current Letter of Credit, or in the event Landlord draws against the Letter of Credit, if Tenant does not restore the Letter of Credit or provide additional letters of credit so that an amount required by this Section 37.22 is available to Landlord to draw upon in the event of any further breach or default under this Lease, then in such event the amount of the draw against the Letter of Credit may be equal to the entire amount of the Letter of Credit. The proceeds of any draw against the Letter of Credit pursuant to the immediately preceding sentence shall be held by Landlord as an additional security deposit pursuant to the provisions of Section 8 of this Lease.

Letter of Credit. In lieu of providing a cash deposit by Tenant for the Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to deposit with Landlord an a clean, irrevocable and transferable unconditional standby letter of credit issued by and drawn upon any commercial bank reasonably acceptable to Landlord with offices for banking purposes in the City of New York and having a net worth of not less than Five Hundred Million (“$500,000,000) Dollars, which letter of credit shall be in the form annexed hereto as Exhibit 7, or in another form satisfactory to Landlord (the "Letter of Credit”") running and in favor the amount of Landlordthe Security Deposit set forth in Article 1 hereof. In addition, with the Letter of Credit securing Tenant’s obligations hereunder subject shall provide that it is assignable by Landlord without charge and shall either (i) expire on the date which is sixty (60) days after the expiration or earlier termination of this Lease (the ALC Date@) or (ii) be automatically self-renewing until the LC Date. At any time that Tenant is in default under this Lease beyond any applicable notice and grace period, Landlord shall have the right to draw down the credit to the terms and conditions set forth in the Lease. The terms extent of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply default and apply the proceeds or any part thereof in accordance with the provisions of this Addendum #1Article 32. The Landlord shall also have the right to draw down the entire amount of the credit in the event that Landlord fails to receive a replacement Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California on or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant prior to the provisions thirtieth (30th) day preceding the expiration date thereof or if Tenant holds over in the Premises without the consent of this Section or unless the issuing bank delivers a notice of non-renewal no later Landlord more than thirty (30) days before expirationafter the expiration or earlier termination of this Lease. If Tenant fails to renew Landlord shall have drawn down the Letter of Credit and applied all or a portion thereof in accordance with the terms of this Article 32, then Tenant shall deposit with Landlord, within ten five (105) Business Days business days' after notice from Landlord, either a sufficient amount of its expiration, cash to bring the balance of the cash held by Landlord may draw on under this Article 32 to the existing amount of the Security Deposit or a replacement Letter of Credit and maintain Credit. The failure by Tenant to deposit such additional amount within the funds as foregoing time period shall be deemed a non-interest-bearing deposit material default pursuant to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements Article 17 of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Lease.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with Within five (5) business days after the execution of this LeaseEffective Date, Tenant may deliver to shall deposit with Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder (as defined in Exhibit “D”) in the amount of One Hundred Twenty-Six Thousand Eight Hundred Forty-Five and 00/100 Dollars ($126,845.00), subject to the terms and conditions increase as set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1herein. The Letter of Credit shall be issued comply with the requirements of Exhibit “D” attached hereto and incorporated by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporationreference herein. If the credit of the bank that originally issues Tenant shall fail to deliver the Letter of Credit becomes unacceptable in such amount and in such form on or before the date which is five (5) business days after the Effective Date, Landlord shall have the right to terminate this Lease by delivery of Notice thereof to Tenant at any time prior to Tenant’s delivery of such Letter of Credit to Landlord, and Landlord in shall have no obligation to commence any work that Landlord is required to perform under the Work Letter Agreement or to tender delivery of the Premises to Tenant prior to Tenant’s delivery of such Letter of Credit to Landlord’s reasonable discretion. On or prior to June 1, 2017, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for cause the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms amount of the Letter of Credit to be increased (by way of an amendment to or a replacement of the original Letter of Credit) to Two Hundred Fifty-Three Thousand Six Hundred Ninety and 00/100 Dollars ($253,690.00). On or prior to date which is the earlier of (a) November 1, 2017, and (b) the Commencement Date, Tenant shall cause the amount of the Letter of Credit to be increased (by way of an amendment to or a replacement of the then-current Letter of Credit) to Five Hundred Thousand and 00/100 Dollars ($500,000.00). As used in this Lease, the “Letter of Credit Amount” shall mean the then applicable amount of the Letter of Credit as required by this Section 7.1 (and outlined in Section 1.14 above). Tenant shall be reasonably acceptable solely responsible for any costs related to Landlord and shall provideany amendment, among other things, in effect that:replacement or transfer of the Letter of Credit.

Letter of Credit. In lieu A. Owner is presently holding a letter of providing a cash Security Depositcredit ("Tenant's Existing Letter of Credit") in the sum of FOUR HUNDRED SEVENTY-ONE THOUSAND FIVE HUNDRED AND 00/100 ($471,500.00) DOLLARS as security under Tenant's Existing Lease. Owner and Tenant agree that as of the date of this Lease, simultaneously with Tenant's Existing Letter of Credit shall constitute security (i) under Tenant's Existing Lease and (ii) under this Lease. Within thirty (30) days of the execution date of this Lease, Tenant may shall deliver to Landlord Owner an irrevocable amendment of Tenant's Existing Letter of Credit which (i) reduces the amount thereunder as of October 1, 1997 to FOUR HUNDRED THOUSAND AND 00/100 ($400,000.00) DOLLARS and transferable (ii) is otherwise in compliance with the terms and provisions of this Article 34. Such letter of credit shall be for a term of not less than one (“1) year which term shall be automatically renewed for successive one (1) year terms, unless the Bank gives not less than one hundred twenty (120) days prior written notice that it will not so renew the letter of credit for such successive term and the last term of the letter of credit shall end not less than sixty (60) days after the Expiration Date. If such letter of credit is not automatically renewed as aforesaid, Tenant agrees to cause the Bank to renew such letter of credit, from time to time, during the Demised Term, at least sixty (60) days prior to the expiration of said letter of credit or any renewal or replacement, upon the same terms and conditions. In the event of any transfer of said letter of credit pursuant to Section 34.05, and notice of such transfer to Tenant, Tenant, within thirty (30) days thereafter, shall cause a new letter of credit to be issued by said Bank to the transferee, upon the same terms and conditions, in replacement of the letter of credit so transferred and Owner agrees that, simultaneously with the delivery of such new letter of credit, it will return to said Bank the letter of credit being replaced. The amendment of Tenant's Existing Letter of Credit deposited hereunder, and all renewals and replacements, are referred to, collectively, as the "Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1". The Letter of Credit shall be issued held in trust by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable Owner for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year purposes set forth in which the Term expires, this Article and shall provide that it is automatically renewable not be transferred except for the Termtransfer (a) to an agent for collection, unless released or (b) pursuant to the provisions of this Section 34.05. In the event Tenant defaults beyond any applicable grace period for the curing of such default in the performance of its obligations to issue a replacement Letter of Credit, or unless in the issuing bank delivers a notice observance or performance of non-renewal no later than thirty (30) days before expiration. If Tenant fails Tenant's agreement to cause the Bank to renew the Letter of Credit within ten (10) Business Days of its expirationCredit, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other thingsOwner, in effect that:addition to all rights and remedies which Owner may

Letter of Credit. In lieu addition to the cash security deposit required pursuant to the terms of providing a cash Security DepositSection 32 of the Lease, simultaneously as additional security, Tenant shall deliver to Landlord concurrently with the execution of this Leasethe Lease by Tenant, Tenant may deliver to Landlord an irrevocable and transferable irrevocable, unconditional letter of credit in the amount equal to $1,500,000.00 (which the parties agree is a reasonable estimate of the Transaction Costs (the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1). The Letter of Credit shall be issued by a bank acceptable addressed to Landlord (and/or any other beneficiary designated by Landlord), issued in Landlord’s reasonable discretion a form and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to substance approved by Landlord in Landlord’s sole reasonable discretion and by a financial institution approved by Landlord in Landlord’s sole discretion, and shall be transferable one or more times by Landlord without the consent of Tenant. In the event that the term of the Letter of Credit obtained by Tenant is less than the Term of the Lease, Tenant shall provide to Landlord, sixty (60) days prior to the expiration of the term of the Letter of Credit, a substitute Letter of Credit, in form, scope, and substance satisfactory to Landlord, all in its sole discretion, for the duration of the Term of the Lease plus 30 days. Tenant agrees to pay upon Landlord’s request, any and all costs or fees charged in connection with the Letter of Credit that arise due to: (i) Landlord’s sale or transfer of all or any portion of the Building; or (ii) the addition, deletion, or modification of any beneficiary under the Letter of Credit. The bank issuing the Letter of Credit shall be irrevocable for have banking offices in the period ending no less than one (1) year after city in which the date of issuance. Tenant shall renew Building is located, at which offices the Letter of Credit may be drawn. Tenant agrees that upon any default by Tenant under the terms and maintain it for provisions of this Lease, including the period ending one hundred twenty (120) days after failure of Tenant to timely deliver any replacement Letter of Credit, Landlord shall have the end right to receive payment under any Letter of Credit of the calendar year in which the Term expiresentire amount of such Letter of Credit at such time, and any such amounts received by Landlord shall provide that it is automatically renewable for be held by Landlord and applied to any default hereunder in such manner as Landlord deems appropriate. Subject only to the provisions set forth in the following sentences, Landlord shall at all times during the Term, unless released pursuant to hold a letter of credit in the provisions amounts described above. Notwithstanding the foregoing, and provided that between the date of this Section or unless Lease and the issuing bank delivers a notice of non-renewal applicable Reduction Date (hereinafter defined): (a) there has been no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw default on the existing Letter part of Credit Tenant under the terms of the Lease; and maintain (b) there has been no assignment of the funds Lease, subletting of the Premises or any portion thereof, or any other action on the part of the Tenant which would constitute a transfer as provided in Section 17 of the Lease (the items referred to in (b) being referred to collectively as a non-interest-bearing deposit “Transfer” and the conditions set forth in (a) and (b) being referred to be returned to Tenant as the “Conditions”), on receipt by Landlord the first anniversary date of the Commencement Date and each anniversary date thereafter (each, a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of “Reduction Date”), the Letter of Credit shall be reasonably acceptable reduced by an amount equal to Landlord one-tenth (1/10th) of the amount of the original Letter of Credit. In connection therewith, provided that as of each applicable Reduction Date the Conditions shall have remained satisfied, Tenant shall be entitled to replace the then current Letter of Credit with a replacement Letter of Credit which shall meet all of the requirements set forth above, except as to amount, and the amount of the replacement Letter of Credit shall providebe reduced accordingly. If at any time during the Term a Transfer occurs, among other thingsTenant shall no longer be entitled to any further reductions in the amount of the then-existing Letter of Credit, and in effect that:addition, as a condition to entering into the Transfer, and without otherwise modifying Landlord’s rights with respect to any such Transfer as more fully set forth in Section 17 of this Lease, Tenant shall be required to replace the then-existing Letter of Credit with a Letter of Credit in the original amount equal to the Transaction Costs.

Letter of Credit. In lieu Within ten (10) days following Xxxxxx’s execution and delivery of providing this Lease, and as a cash Security Deposit, simultaneously with condition to the execution effectiveness of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with issued by a major banking institution reasonably acceptable to Landlord (the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth “Bank”) in the Leaseamount of $300,000.00. The terms of Landlord approves JPMorgan Chase Bank as the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1Bank. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues comply with the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Criteria attached hereto as Exhibit D-1 . The parties acknowledge that the form of Letter of Credit from a bank that attached as Exhibit D-2 is acceptable to Landlord in Landlord’s sole reasonable discretionfor the purposes of this Lease. The Letter of Credit shall be irrevocable for provide that Landlord may draw from time to time upon such Letter of Credit to the period ending no less than extent that Landlord certifies to the Bank as to any one or more of the following: (1a) year after that Landlord is owed Base Rent or Additional Rent, or both, or other amounts which Tenant is obligated to pay under the date of issuance. Tenant shall renew Lease which remain unpaid beyond applicable notice and grace periods, (b) that the Letter of Credit has not been renewed or replaced as required below, or (c) that a default beyond applicable notice and maintain it for grace periods has occurred under the period ending one hundred twenty (120) days after the end Lease. Such Letter of the calendar year in which the Term expiresCredit shall be replaced or renewed, and such replacement or renewal Letter of Credit shall provide that it is automatically renewable for the Termbe delivered to Landlord, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no not later than thirty (30) days before expirationprior to expiration thereof. If Tenant fails to renew Landlord draws upon the Letter of Credit as permitted above, Tenant shall within ten (10) Business Days 10 days following request by Landlord deliver a replacement Letter of Credit to Landlord or otherwise restore the Security Deposit to its expirationoriginal amount. Tenant shall not have the right to call upon Landlord to draw upon the Letter of Credit or to apply all or any part of the proceeds therefrom to cure any default or fulfill any obligation of Tenant, but such use shall be solely in the discretion of Landlord. In the event the Letter of Credit is drawn upon by Landlord may draw on because such Letter of Credit is about to expire and has not been replaced or renewed by Tenant in accordance with the existing provisions of this Section, the proceeds of such Letter of Credit and maintain the funds as a non-interest-bearing deposit to all interest accrued thereon shall be returned to Tenant on receipt held in escrow by Landlord of or its agent as security for Tenant’s obligations hereunder until such time as Tenant shall have delivered Landlord a substitute replacement Letter of Credit from Tenant meeting all requirements Credit. Upon any conveyance of this Addendum #1. The form and terms of the Premises by Landlord to Landlord’s grantee or transferee, the Letter of Credit shall be reasonably acceptable delivered by Landlord to Landlord’s grantee or transferee. Upon any such delivery and notice thereof to Tenant, Tenant hereby releases Landlord herein named of any and all liability with respect to the Letter of Credit, its application and return, and Xxxxxx agrees to look solely to such grantee or transferee for all matters regarding such Letter of Credit, including any pending claims or disputes Tenant may have regarding the misapplication of the Letter of Credit during the term of Landlord’s ownership of the Premises. It is further understood that this provision shall provide, among other things, in effect that:also apply to subsequent grantees and transferees.

Letter of Credit. In lieu Concurrently upon the Guaranty Expiration Date (as defined in the Guaranty), Tenant agrees to provide, at Tenant’s sole cost and expense, a Letter of providing a cash Security Deposit, simultaneously with Credit (as defined below) in the execution Letter of Credit Required Amount (as defined below) as security for the faithful performance and observance by Tenant of all of the provisions of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to on the terms and conditions set forth in the Leasebelow. The terms use, application or retention of the Letter of Credit, which are subject 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 Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew proceed against the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall not operate as a limitation on any recovery to which Landlord may otherwise be reasonably acceptable entitled. As used herein the term “Letter of Credit Required Amount” initially means $3,093,090.00. Subject to the remaining terms of this Article 21, and provided the Reduction Conditions (as defined below) have been satisfied at the particular reduction effective date, Tenant shall have the right to reduce the Letter of Credit Required Amount so that the new Letter of Credit Required Amount shall be $2,062,060.00 effective as of the first day of the first calendar month after the Reduction Conditions (as defined below) shall have been satisfied for twenty-four (24) consecutive months, and $1,031,030.00 effective as of the first day of the first calendar month after the Reduction Condition (as defined below) shall have been satisfied for thirty-six (36) consecutive months]. If Tenant is not entitled to reduce the Letter of Credit Required Amount as of a particular reduction effective date due to the failure of one or more of the Reduction Conditions, then any subsequent reduction(s) Tenant is entitled to hereunder shall be reduced by the amount of the reduction Tenant would have been entitled to had all of the Reduction Conditions been satisfied. If Tenant is entitled to a reduction in the Letter of Credit Required Amount, Tenant shall provide Landlord with written notice requesting that the Letter of Credit Required Amount be reduced as provided above (the “Reduction Notice”). If Tenant provides Landlord with a Reduction Notice, and Tenant is entitled to reduce the Letter of Credit Required Amount as provided herein, the reduction shall provide, among other thingsbe effectuated by Tenant replacing the Letter of Credit then being held by Landlord with a new Letter of Credit in the new Letter of Credit Required Amount or amending the then-existing Letter of Credit to that new Letter of Credit Required Amount. The term “Letter of Credit” means that certain one-year irrevocable letter of credit, in effect thatthe Letter of Credit Required Amount, issued by the L/C Bank, as required under Section 21.2 and, if applicable, as extended, renewed, replaced or modified from time to time in accordance with this Lease, which letter of credit will be transferable and in substantially the same form as attached Exhibit G. The term “Reduction Conditions” means the following conditions which have been satisfied in Tenant’s annual audited financial statement for the applicable time period:

Letter of Credit. In lieu of providing a the cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable a clean, unconditional, irrevocable, transferable, fully cash-collateralized letter of credit in lieu of cash for the Security Deposit (the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms form and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable financial institution (“Issuer”) satisfactory to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall permit partial draws, and provide that draws thereunder will be irrevocable for the honored upon presentation by Landlord without conditions at at location in Santa Xxxxx County. The Letter of Credit shall have an expiration period ending no less than of one (1) year but shall automatically renew by its terms unless affirmatively cancelled by either Issuer or Tenant, in which case Issuer must provide Landlord 30 days’ prior written notice of such expiration or cancellation. The Letter of Credit shall remain in effect, whether through replacement, renewal or extension, until ninety (90) days after the date of issuanceLease Expiration Date. Tenant shall renew Any amount drawn under the Letter of Credit and maintain it not utilized by Landlord for the period ending one hundred twenty purposes permitted by this Lease shall be held as a Security Deposit. If the Tenant fails to renew or replace the Letter of Credit as required under this Lease at least thirty (12030) days after before its stated expiration date, Landlord may draw upon the end entire amount of the calendar year in which Letter of Credit. The preceding to the Term expirescontrary notwithstanding, and shall provide that it is automatically renewable for the Termif Tenant provides a new, unless released replacement or substitute Letter of Credit pursuant to the provisions terms of this Section Paragraph 5.2, then the amount of such new, replacement or unless substitute Letter of Credit shall be equal to the full amount of the Security Deposit required hereunder less the amounts, if any, drawn by Landlord under any Letter of Credit provided by Tenant to Landlord which were not used by Landlord to cure any then existing default by Tenant hereunder or to reimburse Landlord for any damage or loss caused by any such default (to the extent recoverable under the terms of this Lease) (and which unapplied amounts so drawn by Landlord shall continue to be held by Landlord pursuant to the terms of this Paragraph 5.2). No fees applicable to the Letter of Credit shall be charged to Landlord. The Letter of Credit shall provide, among other things, that (i) Landlord or its then managing agent or member or Lender shall have a right to draw down an amount up to the face amount of the Letter of Credit upon presentation to the issuing bank delivers of Landlord’s (or its then managing agent’s or member’s or Lender’s) statement certifying that Tenant is in breach or default under this Lease and has failed to cure such breach or default within any cure or grace period applicable thereto and that Landlord (or its successor or assign) is entitled to draw on the Letter of Credit pursuant to this Paragraph 5.2, it being understood that if Landlord or its then managing agent is a notice corporation, partnership or other entity, then such statement shall be signed by an officer (if a corporation), a general partner (if a partnership) or any authorized party (if another entity); and (ii) the Letter of non-renewal no Credit will be honored by the issuer without inquiry as to the accuracy thereof and regardless of whether the Tenant disputes the content of the statement. If Tenant breaches or fails to perform any obligation or covenant under or of this Lease, including, but not limited to, the payment of monthly Rent or Additional Rent, and such failure remains uncured following expiration of the cure and/or grace period applicable thereto hereunder, Landlord may (but shall not be required to) draw upon all or any part of the Letter of Credit and use, apply, or retain all or any part of the cash proceeds thereof for the payment of any sums in default, or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant’s default (to the extent recoverable under the terms of this Lease). If Landlord draws upon all or any portion of the Letter of Credit for the foregoing purposes, Tenant shall, within five (5) business days after written demand therefor, deliver a new Letter of Credit (in a form and issued by an issuer meeting the requirements above) in an amount equal to the full amount required hereunder less the amounts, if any, drawn by Landlord under the Letter of Credit which were not used by Landlord to cure any then existing default by Tenant hereunder or to reimburse Landlord for any damage or loss caused by any such default (to the extent recoverable under the terms of this Lease) (and which unapplied amounts so drawn by Landlord shall continue to be held by Landlord pursuant to the terms of this Paragraph 5.2). Concurrently with Tenant’s delivery of any such new Letter of Credit, Landlord shall return for cancellation the original of the Letter of Credit then held by Landlord (as theretofore endorsed to reflect any drawings thereunder). Tenant’s failure to timely deliver such new Letter of Credit shall be a Default by Tenant (or default) under the Lease and shall entitle Landlord to draw upon the balance of the Letter of Credit in full and retain the cash proceeds thereof in accordance with this Paragraph 5.2. Landlord shall not be required to keep any such amount separate from its general funds and Tenant shall not be entitled to interest on such funds. So long as Tenant is not in default at the expiration or termination of this Lease, the Letter of Credit, and/or any cash proceeds thereof, shall be returned to Tenant (or any assignee of Tenant), not later than thirty (30) days before expiration. If after Tenant fails has vacated the Premises, provided that subsequent to renew the expiration or earlier termination of this Lease, Landlord may draw upon the Letter of Credit within ten (10) Business Days of its expirationand retain therefrom sums in default by Tenant under this Lease, and/or amounts to compensate Landlord for any other loss or damage which Landlord may draw on suffer by reason of Tenant’s default (to the existing Letter of Credit and maintain extent recoverable under the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements terms of this Addendum #1Lease), including, without limitation, (a) any and all amounts permitted by California Civil Code Section 1950.7, and (b) such sums as Landlord reasonably estimates will thereafter become due by reason of Tenant’s default, if any, under this Lease. The form Landlord and Tenant hereby agree that Landlord may, in addition, claim (to the extent recoverable under the terms of this Lease) those sums necessary to compensate Landlord for any other foreseeable or unforeseeable loss or damage caused by the Letter act or omission of Credit shall be Tenant or Tenant’s officers, members, partners, agents, employees, independent contractors or invitees or the default of Tenant under this Lease (in each case to the extent recoverable under the terms of this Lease). Without limiting the terms and provisions of this Paragraph 5.2, Tenant hereby waives the provisions of California Civil Code § 1950.7, and all other provisions of law now or hereafter in force, that provide that Landlord may claim from a security deposit only those sums reasonably acceptable necessary to Landlord and shall provideremedy defaults in the payment of rent, among other thingsto repair damage caused by Tenant, in effect that:or to clean the Premises.

Letter of Credit. In lieu of providing a cash Security DepositIf, simultaneously with at any time following the execution of this LeaseTelaprevir Approval, Tenant may deliver has an unrestricted cash, cash equivalent and marketable securities balance of [***], as determined in accordance with generally accepted accounting principles, consistently applied (the “Financial Standard”) then Tenant shall provide to Landlord an irrevocable and transferable as security for the performance of the obligations of Tenant hereunder a letter of credit in the amount specified in Section 1.13 in accordance with this Section (as renewed, replaced, and/or reduced pursuant to this Section, the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1” ). The Letter of Credit shall be issued by a bank acceptable in the form attached as Exhibit 17.01 to this Lease or such other form as Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporationmay reasonably approve. If the credit of the bank that originally issues the there is more than one Letter of Credit becomes unacceptable so delivered by Tenant, such Letters of Credit shall be collectively hereinafter referred to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another as the “Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionCredit”. The Letter of Credit (i) shall be irrevocable for and shall be issued by a commercial bank reasonably acceptable to Landlord that has an office in Boston, Massachusetts, (ii) shall require only the period ending no less than one (1) year after presentation to the date issuer of issuance. Tenant shall renew a certificate of the holder of the Letter of Credit stating either (a) that Landlord is entitled to draw on the Letter of Credit in accordance with this Lease or (b) that Tenant has not delivered to Landlord a new Letter of Credit having a commencement date immediately following the expiration of the existing Letter of Credit in accordance with the requirements of this Lease, (iii) shall be payable to Landlord and maintain it its successors in interest as the Landlord and shall be freely transferable at nominal cost, (iv) shall be for an initial term of not less then one year and contain a provision that such term shall be automatically renewed for successive one-year periods unless the issuer shall, at least sixty (60) days prior to the scheduled expiration date, give Landlord written notice of such nonrenewal, and (v) shall otherwise be in form and substance reasonably acceptable to Landlord. Notwithstanding the foregoing, the term of the Letter of Credit for the final period of the Term shall be for a term ending one hundred twenty not earlier then the date sixty (12060) days after the end last day of the calendar year Term. If (x) Tenant shall be in which default under this Lease, after the Term expires, and shall provide that it expiration of any applicable notice or cure period (or if transmittal of a default or other notice is automatically renewable for the Term, unless released pursuant to the provisions of this Section stayed or unless the issuing bank delivers a notice of non-renewal no later than barred by applicable bankruptcy or other law); (y) not less then thirty (30) days before expiration. If the scheduled expiration of the Letter of Credit, Tenant fails has not delivered to renew Landlord a new Letter of Credit having a commencement date immediately following the expiration of the existing Letter of Credit in accordance with this Section; or (z) (i) the credit rating of the long-term debt of the issuer of the Letter of Credit (according to Xxxxx’x, Standard & Poor’s or similar national rating agency reasonably identified by Landlord) is downgraded to a grade below investment grade; or (ii) the issuer of the Letter of Credit enters into any supervisory agreement with any governmental authority; or (iii) the issuer of the Letter of Credit fails to meet any capital requirements imposed by applicable law, then, in any of such events under this clause (z), unless Tenant delivers to Landlord a replacement Letter of Credit complying with the terms of this Lease within ten (10) Business Days of its expirationdays after demand therefor from Landlord, Landlord may shall have the right to draw upon the Letter of Credit in full or in part without giving any further notice to Tenant. Such failure to timely deliver a new Letter of Credit pursuant to this Section 17.01 shall be deemed to be an Event of Default by Tenant (without the necessity of further notice or cure period notwithstanding anything in this Lease to the contrary). Landlord may, but shall not be obligated to, apply the amount so drawn to the extent necessary to cure Tenant’s default and/or any other damages to which Landlord is entitled under this Lease. Any funds drawn by Landlord on the existing Letter of Credit and maintain the funds not applied against amounts due hereunder shall be held by Landlord as a non-interest-bearing deposit cash security deposit, provided that Landlord shall have no fiduciary duty with regard to be returned such amounts, shall have the right to Tenant commingle such amounts with other funds of Landlord, and shall pay no interest on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1such amounts. The form and terms After any application of the Letter of Credit against amounts due hereunder by Landlord in accordance with this paragraph, Tenant shall reinstate the Letter of Credit to the amount then required to be maintained hereunder, within thirty (30) days of demand. Within sixty (60) days after the expiration or earlier termination of the Term the Letter of Credit and any cash security deposit then being held by Landlord, to the extent not applied, shall be reasonably acceptable returned to Landlord and shall provide, among other things, in effect that:Tenant provided that no default of which Tenant then has notice (to the extent that such notice is required) is then continuing.

Letter of Credit. In lieu of providing a cash Security addition to the Deposit, simultaneously Tenant shall deposit with Landlord a clean, non-contingent irrevocable Letter of Credit (the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“"Letter of Credit”) running "), in favor of form and substance and issued by a financial institution reasonably acceptable to Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject in an amount equal to the terms and conditions set forth in cost of all Tenant Improvements to be performed by Landlord hereunder, the Lease. The terms total cost of which is expected to exceed $18.00 multiplied by the Rentable Area of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with Leased Premises (the provisions of this Addendum #1"Excess Costs"). The Letter of Credit shall be issued by a bank acceptable freely assignable to Landlord in any lender of Landlord’s reasonable discretion , and to any successor or assign of Landlord's interest under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionLease. The Letter of Credit shall be irrevocable for the period ending no less than one deposited with Landlord within five (15) year calendar days after the date the Budget is delivered to Tenant or, if the Budget requires Tenant's approval, within five (5) calendar days after the date the Budget is approved (or deemed approved) by Tenant. If from time to time, during the course of issuance. Tenant shall renew construction or upon completion thereof, the Excess Costs are reasonably expected to or actually exceed the original amount of the Letter of Credit and maintain it for the period ending one hundred twenty Credit, then within five (1205) days after of Landlord's request, the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms principal amount of the Letter of Credit shall be reasonably acceptable increased by Tenant accordingly. Landlord's receipt of the Letter of Credit shall be confirmed in the Lease Commencement Agreement. To the extent the same has not been applied or exhausted pursuant to the further terms hereof, the Letter of Credit shall be returned by Landlord to Tenant following the expiration of the Lease Term. In addition to any and all other remedies available to Landlord under this Lease, Landlord shall have the right to draw upon the Letter of Credit to cure any breach by Tenant of any of Tenant's obligations or duties pursuant to the Lease, if such breach is not cured beyond the applicable cure period, if any. Any demand by Landlord for a draw upon the Letter of Credit shall be accompanied by a statement to the issuer thereof purportedly signed by an authorized representative of Landlord certifying that Tenant is in breach of its obligations under the Lease beyond the expiration of applicable grace and cure periods, if any, and that Landlord is entitled to draw upon the Letter of Credit in accordance with the terms of the Lease. Upon any such draw, Tenant shall provide, among other things, in effect that:immediately restore the same to its original amount. No interest shall accrue thereon or be paid or payable with respect to the Letter of Credit.

Letter of Credit. In lieu of providing a cash Security DepositTenant shall deliver to Landlord, simultaneously with the within 30 days following Tenant’s execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable a letter of credit in the amount of $1,650,000.00 (“Letter of Credit”) running ), which Letter of Credit shall be in favor form and with the substance of LandlordExhibit I attached hereto. Within 10 business days after the Early Delivery Condition or Delivery Condition, with as applicable, has been achieved and prior to the commencement of construction of the “Tenant Improvements” (as defined in the Work Letter), Tenant shall cause the principal amount of the Letter of Credit securing Tenant’s obligations hereunder subject to the terms be increased by $5,000,000.00 to $6,650,000.00 and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject shall deliver to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1Landlord documents satisfactory to Landlord evidencing such increase. The Letter of Credit shall be issued by a bank financial institution in the United States reasonably acceptable to Landlord with a branch in Santa Xxxxx County, California or by a financial institution reasonably acceptable to Landlord that will honor draws sent by nationally recognized overnight courier, at which draws on the letter of credit will be accepted. Landlord hereby approves Silicon Valley Bank as an acceptable financial institution for issuance of the Letter of Credit. Upon any Default by Tenant, Landlord shall be entitled to draw upon said Letter of Credit by the issuance of Landlord’s written demand to the issuing financial institution, which draw shall be in an amount necessary to cure the Default in question and to compensate Landlord for all damages incurred thereby, as reasonably determined by Landlord in its sole but reasonable discretion discretion, and under if such amount cannot be readily determined by Landlord, then the supervision full amount of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to can be drawn by Landlord in Landlord’s reasonable discretionpending determination of said amount. Notwithstanding the foregoing, Tenant while the amount of any such draw shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord be determined in Landlord’s sole but reasonable discretiondiscretion as provided in the foregoing, if the amount of any such draw(s) shall ultimately exceed the amount of damages actually incurred by Landlord as the result of Tenant’s Default (as determined pursuant to the applicable provisions of Article 14 of this Lease), then Landlord shall promptly refund any such excess to Tenant. Any such draw shall be without waiver or any rights Landlord may have under this Lease or at law or in equity as a result of the Default, as a setoff for full or partial compensation for the Default. If any portion of the Letter of Credit is drawn after a Default by Tenant, Tenant shall within 10 business days receipt of after written demand by Landlord restore the Letter of Credit to the required amount. Failure to so restore said Letter of Credit within said 10 business days shall be a Default by Tenant under this Lease. Partial drawings upon said Letter of Credit shall be permitted. The Letter of Credit shall be irrevocable provide for the period ending no less than one (1) year automatic annual renewals through that date which is 60 days after the date Expiration Date of issuancethe Term of this Lease (including any extensions of the Term as provided in this Lease). Tenant shall renew In the event the Letter of Credit is not renewed by the issuing financial institution on or before 30 days prior to the then-scheduled expiration date of the Letter of Credit, then Landlord shall have the right to draw the full amount of such Letter of Credit and maintain to hold such amount as cash security for Tenant’s full and faithful performance of its obligations under the Lease. In the event of a draw down of the Letter of Credit to cash security as provided in the foregoing, the following shall apply: (i) upon any Default by Tenant under this Lease, including specifically Tenant’s failure to pay rent or to abide by its obligations under Sections 7.1 and 15.2 below, notwithstanding any contrary provision of California Civil Code Section 1950.7, Landlord may retain, use or apply so much of the cash security to pay any sum which Tenant is obligated to pay under this Lease, including without limitation, amounts estimated by Landlord as the amounts due it for the period ending one hundred twenty (120prospective rent and for damages pursuant to Section 14.2(a)(i) days after the end of this Lease and/or California Civil Code Section 1951.2, sums that Landlord may spend or be required to expend by reason of the calendar year default by Tenant or any loss or damage that Landlord may suffer by reason of such default or costs incurred by Landlord in which connection with the Term expiresrepair or restoration of the Premises pursuant to Section 15.2 upon expiration or earlier termination of this Lease, (ii) Landlord shall not be required to keep the cash security separate from its general funds and Tenant shall not be entitled to interest on such cash security, and (iii) if Tenant fully performs its obligations under this Lease, the cash security shall provide that it is automatically renewable for the Termbe returned to Tenant (or, unless released pursuant at Landlord’s option, to the provisions last assignee of this Section or unless Tenant’s interest under the issuing bank delivers a notice of non-renewal no later than Lease) within thirty (30) days before expirationafter the expiration of the Term, provided that Tenant agrees that Landlord may retain the cash security to the extent and until such time as all amounts due from Tenant in accordance with this Lease have been determined and paid in full and Tenant agrees that Tenant shall have no claim against Landlord for Landlord’s retaining the cash security to the extent provided in the foregoing. If Notwithstanding anything contained in this Section 4.4 to the contrary, if Landlord draws on the Letter of Credit, then Tenant fails shall have the right, upon ten (10) days’ prior written notice to renew Landlord and following Landlord’s receipt of the replacement Letter of Credit described below, to obtain a refund from Landlord of any unapplied cash proceeds of the Letter of Credit within ten (10) Business Days of its expirationwhich Landlord has drawn upon, any such refund being conditioned upon Tenant simultaneously delivering to Landlord may draw on the existing a new replacement Letter of Credit in the amount then required, and maintain otherwise meeting the funds as requirements contained in this Section 4.4. Landlord will authorize in writing a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord reduction in the principal amount of a substitute the Letter of Credit from Tenant meeting all requirements in the amount of $3,325,000.00 on the first day of the 19th full month of the Term, provided that, as of the date of such reduction, (1) no Default has occurred under any provision of this Addendum #1Lease at any time during the Term and no event or circumstance shall have occurred, which with the passage of time or giving of notice, could constitute a Default under this Lease as of such date, and (2) Tenant has not been more than five (5) days late with respect to any payments of rent due under this Lease more than twice during the preceding eighteen (18) months. The form In addition, Landlord will authorize an additional reduction in the principal amount of the Letter of Credit in the amount of $3,325,000.00 (in which case the resulting Letter of Credit amount shall be zero and terms of the Letter of Credit shall be reasonably acceptable cancelled), so that, commencing on the first day of the 49th full month of the Term (and continuing thereafter at any time that all of the following conditions have been met), as of the date of such reduction, (1) no Default has occurred under any provision of this Lease at any time during the Term and no event or circumstance shall have occurred, which with the passage of time or giving of notice, could constitute a Default under this Lease as of such date, (2) Tenant has not been more than five (5) days late with respect to any payments of rent due under this Lease more than twice during the Term, and (3) Tenant shall have provided Landlord or filed with the Securities and shall provide, among other things, in effect that:Exchange Commission audited financial statements showing revenue of not less than One Billion Dollars ($1,000,000,000.00) and free cash flow of not less than Two Hundred Million Dollars ($200,000,000.00) for the calendar year immediately preceding such final reduction. Free cash flow is defined as net cash provided by operating activities minus capital expenditures.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously A. Concurrently with the Tenant’s execution of this Lease, Tenant may shall deliver to Landlord, as protection for the full and faithful performance by Tenant of all its obligations under this Lease after taking into account any applicable notice and cure period and for all losses and damages suffered by Landlord as a result of any breach or default by Tenant under this Lease which continues beyond the expiration of any applicable notice and cure period, an irrevocable and transferable unconditional negotiable clean standby letter of credit (the “Letter of Credit”) ), in form and substance acceptable to Landlord in its sole discretion, containing the terms required herein, payable in the City of Phoenix, Arizona, the City of Atlanta, Georgia, the City of Chicago, Illinois, or the City of Scranton, Pennsylvania, running in favor of LandlordLandlord and issued by (1) the Bank of America, N.A., located in Scranton, Pennsylvania, (2) a solvent, nationally recognized bank with a long term rating of AAA or higher, under the provision of the Superintendent of Banks (or equivalent authority) of the State of Arizona, Georgia, or Illinois, or (3) another national banking association, with offices in the City of Phoenix, Arizona, the City of Atlanta, Georgia, or the City of Chicago, Illinois, in the Letter of Credit securing Amount set forth on the Lease Schedule. Prior to Tenant’s obligations hereunder subject execution of this Lease, Tenant shall provide to Landlord, for Landlord’s approval, a draft of the terms and conditions set forth in the Lease. The terms proposed form of the Letter of Credit. After Landlord approves the draft, which are subject Tenant shall provide to LandlordLandlord the original Letter of Credit concurrently with Tenant’s reasonable consent, shall strictly comply with the provisions execution of this Addendum #1Lease. The Letter of Credit shall (i) be issued by a bank acceptable to Landlord “callable” at sight, irrevocable and unconditional, (ii) be maintained in Landlord’s reasonable discretion effect, whether through automatic renewal or extension, for the period from the Commencement Date and under continuing until the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues LC Expiration Date (as defined below), and, if the Letter of Credit becomes unacceptable then held by Landlord is scheduled to Landlord in Landlord’s reasonable discretionexpire prior to the LC Expiration Date, Tenant shall at its cost substitute another deliver a new Letter of Credit from a bank that is acceptable or certificate of renewal or extension to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than at least thirty (30) days before expiration. If Tenant fails prior to renew the expiration of the Letter of Credit within ten (10) Business Days of its expirationthen held by Landlord, Landlord may draw without any action whatsoever on the existing Letter part of Credit Landlord, (iii) be fully assignable by Landlord, its successors and maintain assigns, (iv) permit partial draws and multiple presentations and drawings, and (v) be otherwise subject to the funds as a nonUniform Customs and Practices for Documentary Credits (1993-interestRev), International Chamber of Commerce Publication #500, or the International Standby Practices-bearing deposit ISP 98, International Chamber of Commerce Publication #590. In addition to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The the foregoing, the form and terms of the Letter of Credit (and the bank issuing the same [the “Bank”]) shall be reasonably acceptable to Landlord and shall provide, among other thingsLandlord, in effect that:Landlord’s sole discretion. If any of the following shall have occurred or be applicable, Landlord, or its then managing agent or legal counsel, shall have the right to draw upon the Letter of Credit, in part or in whole, as needed to cure such event of default of Tenant and/or to compensate Landlord for any and all damages of any kind or nature sustained from such event of default: (1) such amount is due to Landlord under the terms and conditions of this Lease (and all applicable notice and cure periods have expired), or (2) Tenant has filed a voluntary petition under the U.S. Bankruptcy Code or any state bankruptcy code (collectively, “Bankruptcy

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the Within five (5) business days after Tenant’s execution of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable irrevocable, unconditional, transferable, standby letter of credit running in favor of Landlord issued by a bank satisfactory to Landlord in its sole and absolute discretion in the amount of Six Hundred Twenty-seven Thousand Eight Hundred Thirteen Dollars and 06/100 Dollars ($627,813.06) (“Letter of CreditCredit Amount”) running ). Tenant’s failure to deliver a letter of credit, in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to Amount, in accordance with the terms and conditions set forth of this Paragraph 5, within such five (5) business day period shall be deemed an automatic “Default by Tenant” (as contemplated in the LeaseParagraph 14.1 below). The terms letter of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant and shall renew the Letter of Credit and maintain provide that it is automatically renewable for the period one (1) year periods ending not earlier than one hundred twenty (120) days after the end expiration of the calendar year in which the Lease Term expires(including, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions extent one or both Option(s) is/are exercised, the applicable Option Term(s) (both as defined in Paragraph 44 below)) without any action whatsoever on the part of this Section or unless Landlord; provided that the issuing bank delivers a shall have the right not to renew said letter of credit on written notice of non-renewal no later to Landlord received by Landlord not less than thirty sixty (3060) days before expirationprior to the expiration of the then current term thereof (it being understood, however, that the privilege of the issuing bank not to renew said letter of credit shall not, in any event, diminish the obligation of Tenant to maintain such irrevocable letter of credit with Landlord through the date which is sixty (60) days after the date of Landlord’s receipt of such notice). If Tenant fails In the event the issuing bank elects not to renew the Letter letter of Credit within ten (10) Business Days of its expirationcredit, Tenant shall provide Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of with a substitute Letter letter of Credit from Tenant meeting credit which meets all requirements of this Addendum #1the criteria contained herein. No fees applicable to the letter of credit shall be charged to Landlord. The form and terms of the Letter letter of Credit credit shall be reasonably acceptable to Landlord in all respects in Landlord’s sole and absolute discretion and shall provide, among other things, in effect that:

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Concurrently with the execution of this Lease, Tenant may shall, as security for the payment and performance of Tenant’s obligations under the Lease, deliver to Landlord an irrevocable and transferable standby letter of credit (the “Letter of Credit”), the form of which is attached hereto as Exhibit “I,” issued by Bank of America, N.A. (or such other financial institution acceptable to Landlord) running with an initial stated amount of $5,145,480.00 (the “Stated Amount”). Landlord may, in favor of Landlordits sole discretion, with require that the Letter of Credit securing Tenant’s obligations hereunder subject be confirmed by a financial institution satisfactory to Landlord. If, at any time, an Event of Default occurs, Landlord shall have the terms and conditions set forth in the Lease. The terms of right to draw down on the Letter of Credit, or so much thereof as necessary, in payment of Rent, in reimbursement of any expense incurred by Landlord in accordance with this Lease, and in payment of any damages incurred by Landlord by reason of such Event of Default for which are subject to Landlord’s reasonable consent, shall strictly comply Tenant is responsible in accordance with the provisions terms of this Addendum #1Lease. The Letter of Credit In such event, Tenant shall be issued by a bank acceptable within two (2) business day following written request therefor from Landlord remit to Landlord a sufficient amount in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues cash to restore the Letter of Credit becomes unacceptable to Landlord in the original amount or, at Landlord’s reasonable discretionelection, Tenant shall at cause the Stated Amount to be fully reinstated to its cost substitute another amount immediately prior to such Event of Default. If the entire Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter has not been utilized, the remaining amount of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for will be delivered to Tenant or to whoever is then the period ending one hundred twenty holder of Tenant’s interest in this Lease, without interest, within sixty (12060) days after full performance of this Lease by Tenant. Tenant shall not be entitled to any interest on the end Letter of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to Credit. Tenant hereby waives the provisions of this California Civil Code Section 1950.7, and all other provisions of law, now or unless hereafter in force, which provide that Landlord may claim from a security deposit only those sums reasonably necessary to remedy any Events of Default with respect to the issuing bank delivers a notice payment of non-renewal no later than thirty (30) days before expirationRent, 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 act or omission of Tenant or any officer, employee, agent or invitee of Tenant which led to the Event of Default. If Tenant fails Upon the occurrence of an Event of Default, in addition to renew Landlord’s right to draw on the Letter of Credit within ten (10) Business Days of its expirationin whole or in part, Landlord may draw on Tenant shall, at Landlord’s option, replace the existing Letter of Credit with a cash deposit equal to then outstanding Stated Amount (and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable returned to Landlord Tenant upon such payment and the expiration of any applicable preference period). Any cash remaining in Landlord’s possession after a partial or full draw on the Letter of Credit shall providebe retained as an additional security deposit and the terms of this Article shall apply with respect thereto, among other things, in effect that:mutatis mutandis.

Letter of Credit. In lieu If the Construction Security for the Alterations is a letter of providing a cash Security Depositcredit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable following shall apply: The letter of credit (the “Alterations Letter of Credit”) running shall be a clean, irrevocable, standby letter of credit issued in favor of Landlord and shall meet all of the following requirements: Such letter of credit shall be in an amount (the “Alterations LC Amount”) equal to 125% of the reasonably estimated cost of constructing the Alterations, including but not limited to the costs of labor and materials, interest on any funds borrowed to finance such construction (if any), all other financing costs, professional fees, and expenses of complying with all applicable Legal Requirements; shall be issued by a Bank at which the letter of credit may be presented for payment; shall be transferable one or more times without payment of any fee; shall be payable in whole or in partial drawings; shall be payable upon presentation of the original letter of credit and a sight draft in form reasonably acceptable to Landlord, with the Letter form of Credit securing Tenant’s obligations hereunder subject sight draft annexed to the terms letter of credit; shall have an initial term that shall expire not less than six (6) months after the reasonably estimated date of completion of the Alterations, and conditions set forth shall automatically renew without amendment for consecutive periods equal in duration to the Leaseinitial term unless the Bank gives Landlord notice of non-renewal (a “Non-Renewal Notice”) by certified or registered mail, return receipt requested, at least 60 days before the then expiration date of the letter of credit; shall be governed by ISP 98; and shall be otherwise in form and substance reasonably satisfactory to Landlord. The terms final expiration date of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Alterations Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision later of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than (a) one (1) year after issuance of such letter of credit, and (b) one (1) year following the reasonably estimated completion date of issuancethe Alterations. Tenant shall renew furnish to Landlord, together with the draft Alterations Letter of Credit, evidence of the reasonably estimated cost of construction. Landlord may draw on such Alterations Letter of Credit if (i) this Lease is terminated by reason of Tenant’s default; or (ii) any mechanics lien is filed against the Premises that is not discharged within 30 days after Tenant is given notice thereof, or (iii) Tenant fails to complete the Alterations in accordance with the provisions of this Lease, or (iv) Landlord receives notice from the Bank that it is not renewing the Alterations Letter of Credit and maintain it the conditions described in Subparagraph (4) below have not been met. All costs incurred by Landlord in seeking to draw on the Alterations Letter of Credit, including reasonable attorneys’ fees in connection with any litigation relating to the Alterations Letter of Credit, shall be payable by Tenant to Landlord as Additional Rent. The proceeds of the Alterations Letter of Credit may be applied against (x) any Rent due Landlord and (y) any damages incurred by Landlord by reason of Tenant’s breach of this Lease, and (z) the cost of completing the Alterations. If Landlord, at any time or from time to time, reasonably requests an amendment of the Alterations Letter of Credit (for example, to change the period ending one hundred twenty Landlord’s address for notices), Tenant promptly shall cause the Alterations Letter of Credit to be so amended. If the Alterations Letter of Credit is lost, stolen, or mutilated, Tenant shall cooperate with Landlord, promptly upon Landlord’s request, to replace such Alterations Letter of Credit. If Landlord draws on the Alterations Letter of Credit, Tenant shall, within five (1205) days after demand by Landlord, deliver to Landlord an additional letter of credit meeting the end requirements of this Section or amend the existing Alterations Letter of Credit so that, at all times, the amount of the calendar year in which Alterations Letter of Credit held by Xxxxxxxx, together with any Alterations Letter of Credit proceeds held by Landlord not yet applied to any default by Xxxxxx, equals the Term expiresAlterations LC Amount. Upon Tenant’s request, Xxxxxxxx shall return the Alterations Letter of Credit to Tenant for cancellation or termination (as the case may be), and shall provide reasonably cooperate with Tenant to effect such cancellation or termination, after all of the following conditions have been met: (i) the Alterations have been Substantially Completed, and (ii) no mechanics liens have been filed against the Premises that it have not been discharged of record, and (iii) Tenant is automatically renewable not in default of this Lease. If Landlord sells or otherwise transfers the Land and Landlord’s interest in this Lease, Landlord may transfer the Construction Security to the vendee or transferee. Upon such transfer, Landlord shall be released by Tenant from all liability for the Termreturn of the Construction Security, unless released pursuant and Tenant shall look solely to the new landlord for the return of the Construction Security. To the extent reasonably necessary, and without violating applicable Law, Landlord shall, at no out-of-pocket expense to Landlord, cooperate with Tenant in Tenant's efforts to obtain the required permits, approvals, and authorizations for the construction of the Alterations and the operation of the Improvements in accordance with the provisions of this Section Lease, including by joining in applications for building permits, subdivision plat approvals, certificates of dedication, public works or unless other agreements, utility easements, permits for sewer, water and other utility services, and the issuing bank delivers dedication to the applicable governmental authorities of such title to or easements for utility, roadway and slope or storm drainage areas or facilities as are reasonably necessary or desirable. At all times during the Term, the Facility, all other Improvements, all Alterations, and all Personal Property acquired (or leased) by Tenant or Tenant’s Affiliates shall be the property of Tenant, but shall remain on the Premises except as hereinafter provided. During the Term, Tenant alone shall be entitled to all of the tax attributes of ownership of the Facility, all other Improvements, all Alterations and all Personal Property acquired (or leased) by Tenant or Tenant’s Affiliates, including, without limitation, the right to claim depreciation or cost recovery deductions. Upon the expiration or sooner termination of the Term, the Facility, all other Improvements, all Alterations, and all Personal Property acquired (or leased) by Tenant or Tenant’s Affiliates shall become the sole property of Landlord at no cost to Landlord, free and clear of all liens, leases and encumbrances and in good condition, subject only to reasonable wear and tear, except that Tenant may remove from the Premises at the Expiration Date any of Tenant’s Personal Property that is moveable, but any damage caused by such removal shall be repaired by Tenant in a notice good and workmanlike manner. Notwithstanding the foregoing, Tenant may replace any fixtures, machinery, equipment and Personal Property from time to time, provided such replacements are new and of non-renewal no later than quality and utility at least equal to the fixtures, machinery, equipment and Personal Property being replaced. Any such replacements shall remain on the Premises and become the property of Landlord at the expiration or sooner termination of this Lease as provided above. Tenant shall deliver to Landlord, upon request, copies of the “as built” plans for all buildings, including the Facility, constructed on the Premises and all material Alterations (including replacements of or material Alterations to building systems, structural alterations to the structural elements of the buildings, and additions to the buildings), including CAD drawings, and any temporary or permanent certificate of occupancy issued with respect to such buildings. Landlord, its architects, engineers and representatives shall have the right to inspect the Land and the Improvements (to the extent then constructed) from time to time during the construction of the Facility and any Alterations. Tenant shall keep the Premises and this Lease free from any lien or other encumbrance filed or recorded in favor of any mechanic, materialman, architect or engineer and free from any similar lien or encumbrance with respect to work, material or services alleged to have been performed for Xxxxxx. If any such lien or encumbrance is filed or recorded, Tenant shall discharge any such lien or encumbrance by bond or otherwise within thirty (30) days before expirationafter Tenant receives notice of such lien or encumbrance. If Tenant fails to renew the Letter of Credit discharge such lien or encumbrance within ten such thirty (1030) Business Days of its expirationday period, Landlord may draw pay the amount reflected on such lien or encumbrance (or any portion thereof) and any costs, interest, and/or penalties imposed in connection therewith or take such other action as Landlord deems necessary or desirable to remove such lien or encumbrance, without being responsible for investigating the existing Letter of Credit validity thereof and maintain the funds as a non-interest-bearing deposit without regard to be returned to Tenant on receipt any objection by Tenant. The amount so paid and costs incurred by Landlord of a substitute Letter of Credit from shall be deemed Additional Rent under this Lease payable within thirty (30) days after Tenant meeting all requirements of is billed therefor. Nothing in this Addendum #1. The form and terms Lease shall be deemed in any way to: (a) constitute Landlord's consent or request, express or implied, that any contractor, subcontractor, laborer or materialman provide any labor or materials for any alteration, addition, improvement or repair of the Letter of Credit shall be reasonably acceptable Premises; or (b) evidence Landlord's agreement to Landlord and shall provide, among other things, in effect that:subject the Premises to any such lien.

Letter of Credit. (a) In lieu of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter Irrevocable Standby Letter of credit Credit (the “Letter of Credit”) running in favor ). If Tenant has already provided Landlord with a cash Security Deposit, Tenant may replace that with a Letter of LandlordCredit meeting the requirements hereof, with and upon receipt of such Letter of Credit, Landlord shall return the cash Security Deposit which it is then holding to Tenant. Alternatively, Tenant may provide the Letter of Credit securing Tenant’s obligations hereunder subject to in lieu of a cash Security Deposit on the terms date that Tenant executes and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject delivers this Lease to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be (1) in the form attached hereto as Exhibit 6, with such changes thereto as may be reasonably acceptable to Landlord, (2) issued by a bank acceptable approved in writing by Landlord with an investment grade credit rating from Xxxxx’x (i.e., a rating of Baa3 or above), S&P (i.e., a rating of BBB- or above), or Fitch (i.e., a rating of BBB- or above) (an “Acceptable Bank”), (3) upon which presentment may be made in Boston, MA, Washington, DC, or elsewhere in the continental United States if presentation may be made by overnight courier (e.g., Federal Express), (4) in the amount set forth in Exhibit 1, and (5) for a term of at least one (1) year, subject to Landlord automatic extension in Landlord’s reasonable discretion and under accordance with the supervision terms of the banking commission Letter of the State of California or the Federal Deposit Insurance CorporationCredit. If the credit issuer of the bank that originally issues the Letter of Credit ceases to qualify as an Acceptable Bank or becomes unacceptable subject to Landlord in Landlord’s reasonable discretioninsolvency or receivership proceedings of any sort, Tenant shall at its cost be required to deliver a substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The satisfying the conditions hereof (the “Substitute Letter of Credit shall be irrevocable for Credit”) within fifteen (15) business days after notice thereof from Landlord. If the period ending no less than one (1) year after the date issuer of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a gives notice of non-renewal no later than its election not to renew such Letter of Credit for any additional period, Tenant shall be required to deliver a Substitute Letter of Credit at least thirty (30) days before expirationprior to the expiration of the term of such Letter of Credit. If Tenant fails to renew furnish such renewal or replacement by the applicable deadline set forth above, Landlord may draw upon such Letter of Credit and hold the proceeds thereof (the “Security Proceeds”) as a cash Security Deposit pursuant to the terms of Section 7.1. Tenant agrees that it shall maintain the Letter of Credit, in the full amount required hereunder, in effect until a date which is at least sixty (60) days after the Termination Date of this Lease. Tenant’s failure to maintain or replace the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as required hereunder shall be treated as a non-interest-bearing deposit failure to be returned to Tenant on receipt by Landlord pay rent for purposes of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Landlord’s remedies.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Concurrently with the Tenant’s execution of this Lease, Tenant may shall deliver to Landlord an unconditional, irrevocable and transferable renewable letter of credit (“Letter of Credit”) running in favor of Landlord in the form attached hereto as Exhibit “E”, issued by a financial institution approved by Landlord, in the principal amount (“Stated Amount”) specified below, to be held by Landlord in accordance with the terms, provisions and conditions of this Lease. Tenant shall pay all expenses, points and/or fees incurred by Tenant in obtaining the Letter of Credit. If the Letter of Credit securing Tenant’s obligations hereunder subject delivered by Tenant is inconsistent with the form attached hereto as Exhibit “E” (including, without limitation, the wrong name or address for the Beneficiary), Landlord may so notify Tenant in writing, in which case Tenant shall cause the Letter of Credit to be corrected within five (5) business days after such notice. Landlord shall be entitled to draw upon the terms and conditions set forth in Letter of Credit if the Leasecredit rating or financial condition of the issuer of the Letter of Credit is no longer acceptable to Landlord. The terms Following any such draw by Landlord on the Letter of Credit solely because of the deterioration of the creditworthiness of the issuer of the Letter of Credit, which are subject Landlord will disburse such Letter of Credit proceeds to Tenant provided (i) Tenant delivers to Landlord a replacement Letter of Credit from a financial institution satisfactory to Landlord in the form attached hereto as Exhibit “E” within sixty (60) days after Landlord’s reasonable consentdraw thereon, shall strictly comply (ii) there exists no event of default with the provisions respect to any provision of this Addendum #Lease, and (iii) Tenant pays all of Landlord’s fees and expenses incurred in connection with such disbursement; provided, however, if any of the three (3) foregoing conditions are not satisfied, the proceeds received from such draw shall constitute Landlord’s property (and not Tenant’s property or the property of the bankruptcy estate of Tenant) and Landlord may then use, apply or retain all or any part of the proceeds for the purposes set forth in clauses (1) through (5) of the next paragraph. The Stated Amount shall initially be […***…]; provided, however, that, except as hereinafter provided, upon the dates specified below (“Adjustment Dates”), the Stated Amount may be reduced to the following amounts: ***Confidential Treatment Requested Date Stated Amount December 1, 2011 [...***...] December 1, 2013 [...***...] December 1, 2014 [...***...] However, if (i) an Event of Default by Tenant occurs under this Lease, or (ii) circumstances exist that would, with notice or lapse of time, or both, constitute a default by Tenant, and Tenant has failed to cure such default within the time period permitted by Article 19 or such lesser time as may remain before the relevant Adjustment Date as provided above, the Stated Amount shall not thereafter be reduced unless and until such default shall have been fully cured pursuant to the terms of this Lease, at which time the Stated Amount may be reduced as hereinabove described. The Letter of Credit shall be issued by a bank acceptable to state that an authorized officer or other representative of Landlord in may make demand on Landlord’s reasonable discretion and under behalf for the supervision Stated Amount of the banking commission Letter of Credit, or any portion thereof, and that the issuing bank must immediately honor such demand, without qualification or satisfaction of any conditions, except the proper identification of the State of California or the Federal Deposit Insurance Corporationparty making such demand. If the credit of the bank that originally issues In addition, the Letter of Credit becomes unacceptable shall indicate that it is transferable in its entirety by Landlord as beneficiary and that upon receiving written notice of transfer, and upon presentation to Landlord in Landlord’s reasonable discretionthe issuing bank of the original Letter of Credit, Tenant shall at its cost substitute another the issuer or confirming bank will reissue the Letter of Credit naming such transferee as the beneficiary. Tenant shall be responsible for the payment to the issuing bank of any transfer costs imposed by the issuing bank in connection with any such transfer. If (A) the term of the Letter of Credit held by Landlord will expire prior to the last day of the Lease Term and the Letter of Credit is not extended, or a new Letter of Credit for an extended period of time is not substituted, in either case at least sixty (60) days prior to the expiration of the Letter of Credit, or (B) Tenant commits a default with respect to any provision of this Lease, including the filing of a voluntary petition under Title 11 of the United States Code (i.e., the Bankruptcy Code), or otherwise becomes a debtor in any case or proceeding under the Bankruptcy Code, as now existing or hereinafter amended, or any similar law or statute, Landlord may (but shall not be required to) draw upon all or any portion of the Stated Amount of the Letter of Credit, and the proceeds received from a bank that such draw shall constitute Landlord’s property (and not Tenant’s property or the property of the bankruptcy estate of Tenant) and Landlord may then use, apply or retain all or any part of the proceeds (1) for the payment of any sum which is acceptable in default, (2) to reimburse Landlord for costs incurred by Landlord in Landlordconnection with this Lease (including, without limitation, any costs incurred by Landlord to improve the Premises, any Improvement Allowance, and any brokerage commissions and attorneys’ fees), (3) for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant’s sole reasonable discretiondefault, (4) to compensate Landlord for any loss or damage which Landlord may suffer by reason of Tenant’s default or (5) as prepaid rent to be applied against Tenant’s Basic Rental obligations for the last month of the Term and the immediately preceding month(s) of the Term until the remaining proceeds are exhausted. If any portion of the Letter of Credit proceeds are so used or applied, Tenant shall, within ten (10) days after demand therefor, post an additional Letter of Credit in an amount to cause the aggregate amount of the unused proceeds and such new Letter of Credit to equal the Stated Amount required in this Article 4 above. Landlord shall not be required to keep any proceeds from the Letter of Credit separate from its general funds. Should Landlord sell its interest in the Premises during the Lease Term and if Landlord deposits with the purchaser thereof the Letter of Credit or any proceeds of the Letter of Credit, thereupon Landlord shall be discharged from any further liability with respect to the Letter of Credit and said proceeds and Tenant shall look solely to such transferee for the return of the Letter of Credit or any proceeds therefrom. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date or any remaining proceeds of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days held by Landlord after the end expiration of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Lease Term, unless released pursuant to the provisions of after any deductions described in this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expirationArticle 4 above, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to shall be returned to Tenant on receipt by Landlord or, at Landlord’s option, to the last assignee of a substitute Tenant’s interest hereunder, within sixty (60) days following the expiration of the Lease Term. The use, application or retention of the Letter of Credit Credit, the proceeds or any portion thereof, shall not prevent Landlord from Tenant meeting all requirements exercising any other rights or remedies provided under this Lease, it being intended that Landlord shall not be required to proceed against the Letter of this Addendum #1. The form ***Confidential Treatment Requested Credit, and terms such use, application or retention of the Letter of Credit shall not operate as a limitation on any recovery to which Landlord may otherwise be reasonably acceptable to entitled. No trust relationship is created herein between Landlord and Tenant with respect to the Letter of Credit. Landlord and Tenant acknowledge and agree that in no event or circumstance shall providethe Letter of Credit, among other things, in effect that:any renewal thereof or substitute therefor or the proceeds thereof be deemed to be or treated as a “security deposit” or intended to serve as a “security deposit”.

Letter of Credit. In lieu a. As security for the performance by Tenant of providing a cash Security DepositTenant's obligations hereunder, simultaneously Tenant shall cause to be delivered to Landlord concurrently with the execution of this LeaseLease by Xxxxxx, Tenant may deliver to Landlord an original irrevocable and transferable standby letter of credit (“the "Letter of Credit”") running in favor the amount specified in Paragraph 2.d. above, naming Landlord as beneficiary, which Landlord may draw upon to cure any default under this Lease or to compensate Landlord for any damage Landlord incurs as a result of Landlord, with Xxxxxx's failure to perform any of its obligations hereunder. Any such draw on the Letter of Credit securing Tenant’s obligations hereunder subject shall not constitute a waiver of any other rights of Landlord with respect to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject such default or failure to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1perform. The Letter of Credit shall be issued by a major commercial bank reasonably acceptable to Landlord in Landlord’s reasonable discretion , with a service and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues claim point for the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionthe San Francisco Bay Area in California , Tenant shall at its cost substitute another Letter have an expiration date not earlier than the Expiration Date (or, in the alternative, have a term of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no not less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is be automatically renewable for the Term, an additional one (1) year period unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no is given by the issuer to Landlord not later than thirty sixty (3060) days before expirationprior to the expiration thereof). The letter of credit shall be in the form attached hereto as Exhibit D, and shall otherwise be in form and content satisfactory to Landlord. If Tenant fails to renew the Letter of Credit within ten has an expiration date earlier than the Expiration Date, then throughout the term hereof (10including any renewal or extension of the term) Business Days Tenant shall provide evidence of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms renewal of the Letter of Credit to Landlord at least sixty (60) days prior to the date the Letter of Credit expires. If Landlord draws on the Letter of Credit pursuant to the terms hereof, Tenant shall immediately replenish the Letter of Credit or provide Landlord with an additional letter of credit conforming to the requirement of this paragraph so that the amount available to Landlord from the Letter of Credit(s) provided hereunder is the amount specified in Paragraph 2.d. above. Tenant's failure to deliver any replacement, additional or extension of the Letter of Credit, or evidence of renewal of the Letter of Credit, within the time specified under this Lease shall entitle Landlord to draw upon the Letter of Credit then in effect. If Landlord liquidates the Letter of Credit as provided in the preceding sentence, Landlord shall hold the funds received from the Letter of Credit as security for Tenant's performance under this Lease, and Landlord shall not be required to segregate such security deposit from its other funds and no interest shall accrue or be payable to Tenant with respect thereto. No holder of a Superior Interest (as defined in Paragraph 21 below), nor any purchaser at any judicial or private foreclosure sale of the Real Property or any portion thereof, shall be reasonably acceptable responsible to Tenant for such security deposit unless and only to the extent such holder or purchaser shall have actually received the same. If Landlord transfers such security deposit to the grantee or transferee of Landlord's interest in the Real Property, Landlord shall be released from any further responsibility or liability for such security. If Tenant is not in default at the expiration or termination of this Lease, Landlord shall return to Tenant the Letter of Credit or the balance of the security deposit then held by Landlord, as applicable; provided, however, that in no event shall any such return be construed as an admission by Landlord that Xxxxxx has performed all of its covenants and shall provide, among other things, in effect that:obligations hereunder.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the (a) Upon execution of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with at Tenant's sole cost and expense, the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth described below in the amount specified in the Basic Lease Information (the "LC FACE AMOUNT") as security for Tenant's performance of all of Tenant's covenants and obligations under this Lease. The terms of ; provided, however, that neither the Letter of CreditCredit nor any Letter of Credit Proceeds (as defined below) shall be deemed an advance rent deposit or an advance payment of any other kind, which are subject to or a measure of Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1's damages upon Tenant's Default. The Letter of Credit shall be issued by a bank acceptable to Landlord maintained in Landlord’s reasonable discretion and under effect from the supervision of date hereof through the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank date that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one sixty (160) year days after the date of issuanceExpiration Date (the "LC TERMINATION DATE"). On the LC Termination Date, Landlord shall return to Tenant shall renew the Letter of Credit and maintain it for any Letter of Credit Proceeds then held by Landlord (other than those Letter of Credit Proceeds Landlord is entitled to retain under the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions terms of this Section or unless the issuing bank delivers a notice Paragraph 7(a)); provided, however, that in no event shall any such return be construed as an admission by Landlord that Tenant has performed all of non-renewal no later than thirty (30) days before expirationits obligations hereunder. If Tenant fails Landlord shall not be required to renew segregate the Letter of Credit Proceeds from its other funds and no interest shall accrue or be payable to Tenant with respect thereto. Landlord may (but shall not be required to) draw upon the Letter of Credit and use the proceeds therefrom (the "LETTER OF CREDIT PROCEEDS") or any portion thereof to (i) cure any Default under this Lease and to compensate Landlord for any loss or damage Landlord incurs as a result of such Default, (ii) repair damage to the Premises caused by Tenant, (iii) restore the Premises upon termination of this Lease to the condition required by Paragraph 11 below, and (iv) reimburse Landlord for the payment of any amount which Landlord may reasonably spend or be required to spend by reason of Tenant's Default, it being understood that any use of the Letter of Credit Proceeds shall not constitute a bar or defense to any of Landlord's remedies set forth in Paragraph 25 below. In such event and upon written notice from Landlord to Tenant specifying the amount of the Letter of Credit Proceeds so utilized by Landlord and the particular purpose for which such amount was applied, Tenant shall immediately deliver to Landlord an amendment to the Letter of Credit or a replacement Letter of Credit in an amount equal to the full LC Face Amount. Tenant's failure to deliver such replacement Letter of Credit to Landlord within ten (10) Business Days days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as Landlord's notice shall constitute a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Default hereunder.

Letter of Credit. In lieu (a) Extension or Replacement in Anticipation of providing a cash Security Deposit, simultaneously with Expiration. At least ------------------------------------------------------ 45 days (or such shorter period as shall be acceptable to the execution Trustee) prior to the Interest Payment Date next preceding the Expiration Date of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“the current Letter of Credit”, the Borrower may provide for the delivery to the Trustee of (1) running in favor of Landlord, with an amendment to the Letter of Credit securing Tenant’s obligations hereunder subject which extends the Expiration Date to a date that is not earlier than six months from its then current Expiration Date and that follows an Interest Payment Date by not less than two Business Days and not more than 15 calendar days or (2) if the Bonds are in a Weekly Mode or if the Interest Payment Date next preceding the Expiration Date of the current Letter of Credit is a Term Rate Period End Interest Payment Date, an Alternate Letter of Credit issued by a national banking association, a bank, a trust company or other financial institution or credit provider, which shall have terms which are the same in all material respects (except the Expiration Date and except any changes pursuant to this Indenture with respect to interest or premium coverage in connection with a concurrent interest rate reset or conversion) as the current Letter of Credit and which shall have an Expiration Date that is not earlier than one year from the Expiration Date of the Letter of Credit then in effect and that follows an Interest Payment Date by not less than two Business Days and not more than 15 calendar days. The Borrower shall be deemed to have provided for such amendment extending the Letter of Credit or for such Alternate Letter of Credit if the Borrower shall have delivered to the terms and conditions set forth Trustee, in form satisfactory to the Lease. The terms Trustee, a commitment from the Bank or the proposed provider of the Alternate Letter of Credit to deliver such amendment or Alternate Letter of Credit on or before the Interest Payment Date next preceding the current Expiration Date of the Letter of Credit; provided that if such amendment or Alternate Letter of Credit is not delivered to the Trustee on or before such Interest Payment Date, which are subject an Event of Default shall be deemed to Landlord’s reasonable consent, shall strictly comply with the provisions have occurred under Subsection 7.01(h). Any such amended Letter of this Addendum #1. The Credit or Alternate Letter of Credit shall be issued by a bank acceptable provide for drawings to Landlord pay up to (i) while the Bonds are in Landlord’s reasonable discretion and under the supervision Weekly Mode, an amount equal to the principal amount of the banking commission outstanding Bonds, plus 50 days interest thereon computed at 12% per annum based on a 365-day year, and (ii) while the Bonds are in a Term Mode, an amount equal to the principal amount of the State outstanding Bonds, plus 200 days interest thereon at a rate not less than the applicable Term Rate based on a 360-day year (consisting of California twelve 30-day months), plus an amount equal to the sum of the optional redemption premium (if any) and supplemental premium (if any) which would become payable on the Bonds upon mandatory redemption if such amended Letter of Credit or Alternate Letter of Credit were not extended beyond the Federal Deposit Insurance CorporationExpiration Date set forth therein. The Trustee shall not accept an Alternate Letter of Credit under this Subsection unless there shall have been delivered to the Trustee (1) an opinion of counsel to the Bank satisfactory to the Trustee with respect to the validity, binding effect and enforceability of such Alternate Letter of Credit and (2) an opinion of Bond Counsel to the effect that either (i) such action is not treated as causing a reissuance of the Bonds and does not adversely affect the exclusion from gross income of interest on the Bonds for federal income tax purposes or (ii) the interest on the Bonds is excluded from gross income for federal income tax purposes. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable is extended as described above, the mandatory redemption pursuant to Landlord in Landlord’s reasonable discretionSubsection 3.01(e), Tenant or the mandatory purchase pursuant to Section 4.02(b), shall at its cost substitute another not occur. If an Alternate Letter of Credit from a bank that is delivered, the Bonds will be subject to mandatory purchase pursuant to Section 4.02(c). Unless all of the conditions of this Subsection which are required to be met 45 days (or such shorter period as shall be acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter the Trustee) preceding the Interest Payment Date next preceding the Expiration Date of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain have been satisfied, the Trustee shall take all action necessary to call the Bonds for mandatory redemption pursuant to Section 3.01(e), or mandatory purchase pursuant to clause (b) of Section 4.02, as applicable, on the Interest Payment Date next preceding such Expiration Date; provided that if the Borrower shall have notified the Trustee in writing that it expects to meet all the conditions for the period ending one hundred twenty (120) days after the end delivery of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on an amendment extending the existing Letter of Credit on or before the Interest Payment Date next preceding the Expiration Date of the existing Letter of Credit, then the notice of mandatory redemption pursuant to Subsection 3.01(e), or mandatory purchase pursuant to clause (b) of Section 4.02, shall state that it is subject to rescission, and maintain the funds as a non-interest-bearing deposit Trustee shall rescind such notice, if such conditions are so met (in which case such mandatory redemption or mandatory purchase shall not occur). The provisions of this Subsection with respect to be returned to Tenant on receipt by Landlord the substitution of a substitute an Alternate Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms in the event that the Expiration Date of the Letter of Credit is not extended shall be reasonably acceptable apply equally to Landlord and shall provide, among other things, the substitution of another Alternate Letter of Credit in effect that:the event that the Expiration Date of an existing Alternate Letter of Credit is not extended.

Letter of Credit. In lieu of providing a cash Security Deposit6.2.1 Notwithstanding Section 6.1 above, simultaneously with the execution of this LeaseSubtenant shall, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days following Subtenant’s execution and delivery of its expirationthis Sublease, Landlord deliver to Sublandlord in lieu of cash security deposits required pursuant to Section 6.1 an unconditional, clean, irrevocable letter of credit (the “Letter of Credit”), subject to the following terms and conditions. If Subtenant fails to deliver the Letter of Credit to Sublandlord within ten (10) Business Days following Subtenant’s execution and delivery of this Sublease, Sublandlord may draw on terminate this Sublease by written notice to Subtenant and in such event neither party shall have any obligations to the other party under this Sublease. Delivery of such Letter of Credit shall satisfy the Security Deposit required in Section 6.1. If Subtenant is entitled to the Burn Down Right as described in Section 6.1 above, then Subtenant may reduce the Letter of Credit to be in an aggregate amount equal to the Security Deposit resulting therefrom by issuance of an amendment to the existing Letter of Credit and maintain or replacement of the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute existing Letter of Credit from Tenant with a new Letter of Credit meeting all the requirements of this Addendum #1. The form and terms Section 6.2 (and, for the avoidance of doubt, any such replacement or amended letter of credit shall be deemed part of the Letter of Credit hereunder) and Sublandlord shall promptly following request of Subtenant complete all reasonable documentation reasonably required by the issuing bank to reduce the amount of the Letter of Credit in accordance with the foregoing. Subtenant’s failure to deliver the Letter of Credit as provided above shall, notwithstanding anything in this Sublease or the Master Lease to the contrary, constitute a default by Subtenant hereunder for which there shall be reasonably acceptable no notice or grace or cure period applicable thereto and Subtenant shall not be entitled to Landlord possession hereunder until it has delivered the Letter of Credit as provided above. Subtenant shall pay all expenses, points and/or fees incurred by Subtenant in obtaining the Letter of Credit. Such Letter of Credit shall be: (i) in the form attached to and hereby made a part of this Sublease as Exhibit C; (ii) at all times in the amount of the Security Deposit and shall providepermit multiple draws without a corresponding reduction in the amount of the Letter of Credit required to be maintained by Subtenant hereunder; (iii) made payable to Sublandlord and expressly transferable and assignable; (iv) payable in the City of San Francisco, among other thingsCalifornia or Santa Xxxxx County, California and “callable” at sight upon presentment of a simple sight draft or certificate (including via delivery by overnight courier) stating only that Sublandlord is entitled to draw on the Letter of Credit pursuant to this Sublease; (v) for a term not less than one year; and (vi) contain an “evergreen” provision that provides that the Letter of Credit will be automatically renewed on an annual basis unless the issuer delivers at least thirty (30) days’ prior written notice of cancellation to Sublandlord and Subtenant, such that the Letter of Credit remains in effect that:existence through the date occurring ninety (90) days after the expiration of the Term. At least thirty (30) days prior to the then current expiration date of the Letter of Credit, Subtenant shall cause the Letter of Credit to be renewed (or automatically and unconditionally extended), or replaced, from time to time for a period of one year with the final expiration date of the Letter of Credit being the ninetieth (90th) day after the final Expiration Date hereunder. The final Expiration Date hereunder is June 30, 2028, and thus, the ninetieth (90th) day after the final Expiration Date of the Term is September 28, 2028.

Letter of Credit. In lieu Tenant agrees to provide, at Tenant's sole cost and expense, a Letter of providing a cash Security Deposit, simultaneously with Credit (as defined below) in the execution Letter of Credit Required Amount (as defined below) as additional security for the faithful performance and observance by Tenant of all of the provisions of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to on the terms and conditions set forth in the Leasebelow. The terms use, application or retention of the Letter of Credit, which are subject 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 Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew proceed against the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall not operate as a limitation on any recovery to which Landlord may otherwise be reasonably acceptable entitled. As used herein the term "Letter of Credit Required Amount" initially means $338,981.00. Subject to the remaining terms of this Article 37, and provided the Reduction Condition (as defined below) has been satisfied at the particular reduction effective date, Tenant shall have the right to reduce the Required Amount so that the new Required Amount shall be $314,981.00 effective as of January 1, 2011; $280,981.00 effective as of January 1, 2012; $223,981.00 effective as of January 1, 2013; $150,981.00 effective as of January 1, 2014; and $54,981.00 effective as of January 1, 2015. If Tenant is not entitled to reduce the Required Amount as of a particular reduction effective date due to the failure of the Reduction Condition, then any subsequent reduction(s) Tenant is entitled to hereunder shall be reduced by the amount of the reduction Tenant would have been entitled to had the Reduction Condition been satisfied. If Tenant is entitled to a reduction in the Required Amount, Tenant shall provide Landlord with written notice requesting that the Required Amount be reduced as provided above (the “Reduction Notice”). If Tenant provides Landlord with a Reduction Notice, and Tenant is entitled to reduce the Required Amount as provided herein, the reduction shall provide, among other things, be effectuated by Tenant replacing the Letter of Credit then being held by Landlord with a new Letter of Credit in effect that:the new Required Amount or amending the then-existing Letter of Credit to that new Required Amount. The term "Reduction Condition" means no Event of Default shall have occurred and be continuing under this Lease.

Letter of Credit. In lieu The Landlord hereby acknowledges that the Tenant has provided to it an irrevocable demand letter of providing a cash Security Depositcredit in favor of the Landlord in the principal amount of Forty-Four Thousand, simultaneously with Five Hundred Dollars ($44,500.00) and expiring February 10, 2003. The Tenant hereby acknowledges that it provided the execution said letter of credit to the Landlord in consideration of the Landlord waiving its financial condition relating to the Tenant contained in the Agreement to Lease (as that term is defined in Section 1.01(13) of this Lease), thereby making the Agreement to Lease binding on the Landlord. The said letter of credit shall be held by the Landlord as security for the payment of Rent. The Tenant’s obligations under the said letter of credit shall not cease upon the termination, Transfer, disclaimer or repudiation of this Lease, as a consequence of the default of the Tenant under this Lease, the insolvency or bankruptcy of the Tenant, the exercise of any rights which the Tenant may deliver have upon the making of a proposal under the provisions of the Bankruptcy and Insolvency Act (Canada) (including, without limitation, any right to repudiate this Lease) or the exercise by a receiver or a trustee in bankruptcy of any right to disclaim this Lease. If the Tenant is in default of its monetary obligations under this Lease, and the Landlord an irrevocable has given any notice of default required by the Lease and transferable the applicable cure period (if any) has passed, the Landlord shall be entitled to draw on the said letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Leasefull amount of such monetary default. The terms proceeds of any such draw shall be applied by the Letter Landlord on account of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with such monetary default. In the event of a conflict between the provisions of this Addendum #1. The Letter Lease and the said letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretioncredit, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section the said letter of credit shall prevail. SCHEDULE “G” – RETAIL PROVISIONS Intentionally deleted. 71 SCHEDULE “H” – PLAN SHOWING LOCATION OF RIGHT OF FIRST REFUSAL PREMISES The Floor Plan is for identification purposes only and is not to be interpreted as being a representation or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw warranty on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms part of the Letter Landlord as to the exact location, configuration and layout. 72 SCHEDULE “H” RIGHT OF FIRST REFUSAL PREMISES [Diagram not shown] STORAGE LEASE – 0000 Xxxxx Xxxxxx THIS AGREEMENT made as of Credit shall be reasonably acceptable the 1st day of January, 2005 BETWEEN STOCKTON & XXXX 2345 LIMITED (hereinafter referred to Landlord and shall provide, among other things, in effect that:as the “Landlord”) OF THE FIRST PART Decima Research Inc. (hereinafter referred to as the “Tenant”) OF THE SECOND PART

Letter of Credit. In lieu of providing a cash addition to the Security DepositDeposit and as security hereunder, simultaneously Tenant shall deliver to Landlord, concurrently with the Tenant’s execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter standby Letter of credit Credit in the amount of One Hundred Thirty Thousand Dollars ($130,000.00) (the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1). The Letter of Credit shall be in form and with the substance of EXHIBIT F attached hereto (or otherwise acceptable to Landlord), and shall be issued by a bank Silicon Valley Bank or by another financial institution acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one maintained in full force and effect through that date which is sixty (160) year days after the date Expiration Date of issuancethe Term of this Lease (including any extensions of the Term as provided in this Lease). Tenant shall renew In the event the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless not renewed by the issuing bank delivers financial institution (or in the event that Tenant shall not deliver a notice replacement Letter of non-renewal no later than Credit from another financial institution acceptable to Landlord) on or before thirty (30) days before expiration. If Tenant fails prior to renew the then-scheduled expiration date of the Letter of Credit within ten (10) Business Days Credit, then Landlord shall have the right to draw the full amount of its expiration, Landlord may draw on the existing such Letter of Credit and maintain to hold such amount as part of the funds Security Deposit pursuant to Section 4.3 of this Lease. Upon any “Event of Default” by Tenant (as a non-interest-bearing deposit hereinafter defined), Landlord shall be entitled to be returned to Tenant on receipt by Landlord of a substitute draw upon said Letter of Credit from by the issuance of Landlord’s sole written demand to the issuing financial institution, which draw shall be in an amount necessary to pay any sum which Tenant meeting all requirements is obligated to pay under this Lease notwithstanding any contrary provision of Civil Code Section 1950.7, including, without limitation, sums that Landlord may expend or be required to expend by reason of the Event of Default by Tenant or any loss or damage that Landlord may suffer by reason of the Event of Default, or costs incurred by Landlord in connection with the repair or restoration of the Premises pursuant to Section 15.3 of this Addendum #1Lease upon expiration or earlier termination of this Lease and, following an election by Landlord to terminate this Lease pursuant to Section 14.2(a)(i) of this Lease, an amount estimated by Landlord as the amount due for prospective rent and for damages pursuant to Section 14.2(a)(i) of this Lease and/or Civil Code 1951.2. The form and terms If the amount of such draw cannot be readily determined by Landlord, then the full amount of the Letter of Credit may be drawn by Landlord pending determination of said amount. Notwithstanding the foregoing, while the amount of any such draw shall be reasonably acceptable solely determined by Landlord as provided in the foregoing, if the amount of any such draw(s) shall ultimately exceed the amount of damages actually incurred by Landlord as the result of Tenant’s default (as determined pursuant to the applicable provisions of Article XIV of this Lease), then Landlord shall promptly refund any such excess to Tenant. Any such draw shall be without waiver or any rights Landlord may have under this Lease or at law or in equity as a result of the default, as a setoff for full or partial compensation for the default. If any portion of the Letter of Credit is drawn after a default by Tenant, Tenant shall within five (5) days after written demand by Landlord restore the Letter of Credit. Failure to so restore said Letter of Credit within said five (5) days shall be a default by Tenant under this Lease. Partial drawings upon said Letter of Credit shall be permitted. Provided that no Event of Default has occurred under any provisions of this Lease at any time during the Term, and provided further that Tenant has not been more than ten (10) days late more than twice during the Term with respect to any payments of rent due under the Lease, then upon the written request of Tenant, Landlord shall provide, among other things, authorize in effect that:writing consecutive reductions to the principal amount of the Letter of Credit in the amounts of Sixty Five Thousand Dollars ($65,000.00) each upon the expiration of the twelfth (12th) and twenty-fourth (24th) months of the Term.

Letter of Credit. In 60. A. At any time during the term of this Lease, Tenant shall have the option to deposit with Landlord in substitution for or in lieu of providing a the cash Security Depositsecurity deposit, deposited with Landlord pursuant to Article 32 hereof simultaneously with the execution of this LeaseLease by Tenant, Tenant may deliver to Landlord an irrevocable and transferable unconditional, irrevocable, negotiable, commercial letter of credit in a sum equal to one hundred twenty thousand eight hundred eighty-five dollars and twenty cents (“Letter $120,885.20) (any such letter of credit deposited hereunder hereinafter called the "Credit”) running in favor "), to be held and used under the security deposit provisions of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Any such Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision which is a member of the banking commission New York Cleaning House Association, naming Landlord (or its successor as Landlord) as beneficiary and authorizing the beneficiary to draw on the bank in said amount, or any portion thereof, available by the sight draft of the State of California or the Federal Deposit Insurance Corporation. If the credit beneficiary (which may be executed on behalf of the bank that originally issues the Letter beneficiary by its agent), without presentation of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionany other documents, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionstatements or authorizations. The Letter Credit shall have a term of at least twelve (12) months, and it shall by its terms be renewed, automatically, each year, by the bank, the last renewal of which shall be for a term set to expire not earlier than the date occurring ninety (90) days following the expiration of the term of this Lease, unless the bank gives written notice to the beneficiary, at least forty-five (45) days prior to the expiration date of the then existing Credit, that the bank elects that it not so be renewed. The Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuancetransferable. Tenant All transfer fees shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiresbe payable by Tenant. The bank shall further agree with drawers, endorsers, and shall provide all bona fide holders that it is automatically renewable for drafts drawn under and in compliance with the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit will be duly honored upon presentation to the bank at its main office located in New York, New York. The Credit shall be reasonably acceptable subject to Landlord the Uniform Customs and shall provide, among other things, in effect that:Practice for Documentary Credits (1993 Revision) International Chamber of Commerce Publication No. 500.

Letter of Credit. In lieu of providing a the cash Security Depositdeposit described in Paragraph 32 of the Lease, simultaneously with the execution of Tenant shall, upon signing this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter unconditional Letter of credit Credit (“the "Letter of Credit”") running governed by the Uniform Customs and Practice for Documentary Credits (1993 revisions), International Chamber of Commerce Publication No. 500, as revised from time to time, in favor the amount of $320,000.00 issued to Landlord, as beneficiary, in form and substance satisfactory to Landlord, by a bank (an "Approved Bank") approved by Landlord qualified to transact banking business in California with an office in the City and County of San Francisco, San Mateo County, or Santa Xxxxx County at which drafts drawn on the Letter of Credit securing Tenant’s obligations hereunder may be presented for payment. The full amount of the Letter of Credit shall be available to landlord upon presentation of Landlord's sight draft accompanied only by the Letter of Credit and Landlord's signed statement that Landlord is entitled to draw on the Letter of Credit pursuant to this Lease. Tenant shall maintain the Letter of Credit for the entire term of this Lease, subject only to reduction in the amount of the Letter of Credit as provide in this Paragraph. The Letter of Credit shall expressly state that the Letter of Credit and the right to draw thereunder may be transferred or assigned by Landlord to any successor or assignee of Landlord under this Lease. Tenant shall pay any fees related to the terms and conditions set forth in the Lease. The terms issuance or amendment of the Letter of Credit, which are subject to Landlord’s reasonable consentincluding without limitation, shall strictly comply with the provisions of this Addendum #1any transfer fees. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank also provide that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit it shall be irrevocable deemed automatically renewed, without amendment, for the period ending no less than consecutive periods of one (1) year each during the term of this Lease (plus a period of thirty (30) days after the Term Expiration Date), unless the Approved Bank sends written notice ("Issuer Notice") to Landlord by any method specified in Paragraph 34 of the Lease, not less that sixty (60) days next preceding the then expiration date of issuance. Tenant shall renew the Letter of Credit and maintain that it for the period ending one hundred twenty (120) days after the end elects not to have such Letter of the calendar year in which the Term expiresCredit renewed. If Landlord receives an Issuer Notice, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no not later than thirty (30) days before expiration. If Tenant fails prior to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms expiry date of the Letter of Credit Tenant fails to furnish Landlord with a replacement Letter of Credit pursuant to the terms and conditions of this Paragraph 64, then Landlord shall be reasonably acceptable have the right to Landlord draw the full amount of the Letter of Credit, by sight draft, and shall provide, among other thingshold the proceeds of the Letter of Credit as a cash security deposit pursuant to the terms and conditions of Paragraph 32 of the Lease. Notwithstanding the foregoing, in effect that:the event that there is no Event of Default by Tenant on the commencement of the Third, Fourth and Fifth Lease Years, as applicable, and there have been no more than one previous Events of Default by Tenant under this Lease, Tenant shall have the right, at its sole cost and expense, to obtain an amendment to the Letter of Credit in each of said Lease Years which reduces the amount of the Letter of Credit so that the amount of the Letter of Credit for said Lease years is as follows: Lease Year 3 $ 240,000.00 Lease Year 4 $ 160,000.00 Lease Year 5 $ 80,000.00

Letter of Credit. In lieu Subtenant agrees that, within five (5) days of providing a cash Security Deposit, simultaneously with the execution of this LeaseSublease, Tenant may deliver to Landlord Subtenant shall deposit with Sublandlord and maintain throughout the Term (except as provided below) an irrevocable and transferable standby letter of credit in the amount of One Hundred Eighty Thousand Dollars (“$180,000) in a form and substance and issued by a bank reasonably acceptable to Sublandlord naming Sublandlord as beneficiary (the "Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1"). The Letter of Credit shall be issued held by a bank acceptable Sublandlord as security for the full and faithful performance of each and every provision of this Sublease to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporationbe performed by Subtenant. If the credit Subtenant fails to pay rent or other charges when due under this Sublease, or to perform any of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionSubtenant's obligations under this Sublease, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant if Subtenant fails to renew the Letter of Credit at least thirty (30) days before its expiration, Sublandlord shall have the absolute right to draw down all or any portion of the Letter of Credit on Sublandlord's sworn statement of any such failure by Subtenant for the payment of any rent or other amount then due and unpaid, for the payment of any other sum for which Sublandlord may become obligated to spend by reason of Subtenant's default, or for any loss sustained by Sublandlord as a result of Subtenant's failure. If Sublandlord does apply the Letter of Credit, Subtenant must within ten (10) Business Days days written demand cause a new letter of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit credit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms issued in the full amount of the Letter of Credit as required hereunder. Subtenant acknowledges that Sublandlord has the right to transfer its interest in the Sublease and Subtenant agrees that in the event of any such transfer, Sublandlord shall have the right to transfer or assign the Sublandord's interest in the Letter of Credit to the transferee or mortgagee. In the event of such transfer, Subtenant shall be responsible for any transfer fees imposed by the issuing bank, and Subtenant shall look solely to such transferee or mortgagee for the return of the Letter of Credit. Within thirty (30) days after the Term has expired or Subtenant has vacated the ARTISTdirect Sublease January 26, 2006 Premises or any final adjustment pursuant to Subsection 4(b) of this Sublease has been made, whichever occurs last. The Sublease Letter of Credit security deposit shall be maintained by Sublandlord and returned under the same terms and conditions as provided under Section 16.8 of the Master Lease, as incorporated pursuant to Section 9 hereof. Subtenant hereby waives the provisions of Section 1950.7 of the California Civil Code, and all other provisions of law, now or hereafter in force, which provide that Sublandlord may claim from a security deposit only those sums reasonably acceptable necessary to Landlord and shall provideremedy defaults in the payment of rent, among other thingsto repair damage caused by Subtenant or to clean the Sublease Premises; it being agreed that Sublandlord may, in effect that:addition, claim those sums reasonably necessary to compensate Sublandlord for any other loss or damage, foreseeable or unforeseeable, caused by the act or omission of Subtenant or any officer, employee, agent or invitee of Subtenant. Sublandlord shall return any unused portion of the Letter of Credit within sixty (60) days from the date that Sublandlord receives possession of the Premises from Subtenant.

Letter of Credit. In lieu On or before the earlier of providing a cash Security Deposit, simultaneously with the (i) ninety (90) days after mutual execution of this LeaseLease or (ii) the date on which Xxxxxx wishes to obtain disbursement of any portion of the T.I. Allowance, Tenant may deliver shall cause to be delivered to Landlord an irrevocable irrevocable, unconditional, transferable standby Letter of Credit in the initial sum of $325,000.00 naming Landlord as beneficiary, issued by a lender acceptable to Landlord and transferable otherwise substantially in the form of attached Exhibit E, provided that if the issuing bank does not have a New York branch on which the letter may be drawn, then Tenant shall further obtain from the Bank of credit New York a Confirmation Advice in the form attached as Exhibit E-1 (collectively the “Letter of Credit”) running in favor of Landlord, with ). Tenant shall be required to maintain the Letter of Credit securing Tenant’s obligations hereunder subject to through the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1Lease Term. The Letter of Credit shall be issued governed by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision rules of the banking commission International Standby Practices of 1998 or such later revision as may be published by the State Institute of California or the Federal Deposit Insurance CorporationInternational Banking Law and Practice. If Tenant breaches any covenant or condition of this Lease, including but not limited to the credit payment of the bank that originally issues the Letter of Credit becomes unacceptable rent or additional rent, and fails to cure such breach within any cure period provided in this Lease, Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew may draw on the Letter of Credit and maintain it apply any sums so drawn to reimburse itself for the period ending one hundred twenty (120) days after the end any damages or other amounts due from Tenant relating to such breach, regardless of the calendar year in which the Term expireswhether Landlord has previously taken any other action against Tenant. Further, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If if Tenant fails to renew the Letter of Credit within ten at least ninety (1090) Business Days days prior to its expiration during the Term of its expirationthis Lease, then such failure shall be deemed to be an immediate default entitling Landlord may to draw on the existing entire Letter of Credit and maintain the funds hold it as a non-interest-bearing deposit cash security deposit. Any payment to be returned to Tenant on receipt by Landlord of a substitute from the Letter of Credit from shall not be construed as a payment of liquidated damages for any default. Provided that Tenant meeting all requirements has not at any time been in default of any of its monetary obligations under this Addendum #Lease and has not been in material default of any other obligations under this Lease, then as of June 1, 2003, Tenant may reduce the Letter of Credit to $216,667 and subject to the same precondition may reduce the Letter of Credit to $108,334 on June 1, 2005. The form and terms of This right to reduce the Letter of Credit shall be reasonably acceptable subject to (and conditioned on) Landlord's confirming in writing that Tenant has satisfied such conditions. Landlord and shall providepromptly respond to Xxxxxx's request for such confirmation and, among other thingsif Landlord deems the conditions not met, in effect that:shall specify the reasons for its conclusion 31.

Letter of Credit. In lieu of providing a cash Security DepositOn or before the Commencement Date, simultaneously with the execution of this Lease, Tenant may deliver Sublandlord shall provide to Landlord Subtenant an irrevocable and transferable letter of credit in the amount of Fifty Thousand Dollars (“$50,000) in favor of Subtenant (the "Letter of Credit”) running in favor "). If any of LandlordSubtenant's rights under this Sublease are adversely affected by any act or omission of Sublandlord which causes the Master Landlord to terminate the Main Lease precluding Subtenant's continued lawful occupancy of the Sublet Premises at the same rent prior to the Expiration Date, with Subtenant may draw upon the Letter of Credit securing Tenant’s obligations hereunder subject to the terms extent necessary to offset any relocation costs or increased rent for the Sublet Premises actually incurred by Subtenant or any other costs and conditions set forth expenses reasonably incurred by Subtenant arising therefrom and from Subtenant being so precluded from lawfully occupying the Sublet Premises at the same rent. Notwithstanding the foregoing, Sublandlord shall indemnify, defend, protect and hold Subtenant harmless from any and all damages, claims, loss, liability, cost and expense (including, without limitation, court costs and reasonable attorneys' fees) incurred in connection with or arising from Sublandlord's breach, or other termination of this Sublease or the Lease. The terms Main Lease except as expressly permitted herein (including any provisions of the Letter of CreditMain Lease incorporated herein); provided, which are subject however, that Subtenant shall have a duty to Landlord’s take commercially reasonable consentsteps to mitigate any such damages, shall strictly comply with claims, loss, liability, cost and expense. Upon the provisions termination or expiration of this Addendum #1. The Letter of Credit Sublease in a manner not arising from a Sublandlord's act or omission, Sublandlord shall be issued by entitled to a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms return of the Letter of Credit shall so that it can be reasonably acceptable to Landlord and shall provide, among other things, in effect that:cancelled.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the (a) Upon execution of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with at Tenant’s sole cost and expense, the Letter of Credit securing described below in the amount of Four Hundred Twenty Thousand Dollars ($420,000.00) (the “LC Face Amount”) as security for Tenant’s performance of all of Tenant’s covenants and obligations hereunder subject to the terms and conditions set forth in the under this Lease. The terms of ; provided, however, that neither the Letter of CreditCredit nor any Letter of Credit Proceeds (as defined below) shall be deemed an advance rent deposit or an advance payment of any other kind, which are subject to or a measure of Landlord’s reasonable consent, shall strictly comply with the provisions damages upon Tenant’s breach of or default under this Addendum #1Lease. The Letter of Credit shall be issued by a bank acceptable to Landlord maintained in Landlord’s reasonable discretion and under effect from the supervision of date hereof through the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank date that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one sixty (160) year days after the date of issuanceExpiration Date (the “LC Termination Date”). On the LC Termination Date, Landlord shall return to Tenant shall renew the Letter of Credit and maintain it for any Letter of Credit Proceeds then held by Landlord (other than those Letter of Credit Proceeds Landlord is entitled to retain under the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions terms of this Section or unless the issuing bank delivers a notice Paragraph 7(a)); provided, however, that in no event shall any such return be construed as an admission by Landlord that Tenant has performed all of non-renewal no later than thirty (30) days before expirationits obligations hereunder. If Tenant fails Landlord shall not be required to renew segregate the Letter of Credit Proceeds from its other funds and no interest shall accrue or be payable to Tenant with respect thereto. Landlord may (but shall not be required to) draw upon the Letter of Credit and use the proceeds thereof (the “Letter of Credit Proceeds”) or any portion thereof, to the extent reasonably required (i) to remedy Tenant’s Default for non-payment of Rent and to cure any other Default under this Lease, and in either case to compensate Landlord for any loss or damage Landlord incurs as a result of such Default, (ii) to repair damage to the Premises caused by Tenant, (iii) to clean the Premises upon termination of this Lease, and (iv) to reimburse Landlord for the payment of any amount which Landlord may for any purpose spend or be required to spend by reason of Tenant’s Default, it being understood that any use of the Letter of Credit Proceeds shall not constitute a bar or defense to any of Landlord’s remedies set forth in Paragraph 25 below. Landlord shall have the additional right to draw on the Letter of Credit in accordance with Paragraph 7(c) below. In any such event and upon written notice from Landlord to Tenant specifying the amount of the Letter of Credit Proceeds so utilized by Landlord and the particular purpose for which such amount was applied, Tenant shall immediately deliver to Landlord an amendment to the Letter of Credit or a replacement Letter of Credit in an amount equal to the full LC Face Amount (subject to any prior reductions in the LC Face Amount pursuant to Paragraph 7(d) below). Tenant’s failure to deliver such replacement Letter of Credit to Landlord within ten (10) Business Days days of Landlord’s notice shall constitute an immediate Default hereunder. In the event Landlord transfers its expirationinterest in this Lease, Landlord may draw on shall transfer the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute any Letter of Credit from Proceeds then held by Landlord to Landlord’s successor in interest, and thereafter Landlord shall have no further liability to Tenant meeting all requirements of this Addendum #1. The form and terms of the with respect to such Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:or Letter of Credit Proceeds.

Letter of Credit. In lieu No later than the Effective Date, Tenant shall deposit with Landlord as security for the prompt, full, and faithful performance by Tenant of providing a cash Security Depositevery term, simultaneously with covenant and condition of the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“"Letter of Credit”") payable in Chicago, Illinois, running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be Landlord issued by a bank reasonably acceptable to Landlord in Landlord’s reasonable discretion the amount of Four Million Five Hundred Thousand and under 00/100 Dollars ($4,500,000.00), and substantially in the supervision form of Exhibit A attached hereto. Subject to the banking commission of stepdown provisions described in Subparagraphs 3(c) and 3(d) below, the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end term of the calendar year in which the Term expires, Lease and shall provide that it is automatically renewable for a period ending not earlier than June 30, 2021 (which is sixty (60) days after the expiration of the Lease Term) without any action whatsoever on the part of Landlord. Without limiting the generality of the foregoing, unless released pursuant to if the provisions Letter of this Section Credit expires earlier than June 30, 2021, or unless the issuing bank delivers notifies Landlord in writing (by certified/registered mail, return receipt requested or overnight courier) that it shall not renew the Letter of Credit, Landlord will accept a notice renewal thereof or substitute letter of non-credit (such renewal no or substitute letter of credit to be in effect not later than thirty (30) days before expirationprior to the expiration thereof), irrevocable and automatically renewable as above provided to June 30, 2021 upon the same terms as the expiring Letter of Credit or such other terms as may be acceptable to Landlord. If Tenant fails to renew However, (i) if the Letter of Credit within ten is not timely renewed or a substitute letter of credit is not timely received, (10ii) Business Days of its expiration, Landlord may draw on or if Tenant fails to maintain the existing Letter of Credit in the amount and maintain terms set forth in this Section, Tenant, at least thirty (30) days prior to the funds as a non-interest-bearing expiration of the Letter of Credit, or immediately upon its failure to comply with each and every term of this Section, must deposit with Landlord cash security in the amounts required by, and to be returned held subject to Tenant on receipt by and in accordance with, all of the terms and conditions set forth herein, failing which the Landlord of a substitute may present such Letter of Credit from Tenant meeting all requirements to the bank in accordance with the terms of this Addendum #1Section, and the entire sum secured thereby shall be paid to Landlord, to be held by Landlord as provided in this Section. The form Provided that (i) there has been no Event of Default by Tenant that has continued beyond any applicable notice or cure period since the date hereof, and terms (ii) the "Minimum Financial Conditions" (defined below) have been achieved, then at any time after the applicable Review Date set forth in the schedule below, Tenant may amend the Letter of Credit to reduce the face amount of the Letter of Credit to the corresponding Reduced Letter of Credit Amount: Review Date Reduced Letter of Credit Amount December 31, 2012 $3,000,000.00 December 31, 2013 $2,600,000.00 December 31, 2014 $2,200,000.00 December 31, 2015 $1,800,000.00 December 31, 2016 $1,400,000.00 December 31, 2017 $1,000,000.00 For purposes hereof, Tenant shall be deemed to have satisfied the "Minimum Financial Conditions" if Tenant has provided Landlord with audited financial statements of Tenant (and such other reasonably acceptable requested documentation) to Landlord and shall provide, among other things, in effect verify that:

Letter of Credit. In lieu of providing a cash addition to the Security Deposit, simultaneously with the execution of this Lease, Tenant may Xxxxxx agrees to deliver to Landlord on or before January 5, 2004, as collateral for the full performance of its obligations under the Lease, an irrevocable and transferable letter of credit (the “Letter of Credit”) ), in a form and substance acceptable to Landlord, payable in the City of San Diego, California running in favor of LandlordLandlord issued by a solvent nationally recognized bank with a long term rating of BBB or higher (the “Issuer”) in the amount of Three Hundred Thirty Thousand Dollars ($330,000.00)(subject to Sections 14 and 15 of this Addendum). Subject to Section 19.3 of the Lease above, with the amount of the Letter of Credit securing Tenant’s obligations hereunder subject will automatically reduce by Thirty-Three and 1/3 Percent (33.3%) of the original Letter of Credit per year, unless Landlord has delivered to Tenant and the terms and conditions set forth Issuer written notice that Tenant is in the default of Lease. The terms Letter of Credit shall provide that to the extent an Event of Default by Tenant occurs under this Lease, (a) Landlord may draw down on the Letter of Credit in an amount sufficient to cure the Event of Default by Tenant and (b) require Tenant, within ten (10) business days following such draw by Landlord, to deposit with Landlord an additional Letter of Credit issued by a bank meeting the same criteria as Issuer in the amount of the appropriate draw down (“Additional Letter of Credit”). Such bank issuing an Additional Letter of Credit shall also be referred to herein as “Issuer”. If Tenant timely submits the Additional Letter of Credit, the Event of Default shall be deemed cured. If Tenant does not timely submit the Additional Letter of Credit, the Event of Default shall be deemed uncurable. The Letter of Credit shall remain in effect until thirty (30) days after the expiration of the Term of the Lease, If the Letter of Credit will expire prior to such time, Tenant shall deliver to Landlord at least thirty (30) days prior to the expiration of the Letter of Credit, which are subject either an amendment to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at extending its cost substitute another term or a replacement Letter of Credit from a bank that is acceptable in form and substance satisfactory to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for Failure by Tenant to provide the period ending no less than one (1) year after the date of issuance. Tenant shall renew amendment to the Letter of Credit and maintain it for or the period ending one hundred twenty (120) days after the end replacement Letter of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant Credit to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than Landlord at least thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and expire shall provide, among constitute an Event of Default under the Lease. Among other things, any Letter of Credit and/or Additional Letter of Credit shall provide: (i) all charges (including, without limitation, issuance, transfer, renewal and drawing charges) are to be paid for by the applicant (Tenant), (ii) partial drawings are allowed, (iii) the Letter of Credit is transferable by beneficiary and (iv) in effect that:the event that the Letter of Credit is lost, destroyed or stolen, beneficiary may still draw on the Letter of Credit by providing a reasonably satisfactory indemnification to the Issuer.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable (a) The Joint Venturers hereby acknowledge that NOC and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with its affiliates have arranged for the Letter of Credit securing Tenant’s obligations hereunder subject to be issued for the account of a subsidiary of NOC as part of obtaining the Project Financing which benefits the Joint Venture. The Joint Venturers further hereby acknowledge and agree that any dollar amount drawn under such Letter of Credit is intended to, and shall be deemed to be, a loan from NOC to the Joint Venture. Under the terms and conditions set forth of the Guaranty, the Joint Venture or an Affiliate of NOC will be entitled to request that the Letter of Credit be drawn upon in order to fund costs incurred in connection with the construction of the Project up to an amount equal to $3,600,000 (a "Construction Draw Request"). Notwithstanding anything to the contrary in the LeaseGuaranty or any other documents entered into by the Joint Venture in connection with the Project Financing (collectively, the "Loan Documents"), CADCo hereby agrees that NOC shall be solely entitled to submit any Construction Draw Request on behalf of the Joint Venture (to the extent that such a draw request is permitted by the Guaranty). The terms In the event any draw is made on the Letter of Credit either by or on behalf of the CDA pursuant to the Loan Documents or pursuant to any Construction Draw Request, then upon the making of such draw CADCo shall immediately be required to contribute to the Joint Venture, additional Capital Contribution the sole purpose of funding the payment to NOC described below in this Section 6.5, an amount, in cash, equal to 50% of the amount of such draw (together with interest thereon at the Interest Rate from the date of such draw until the date the full amount so drawn has been contributed by CADCo to the Joint Venture and distributed by the Joint Venture to NOC as provided below in this Section). Upon the Joint Venture's receipt of any such additional Capital Contribution from CADCo, the Joint Venture shall, notwithstanding any other provision hereof to the contrary, immediately distribute the full amount of such additional Capital Contribution by CADCo to NOC, in cash. In the event that CADCo fails to make such required additional Capital Contributions within five days after receiving notice of a draw on the Letter of Credit, NOC shall be entitled to receive all Available Cash of the Joint Venture otherwise distribute or payable to CADCo (prior to any payment to the Joint Ventures of Booking Management Fees (or the making of any reserve therefor) out of Available Cash) until the aggregate amount of such distributions of Available Cash to NOC (as a Joint Venturer) equal the aggregate amount of such additional Capital Contributions required from, but not contributed by, CADCo together with interest thereon at the Interest Rate from the date of such draw, provided, that such a failure by CADCo shall entitle NOC to exercise the rights and remedies provided in the Agreement upon the failure of a Joint Venturer to repay a Venturer Loan. Each Joint Venturer hereby further confirms that it has obtained (in favor of NOC or its Affiliate that is the account party on the Letter of Credit) the guaranty of its principal ultimate shareholder (being Koplik, in the case of CADCo, and Xxxxxx X. Xxxxxxxxxxx, Xx., in the case of NOC) of payment to NOC of up to $500,000 (i.e., $500,000 for each of Messrs. Koplik and Nederlander, Sr.) of the first $1,000,000 in draws against the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit guarantees shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionpaid on an equal, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:pari passu basis.

Letter of Credit. In lieu Within fourteen (14) days of providing a cash Security Deposit, simultaneously with the execution of this Lease, Lease Execution Date Tenant may shall deliver to Landlord an unconditional, irrevocable and transferable letter of credit credit, naming Landlord and its successors and assigns as beneficiary, in the amount of Three Hundred Thousand U.S. Dollars (“$ 300,000.00) (the "Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit"), which are subject to Landlord’s reasonable consentshall be held by Landlord or its agent, shall strictly comply with as security, for the provisions full and faithful performance of this Addendum #1Tenant's obligation herewith. The Letter of Credit shall be issued by a commercial bank acceptable headquartered in the continental United States of America (or other bank satisfactory to Landlord in and approved by Landlord’s reasonable discretion ) which has capital assets of at least $1,000,000,000 and under the supervision capital reserves of at least $250,000,000, and which is a member of the banking commission Federal Reserve System ("Issuing Bank"). Upon the occurrence of any default by Tenant hereunder, Tenant agrees that Landlord may from time to time, without prejudice to any other remedy, make demand for the State principal amount of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to the extent necessary to make good any damage, injury, expense incurred by Landlord by virtue of such default and/or to pay any damages payable to Landlord by virtue of such default, and may thereafter apply such proceeds to any such damage, injury or expense. Tenant shall not have the right to call upon Landlord to draw upon the Letter of Credit to cure any default or fulfill any obligation of Tenant, but such use shall be solely in the discretion of Landlord’s reasonable discretion. Upon any conveyance of the Premises by Landlord to Landlord's grantee or transferee, the Letter of Credit thereon may be assigned by Landlord to Landlord's grantee or transferee and Tenant shall cooperate to the extent necessary to effect such assignment. Upon any such assignment, Tenant hereby releases Landlord herein named of any and all liability with respect to the Letter of Credit, its application and return, and Tenant agrees to look solely to such grantee or transferee. It is further understood that this provision shall also apply to subsequent grantees and transferees. In addition, Landlord shall return the Letter of Credit to Tenant within thirty (30) days after the expiration of the initial Term of this Lease or the termination of this lease provided that at such time there exists no breach of any undertaking of Tenant. In the event that the Issuing Bank closes or threatens to close during the Term, Tenant shall at its cost substitute another immediately deliver a letter of credit to replace the Letter of Credit from a bank that is acceptable (if then held by Landlord) (the "Original Letter of Credit"), which letter of credit (the "Substitute Letter of Credit") shall be identical in form and substance to the Original Letter of Credit unless Landlord in Landlord’s its sole but reasonable discretiondiscretion approves any discrepancies. The Substitute Letter of Credit shall be irrevocable for issued by a commercial bank headquartered in the period ending no less than one continental United States of America (1or other bank satisfactory to and approved by Landlord) year after which has capital assets of at least $1,000,000,000 and capital reserves of at least $250,000,000, and which is a member of the date Federal Reserve System. Tenant's failure to deliver the Substitute Letter of issuanceCredit to Landlord within fifteen 15 business days of written demand from Landlord shall constitute a material breach and default hereunder, which shall entitle Landlord to exercise any of the rights and remedies set forth in this Lease. Tenant shall renew Furthermore, if the Letter of Credit and maintain it for or Substitute Letter of Credit, as the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expirescase may be, and shall provide has an expiration date that it is automatically renewable for the Term, unless released pursuant occurs prior to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than date which is thirty (30) days before expiration. If Tenant fails to renew after the expiration of the initial Term of this Lease, and the Landlord receives notice that the Letter of Credit within ten (10) Business Days or Substitute Letter of its expirationCredit, as the case may be, will not be extended beyond such expiration date, Landlord may draw on upon the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms full amount of the Letter of Credit or Substitute Letter of Credit, as the case may be, and thereafter hold such amount as a security deposit otherwise subject to the terms hereof, for the full and faithful performance of Tenant's obligation herewith or Landlord may hold Tenant in default of it's obligations under this lease and pursue all of its remedies under said lease. Upon the request of Landlord, from time to time, Tenant shall make arrangements satisfactory to Landlord in its reasonable discretion for the transfer of any Letter of Credit to any successor landlord or mortgagee of the Property, and from any such mortgagee to Landlord or any successor mortgagee. Any security deposit held by Landlord or its agent, as security, for and during the Term, shall be reasonably acceptable returned to Tenant within thirty (30) days after the expiration of the Term or the termination of this lease provided there exists no breach of any undertaking of Tenant. Upon the occurrence of any default by Tenant hereunder, Tenant agrees that Landlord may apply all or any part of the Security Deposit together with accrued interest, if any, thereon to any obligation of Tenant hereunder. If all or any portion of the security deposit is applied to any obligation of Tenant hereunder, Tenant shall immediately upon request by Landlord restore the security deposit to its original amount. Tenant shall not have the right to call upon Landlord to apply all or any part of the security deposit to cure any default or fulfill any obligation of Tenant, but such use shall be solely in the discretion of Landlord. Upon any conveyance of the Premises by Landlord to Landlord's grantee or transferee, the security deposit together with accrued interest, if any, thereon may be delivered by Landlord to Landlord's grantee or transferee. Upon any such delivery, Tenant hereby releases Landlord herein named of any and shall provideall liability with respect to the security deposit, among other thingsits application and return, in effect that:and Tenant agrees to look solely to such grantee or transferee.

Letter of Credit. In lieu of providing a cash Security DepositTenant shall, simultaneously with the upon execution of this Leasehereof, Tenant may deliver provide to Landlord as security for the performance by Tenant of all of Tenant's obligations contained in this Lease an irrevocable and transferable unconditional letter of credit in the form attached hereto as EXHIBIT G (“Letter of Credit”) running in favor of Landlord, with the such Letter of Credit securing Tenant’s obligations hereunder subject shall also be referred to as the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1"Security Deposit" herein). The Letter of Credit shall be issued by a bank acceptable to Landlord having a net worth of not less than One Billion Dollars ($1,000,000,000.00) and shall be in Landlord’s reasonable discretion and under the supervision amount of the banking commission of the State of California or the Federal Deposit Insurance CorporationThree Million Dollars ($3,000,000.00). If the credit of the bank that originally issues Unless the Letter of Credit becomes unacceptable is reduced to Landlord in Landlord’s reasonable discretionzero dollars pursuant to Section 4.02, Tenant shall at its cost substitute another the Letter of Credit from shall not expire before the thirtieth (30th) day following the expiration of the Lease Term In the event of a bank Default by Tenant in the payment of money under this Lease or which entitles Landlord to money damages, Landlord may, at its option, draw upon the Letter of Credit to the extent of such payment obligations and/or money damages and shall apply such funds to such payment obligations and/or money damages. In such event, Tenant shall, upon request, deposit with Landlord the amount so applied or, if requested by Landlord, deliver a new letter of credit in the amount of the Letter of Credit prior to Landlord's draw on the Letter of Credit, so that is acceptable Landlord will have on hand at all times during the Lease Term the full amount of the Letter of Credit as set forth hereinabove. In the event of a transfer of title to the Leased Premises to a transferee who expressly assumes this Lease and Landlord's obligations hereunder (and Landlord and/or such transferee has provided Tenant with evidence of such assumption in Landlord’s sole reasonable discretionaccordance Section 12.01), Landlord shall simultaneously transfer any amounts so deposited with Landlord as required above and the Letter of Credit to such transferee and any fee for such transfer shall be paid by Tenant. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuancerenewed on an annual basis. If Tenant shall renew has not renewed the Letter of Credit and maintain it for the period ending one hundred twenty at least forty-five (12045) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant prior to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew expiration date thereof, Landlord may draw upon the Letter of Credit within ten (10) Business Days of its expiration, to the full amount thereof if same is not renewed and hold the cash proceeds in lieu thereof. All sums held by Landlord may draw on pursuant to this Article 4 shall be without interest. If the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit is reduced to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of zero dollars, the Letter of Credit shall be reasonably acceptable returned to Landlord and shall provide, among other things, in effect that:Tenant or the issuing bank as appropriate.

Letter of Credit. In lieu As security for the performance by Tenant of providing a cash Security DepositTenant's obligations hereunder, simultaneously Tenant shall cause to be delivered to Landlord concurrently with the execution of this LeaseLease by Tenant, Tenant may deliver to Landlord an original irrevocable and transferable standby letter of credit (“the "Letter of Credit”") running in favor the amount specified in Article 1 above, naming Landlord as beneficiary, which Landlord may draw upon to cure any default under this Lease or to compensate Landlord for any damage Landlord incurs as a result of Landlord, with Tenant's failure to perform any of its obligations hereunder. Any such draw on the Letter of Credit securing Tenant’s obligations hereunder subject shall not constitute a waiver of any other rights of Landlord with respect to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject such default or failure to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1perform. The Letter of Credit shall be issued by a major commercial bank reasonably acceptable to Landlord in Landlord’s reasonable discretion , with a San Francisco, California, or New York, New York, service and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues claim point for the Letter of Credit becomes unacceptable to Landlord Credit, have an expiration date not earlier than the sixtieth (60'h) day after the Expiration Date (or, in Landlord’s reasonable discretionthe alternative, Tenant shall at its cost substitute another Letter have a term of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no not less than one (1) year after and be automatically renewable for an additional one (1) year period unless notice of non-renewal is given by the date of issuanceissuer to Landlord not later than sixty (60) days prior to the expiration thereof) and shall provide that Landlord may make partial and multiple draws thereunder, up to the face amount thereof. Tenant shall renew In addition, the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that, in the event of Landlord's assignment or other transfer of its interest in this Lease, the Letter of Credit shall be freely transferable by Landlord, without charge and without recourse, to the assignee or transferee of such interest and the bank shall confirm the same to Landlord and such assignee or transferee. The Letter of Credit shall provide for payment to Landlord upon the issuer's receipt of a sight draft from Landlord together with Landlord's certificate certifying that it Landlord is automatically renewable for the Term, unless released entitled to such payment pursuant to the provisions of this Section or unless Lease, and with no other conditions, shall be in the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expirationform attached hereto as Exhibit D, and otherwise be in form and content reasonably satisfactory to Landlord. If Tenant fails to renew the Ifthe Letter of Credit within ten has an expiration date earlier than the Expiration Date, then throughout the term hereof (10including any renewal or extension of the term) Business Days Tenant shall provide evidence of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms renewal of the Letter of Credit to Landlord at least sixty (60) days prior to the date the Letter of Credit expires. If Landlord draws on the Letter of Credit pursuant to the terms hereof, Tenant shall immediately replenish the Letter of Credit or provide Landlord with an additional letter of credit conforming to the requirement of this paragraph so that the amount available to Landlord from the Letter of Credit(s) provided hereunder is the amount specified in Article 1 above. Tenant's failure to deliver any replacement, additional or extension of the Letter of Credit, or evidence of renewal of the Letter of Credit, within the time specified under this Lease shall entitle Landlord to draw upon the Letter of Credit then in effect and, at Landlord's election, constitute a default under this Lease. If Landlord liquidates the Letter of Credit as provided in the preceding sentence, Landlord shall hold the funds received from the Letter of Credit as security for Tenant's performance under this Lease, and Landlord shall not be required to segregate such security deposit from its other funds and no interest shall accrue or be payable to Tenant with respect thereto. No holder of a Mortgage, nor any purchaser at any judicial or private foreclosure sale of the Project or any portion thereof, shall be reasonably acceptable responsible to Tenant for such security deposit unless and only to the extent such holder or purchaser shall have actually received the same. If Tenant is not in default at the expiration or termination of this Lease, Landlord shall return to Tenant the Letter of Credit or the balance of the security deposit then held by Landlord, as applicable; provided, however, that in no event shall any such return be construed as an admission by Landlord that Tenant has performed all of its covenants and obligations hereunder. Tenant hereby unconditionally and irrevocably waives the benefits and protections of California Civil Code Section 1950.7, and, without limitation of the scope of such waiver, acknowledges that Landlord may use all or any part of the Letter of Credit or the proceeds thereof to compensate Landlord for damages resulting from termination of this Lease and the tenancy created hereunder (including, without limitation, damages recoverable under California Civil Code Section 1951.2). The Letter of Credit shall reduce in amount on (i) the first day of the sixty-first (61'') full calendar month following the Rent Commencement Date, (ii) the first day of the seventy­ third (73rd) full calendar month following the Rent Commencement Date, (iii) the first day of the eighty-fifth (8511) full calendar month following the Rent Commencement Date, (iv) the first day of the ninety-seventh (971 ) full calendar month following the Rent Commencement Date, and (v) the first day of the one hundred ninth (1091 ) full calendar month following the Rent Commencement Date (each a "Reduction Date"), by the amount of Three Hundred Forty Thousand Dollars ($340,000.00) on each such Reduction Date; provided, however, that if (i) on or prior to the Reduction Date, a default, by Tenant shall have occurred, or (ii) on the Reduction Date, Tenant's net worth (as defined below) is less than One Hundred Fifty Million Dollars ($150,000,000.00), then the Letter of Credit amount shall not reduce on such date and shall providenot thereafter reduce. If Tenant is entitled to any such reduction, among other thingsthen Landlord shall cooperate in a commercially reasonable manner with Tenant upon Tenant's request to replace or amend the then existing Letter of Credit to reflect the reduced amount of the Letter of Credit; provided, however, that in effect that:no event shall any such reduction be construed as an admission by Landlord that Tenant has performed all of its covenants and obligations hereunder. Tenant's "net worth" shall mean the total assets of Tenant less liabilities (including, without limitation, contingent liabilities) of Tenant, as computed in accordance with GAAP. In connection with the test of Tenant's net worth on a Reduction Date, Tenant shall provide Landlord with Tenant's then current quarterly financial statements which satisfy the terms of Section 30.F. below.

Letter of Credit. In lieu of providing a cash Security Depositaddition and without limitation to any other security deposit or other security held by Landlord, simultaneously with within ten (10) business days following the full execution of this Leasehereof, Tenant may deliver to shall deposit with Landlord an a clean, unconditional and irrevocable and transferable standby letter of credit issued by a bank reasonably acceptable to Landlord (the “Bank”), automatically renewing on an annual basis, in the initial amount of One Million Two Hundred Thousand and No/100ths Dollars ($1,200,000.00) PLUS an amount equal to the Additional Allowance as defined in the Work Letter, PLUS an amount equal to any allowances given to Tenant by Landlord under the Expansion Option set forth in Section 4 below, which letter of credit shall be substantially in the form annexed hereto as Exhibit G and incorporated herein by this reference (the “Letter of Credit”). The beneficiary shall be an entity named by Landlord. The Letter of Credit shall provide for written notice of non-renewal to be sent directly to the Landlord at least thirty (30) running days prior to such renewal date and the expiration date contained in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject shall be a date no earlier than ninety (90) days following the Expiration Date. The amounts secured by the Letter of Credit shall be deemed to be a part of (and in addition to) the terms and conditions set forth in Security Deposit under the Lease. Landlord may draw upon the Letter of Credit as reasonably necessary, in whole or in part, if (1) Tenant defaults with respect to any of the terms, conditions or provisions of this Lease on the Tenant’s part to be observed or performed, including but not limited to the payment of Base Rent and Additional Rent, and such default continues beyond the applicable grace period, or (2) Tenant, or anyone holding possession of the Premises through Tenant, holds over in the Premises after the expiration or sooner termination of the term of this Lease, or (3) Landlord is given notice that the Bank is terminating the Letter of Credit and Tenant is unable to deliver a replacement Letter of Credit within a reasonable time, but in no event later than twenty (20) days prior to the termination date, or (4) such Letter of Credit expires as of a stated date by its terms and is not replaced with a Letter of Credit meeting the criteria set forth herein at least fifteen (15) days prior to such Letter of Credit’s stated expiration date. The terms Landlord represents that it will not present the Letter of Credit for payment except as specifically set forth herein, such representation to survive the expiration or earlier termination of this Lease. The Letter of Credit shall provide that it shall be payable to Landlord thirty (30) days after presentation to the Bank of (1) the original of the Letter of Credit, which are subject (2) proof of mailing of the required notice to Landlord’s reasonable consentTenant, shall strictly and (3) an affidavit stating that Tenant has failed to comply with the provisions of requirements set forth in this Addendum #1Lease Rider Section 2. The Letter of Credit shall be issued by contain a bank acceptable provision whereby the Bank agrees to Landlord in Landlord’s reasonable discretion pay the sight draft or give notice of discrepancies on the date of presentation and under the supervision waives its right to wait seven banking days pursuant to Article 13(b) of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionICC Uniform Customs and Practice for Documentary Credits (1993 revision). The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuancepermit partial draws. Tenant shall renew Further, the Letter of Credit and maintain it shall permit the beneficiary to transfer, at Landlord’s expense for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiressuch transfer, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten to a subsequent owner or beneficiary, and thereupon Landlord shall be discharged from further liability with respect to the Letter of Credit. The following language is required to be included in all Letters of Credit: “A sight draft submitted to the Bank by Beneficiary is to be accompanied by (10i) Business Days of its expiration, Landlord may an affidavit from Beneficiary stating that Beneficiary has the right to draw on the existing upon this Letter of Credit and maintain based upon the funds as a non-interest-bearing deposit to be returned terms of the lease dated October 31, 2005; (ii) proof of mailing of the applicable notice to Tenant on receipt as required by Landlord the Lease, and (iii) the original Letter of a substitute Credit”. Tenant hereby acknowledges that the security provided by the Letter of Credit from Tenant meeting all requirements is provided as a continuing material inducement to the Landlord, is provided as current and ongoing value to the Landlord, and constitutes an ongoing contemporaneous exchange for new value given for the Tenant's tenancy throughout the Term of this Addendum #1the Lease, as may be extended as provided in the Lease. The form and terms face amount of the Letter of Credit shall decline on each anniversary of the Commencement Date, on the condition and only for so long that no Event of Default (beyond any applicable notice and cure period) shall then be reasonably acceptable in effect, without requirement of notice to Landlord by Tenant, by the greater of (i) twenty percent (20%) of the original total of the Letter of Credit (including any Additional Allowance) or (ii) in the event the shareholder equity of Tenant during the immediately preceding calendar quarter is at least $23,250,000.00 (as reported in the then-most recent quarterly reported financial statements (or if not then publicly held, as certified by Tenant’s CFO pursuant to audited financial statements) prior to the applicable anniversary of the Commencement Date, twenty five percent (25%) of the original total of the Letter of Credit (including any Additional Allowance); . All reasonable charges under the Letter of Credit are to be paid by the Landlord. At any time that an Event of Default occurs, Landlord (or the beneficiary) shall in its discretion have the right and option to draw down the Letter of Credit to the extent reasonably necessary and apply the proceeds or any part thereof to any applicable amounts owed to Landlord.. The proceeds of the Letter of Credit remaining after application of funds, if applicable, shall providebe held by Landlord as a cash security deposit without interest accruing thereon and subject to being commingled with the security deposits of other tenants. Landlord (or the beneficiary) shall also have the right to draw down the entire Letter of Credit in the event Landlord does not receive notice that the date of expiry of the Letter of Credit will be extended by the issuing bank and Tenant fails to obtain and present to Landlord at least twenty (20) days prior to the expiration of the Letter of Credit a substitute Letter of Credit. If the Landlord partially draws down the Letter of Credit, among Tenant shall, within thirty (30) days after Landlord gives Tenant notice thereof, cause the amount of the Letter of Credit to be restored to its original amount, or to substitute cash security instead. The failure by Tenant to cause the Letter of Credit to be so restored within the foregoing time period shall be deemed a default pursuant to the Lease,and in addition to other thingsremedies at law or equity, Landlord may, upon an additional five (5) business days’ written notice, at its option draw down the entire remaining portion of the Letter of Credit and keep the remaining amounts as a cash security deposit. The Letter of Credit shall not in effect that:any way limit any liability of Tenant under the Lease, as hereby amended, nor shall the Letter of Credit be deemed to be “liquidated damages.” If claims of the Landlord exceed the amount of the Letter of Credit, Tenant shall remain liable for the balance of such claims. Tenant shall have the right to substitute one Letter of Credit for another if the substitute Letter of Credit meets the requirements of this Section 2 and is in form reasonably satisfactory to the Landlord. In addition, Tenant shall substitute another Letter of Credit meeting the requirement of this Section 2 if the Bank which has issued the Letter of Credit becomes insolvent or the or letter of credit is void, unenforceable or uncollectible.

Letter of Credit. In lieu If at any time that Sublessee submits a Payment Request or its quarterly financial condition is such that (i) Sublessee's market capitalization is less than $400,000,000, or (ii) the ratio of providing Sublessee's debts to the value of its tangible assets is greater than 55:100, Sublessee shall immediately post a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“the "Letter of Credit”") running equal to the amount of such Credit Facility Allowance Payment plus the then unamortized balance of the funds taken down under the Credit Facility substantially similar in favor of Landlord, with form and substance to Exhibit C annexed hereto as security for the Sublease Allowance Repayments. If for at least two consecutive quarters after Sublessee has posted the Letter of Credit securing Tenant’s obligations hereunder subject Sublessee's quarterly financial condition is such that (z) Sublessee's market capitalization is more than $400,000, AND (y) the ratio of Sublessee's debts to the terms and conditions set forth in the Lease. The terms value of its tangible assets is less than 35:100, Sublessee may terminate the Letter of Credit. If at any time thereafter Sublessee's quarterly financial condition is such that (i) Sublessee's market capitalization is less than $400,000,000 or (ii) the ratio of Sublessee's debts to the value of its tangible assets is greater than 55: 100, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The then a new Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporationposted. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that Sublease Allowance Repayment is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit not paid within ten (10) Business Days of days after written notice that such payment is overdue, Sublessor may, at its expirationdiscretion, Landlord may draw on notify the existing Letter of Credit and maintain issuing bank in accordance with the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit and thereupon receive that portion of the monies represented by the Letter of Credit to the extent required for the payment of such overdue Sublease Allowance Repayment(s). Sublessor may then use, apply or retain such monies to the extent required for payment of the overdue Sublease Allowance Repayments and Sublessor shall be reasonably acceptable forthwith restore the amount of the Letter of Credit so applied to Landlord and shall provide, among other things, in effect that:the amount required under this Article.

Letter of Credit. In lieu addition to the Security Deposit and as additional security for the full and faithful performance of providing a cash Security DepositTenant's obligations under this Lease, simultaneously Tenant shall deliver to landlord, concurrently with the Tenant's execution and delivery of this Lease, Tenant may deliver to Landlord an irrevocable and transferable a letter of credit in the amount of One Million Dollars (“Letter $1,000,000.00), which letter of Credit”) running credit shall be in favor of Landlord, form and with the Letter substance of Credit securing Tenant’s obligations hereunder subject to the terms Exhibit F attached hereto, and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank --------- financial institution reasonably acceptable to Landlord in Landlord’s reasonable discretion . The letter of credit shall provide for automatic yearly renewals throughout the Term of this Lease. Upon (i) any default by Tenant, including specifically Tenant's failure to pay rent or to abide by its obligations under Sections 7.1 and under 15.3 below and Tenant's failure to cure the supervision same within any applicable cure period, and (ii) Landlord's application of the banking commission entire Security Deposit, Landlord shall be entitled to draw upon said letter of credit by the issuance of Landlord's sole written demand to the issuing financial institution. Any such draw shall be without waiver or any rights Landlord may have under this Lease or at law or in equity as a result of the State of California default, as a setoff for full or partial compensation for the Federal Deposit Insurance Corporationdefault. If the credit any portion of the bank that originally issues the Letter letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretioncredit is drawn after a default by Tenant, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one within five (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (1205) days after written demand by Landlord restore the end letter of credit. Upon the expiration of the calendar year in which the Term expirestwelfth (12th), twenty- fourth (24th), thirty-sixth (36th), forty-eighth (48th) and shall provide that it is automatically renewable for sixty-ninth (69th) Lease months during the Term, unless released pursuant in the event Tenant has not been in monetary or material non-monetary default under this Lease during the immediately preceding twelve (12) month period ending on each such expiration date (or the immediately preceding twenty-one (21) month period ending on the expiration of the sixty- ninth (69th) Lease month with respect to the provisions final reduction) (each period being referred to herein as a "Reduction Period"), and provided further that Tenant has not during the applicable Reduction Period been more than five (5) days late more than twice with respect to any payments of rent due under this Section Lease, then upon the written request of Tenant, Landlord shall authorize in writing a reduction to the principal amount of the letter of credit in the amount of Two Hundred Thousand Dollars ($200,000.00) with respect to the Reduction Period in question. In the event Tenant has been in monetary or unless the issuing bank delivers a notice of material non-renewal no later monetary default under this Lease during a particular Reduction Period or has during such Reduction Period been more than thirty five (305) days before expiration. If Tenant fails late more than twice with respect to renew the Letter any payments of Credit within ten (10) Business Days of its expirationrent due under this Lease, Landlord may draw on the existing Letter of Credit and maintain the funds as then Tenant's right to a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit $200,000.00 reduction for such Reduction Period shall be reasonably acceptable forever forfeited by Tenant (notwithstanding the fact that Tenant may be entitled to Landlord and shall provide, among other things, in effect that:a $200,000.00 reduction hereunder with respect to subsequent Reduction Period(s)).

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the Upon Tenant's execution of this Lease, Tenant may deliver shall provide an irrevocable, fully assignable, and unconditional standby letter of credit, issued by a financial institution reasonably acceptable to Landlord, with a term continuing through the date that is sixty (60) days after the Expiration Date, or, upon approval by Landlord with a term of at least one (1) year with automatic renewal provisions, drawable by Landlord upon demand, and in form and substance reasonably satisfactory to Landlord an irrevocable and transferable letter of credit (“the "Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1"). The Letter of Credit shall be issued by a bank acceptable in an amount equal to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionFive Hundred Thousand Dollars ($500,000). The Letter of Credit shall be irrevocable secure the full and faithful performance of Tenant's obligations under this Lease. Landlord may draw upon the Letter of Credit in whole or in part as provided herein. Landlord may draw upon the Letter of Credit without notice to Tenant if Tenant fails to deliver to Landlord a renewal or extension of the Letter of Credit, in substantially the same form or another form acceptable to Landlord in its sole discretion, for the period ending no a term of not less than one (1) year after at least thirty (30) days prior to the expiration date of issuancethe existing Letter of Credit. It shall be deemed reasonable for Landlord to reject a financial institution hereunder if such financial institution is not acceptable to Landlord's lender. Tenant shall renew not assign or encumber, or attempt to assign or encumber, the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiresneither Landlord nor its successors or assigns shall be bound by any such assignment, and encumbrance, attempted assignment, or attempted encumbrance. Landlord shall provide that it is automatically renewable for the Term, unless released pursuant not be required to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days exhaust its remedies against Tenant before expiration. If Tenant fails having recourse to renew the Letter of Credit within ten (10) Business Days or any cash security held by Landlord. Recourse by Landlord to the Letter of its expirationCredit or other security shall not affect any remedies of Landlord which are provided in this Lease or which are available to Landlord in law or equity. In the event of a default by Tenant hereunder, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to in accordance with its terms. Landlord may (but shall not be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting required to) use all requirements of this Addendum #1. The form and terms or any portion of the Letter of Credit or any proceeds thereof to cure any defaults on the part of Tenant or to compensate Landlord for any damage or costs Landlord incurs by reason of a default hereunder. In such event, and upon written notice from Landlord to Tenant specifying the amount so utilized by Landlord, Tenant shall immediately deposit with Landlord cash in such amount or shall provide an amendment to the Letter of Credit to return the Letter of Credit to the full amount required under this Lease. Within sixty (60) days after expiration of the Term or earlier termination of this Lease (or such longer period of time as is needed to confirm the existence of or cost to remedy any default), provided no default is then outstanding, the Letter of Credit proceeds (if Landlord has drawn on the Letter of Credit) shall be reasonably acceptable returned to Tenant, reduced by those amounts that may be required by Landlord to remedy defaults on the part of Tenant in the payment of Rent or otherwise, to repair damages to the Premises caused by Tenant and to restore the Premises to the condition required by this Lease. Landlord shall providehave no obligation to segregate the Letter of Credit proceeds from its general funds or to pay interest thereon. If Landlord conveys or transfers its interest in the Premises, among other thingsand as a part of such conveyance or transfer, assigns its interest in effect that:this Lease, then Tenant shall take all steps necessary at Tenant's expense to transfer the Letter of Credit to Landlord's successor and Landlord shall be released and discharged from any further liability to Tenant with respect to the Letter of Credit or its proceeds. [*CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH A SERIES OF THREE ASTERISKS IN BRACKETS [***], HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with At such time as Landlord acquires the execution of this LeaseLand and the Credit Termination Right expires or is waived by Landlord, Tenant may shall deliver to Landlord an irrevocable and unconditional, irrevocable, transferable letter of credit credit, in the amount of Seven Million Five Hundred Thousand Dollars ($7,500,000), issued by Bank of America NT & SA, or another financial institution reasonably acceptable to Landlord, in the form attached hereto as Exhibit ”M”, with an original term of no less than one year and automatic extensions through the end of the Term of this Lease and sixty (60) days thereafter (the “Letter of Credit”) running in favor of Landlord, with ). Tenant shall keep the Letter of Credit securing Credit,’ at its expense, in full force and effect until the sixtieth (60th) day after the Expiration Date or other termination of this Lease, to insure the faithful performance by Tenant of all of the covenants, terms and conditions of this Lease, including, without limitation, Tenant’s obligations hereunder subject to repair, replace or maintain the terms Premises and conditions set forth in the Lease. The terms of to maintain the Letter of Credit, which are subject and Tenant’s payment obligations with respect to Tenant Modifications (as defined in the Work Letter) being made by Change Order to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1construction contract. The Letter of Credit shall be issued by a bank acceptable provide thirty (30) days’ prior written notice to Landlord of cancellation or material change thereof, and shall further provide that, in Landlord’s reasonable discretion and under the supervision event of the banking commission any nonextension of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable at least thirty (30) days prior to its expiration, the entire face amount shall be payable to Landlord, and Landlord in shall hold any funds so obtained as the security deposit required under this Lease. Such funds so obtained by Landlord’s reasonable discretion, or any unused portion thereof, shall be returned to Tenant upon replacement of the Letter of Credit. If Landlord uses any portion of any cash security deposit to cure any default by Tenant hereunder, Tenant shall replenish the security deposit to the original amount within ten (10) days of notice from Landlord. Tenant’s failure to do so shall become a material default under this Lease. Landlord shall keep any cash security funds separate from its general funds, and shall invest such cash security at its cost substitute another Letter of Credit from a bank that is acceptable to Tenant’s reasonable direction, and any interest actually earned by Landlord in Landlord’s sole reasonable discretion. The Letter of Credit on such cash security shall be irrevocable paid to Tenant on a quarterly basis within ten (10) business days after receipt thereof by Landlord. If an uncured or incurable default occurs under this Lease, or if Tenant is the subject of an Insolvency. Proceeding, Landlord may present its written demand for payment of the period ending no less than one (1) year after the date entire face amount of issuance. Tenant shall renew the Letter of Credit and maintain it the funds so obtained shall be paid to, or as otherwise directed by, Landlord. Landlord may retain such funds to the extent required to compensate Landlord for the period ending one hundred twenty (120) days after the end of the calendar year damages incurred, or to reimburse Landlord as provided herein, in which the Term expiresconnection with any such default, and any remaining funds shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds be held as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:cash security deposit.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter execution and delivery of Credit securing Tenant’s obligations hereunder subject The First Amendment to the terms and conditions set forth Lease, an irrevocable, unconditional letter of credit in favor of Landlord in the Lease. The terms amount of the Letter of Credit, which are subject $50,000.00 in a form acceptable to Landlord, in Landlord’s reasonable consentsole judgment, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be and issued by a bank acceptable in the Atlanta, Georgia metropolitan area. If Tenant defaults or otherwise fails to comply with the terms of the Lease for any reason, Landlord in Landlord’s reasonable discretion may immediately draw upon and receive payment under said letter of credit, and partial draws shall be permitted under the supervision terms of said letter of credit, it being the express intent of Landlord and Tenant that the letter of credit be used either to cure existing defaults on the part of Tenant under the Lease, and/or as a security deposit, securing the full and complete performance by Tenant of Tenant obligations under the Lease. Such letter of credit shall permit transfers of the banking commission payee thereunder if Landlord transfers its interest in the Building. The letter of credit shall be open and may be drawn upon for a period which expires two (2) months after the scheduled expiration of the State Term; provided however, that such letter of California or credit may be of a duration shorter than said period, so long as the Federal Deposit Insurance Corporation. If the letter of credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable has an “evergreen” provision for the period ending no less than benefit of Landlord, and Tenant replaces said letter of credit with a new letter of credit, on the same terms and conditions, and in the same amount, as the prior letter of credit, at least one (1) year after month prior to the date expiration of issuancethe prior letter of credit; and further provided, if Tenant is then in full compliance with the Lease and Landlord has not previously drawn upon such letter of credit as of December 31, 2005. Tenant shall renew may replace said letter of credit with a new letter of credit, on the Letter same terms and conditions or the prior letter of Credit and maintain it for credit, in the period ending one hundred twenty (120) days after the end amount of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration$21,471.74. If Tenant fails to renew replace a prior letter of credit within the Letter period required herein, then Landlord shall be immediately authorized and entitled to demand and receive payment under said letter of Credit within ten (10) Business Days of its expirationcredit, Landlord may draw on and to apply and hold the existing Letter of Credit and maintain the funds proceeds therefrom as a non-interest-bearing security deposit to be returned to Tenant on receipt by Landlord under the terms and conditions of a substitute Letter of Credit from Tenant meeting all requirements Paragraph 22 of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Lease.

Letter of Credit. In lieu of providing a cash Security Deposit6.2.1 Notwithstanding Section 6.1 above, simultaneously with Subtenant shall, within ten (10) days following the execution of this LeaseEffective Date, Tenant may deliver to Landlord Sublandlord an unconditional, clean, irrevocable and transferable letter of credit in substitution for the cash Security Deposit required in Section 6.1 of this Sublease (the “Letter of Credit”) running in favor of Landlord), with subject to the following terms and conditions. If Subtenant fails to deliver the Letter of Credit securing Tenant’s to Sublandlord within ten (10) days following the Effective Date, Sublandlord may terminate this Sublease by written notice to Subtenant and in such event neither party shall have any obligations hereunder subject to the terms and conditions set forth other party under this Sublease. Subtenant shall pay all expenses, points and/or fees incurred by Subtenant in obtaining the Letter of Credit. Such Letter of Credit shall be: (i) in the Lease. The terms form attached to and hereby made a part of this Sublease as Exhibit C; (ii) at all times in the amount of the Security Deposit and shall permit multiple draws without a corresponding reduction in the amount of the Letter of Credit; (iii) made payable to Sublandlord and expressly transferable and assignable; (iv) payable in the City of San Francisco, which are subject California and “callable” at sight upon presentment of a simple sight draft or certificate (including via delivery by overnight courier) stating only that Sublandlord is entitled to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues draw on the Letter of Credit becomes unacceptable pursuant to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another this Sublease; (v) for a term not less than one year; and (vi) contain an “evergreen” provision which provides that the Letter of Credit from a bank will be automatically renewed on an annual basis unless the issuer delivers at least thirty (30) days’ prior written notice of cancellation to Sublandlord and Subtenant, such that is acceptable to Landlord in Landlord’s sole reasonable discretion. The the Letter of Credit remains in existence through the date occurring ninety (90) days after the expiration of the Term. At least thirty (30) days prior to the then current expiration date of such Letter of Credit, Subtenant shall cause such Letter of Credit to be irrevocable renewed (or automatically and unconditionally extended), or replaced, from time to time for the a period ending no less than of one (1) year through the ninetieth (90th) day after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end expiration of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:.

Letter of Credit. In lieu of providing a cash Security DepositSubsection 24(A) above, simultaneously with the Tenant shall deliver upon execution of this Lease, Tenant may deliver to Landlord Lease an irrevocable and transferable standby letter of credit (“Letter of Credit”) running to Landlord in favor the amount equal to the total of $1,671,040.00 as security for the full and faithful performance and observation by Tenant of all covenants, agreements, warranties, conditions, terms and provisions of this Lease to be performed, fulfilled or observed by Tenant. Upon each adjustment of Fixed Rent during the term of this Lease, Tenant shall be required to increase the amount of said Letter of Credit in the amount of the difference between one (1) year’s Fixed Rent at the new rental rate and one (1) year’s Fixed Rent at the rental rate for the previous Lease Year. Landlord shall have the right, without prejudice to any other remedy, to draw upon the Letter of Credit to pay Landlord’s damages arising from, or to cure, any default of Tenant after the expiration of any applicable notice and cure periods. Tenant shall deliver to Landlord (as beneficiary) the Letter of Credit in form attached hereto as Exhibit 24.B. The Letter of Credit shall be, among other things: (i) irrevocable and unconditional; (ii) conditioned for payment solely upon presentation of the Letter of Credit and a sight draft; and (iii) transferable one or more times by Landlord without the consent of Tenant. Tenant acknowledges and agrees that it shall pay upon Landlord’s demand, as Additional Rent, any and all costs or fees charged in connection with the Letter of Credit securing Tenantthat arise due to; (i) Landlord’s obligations hereunder subject to sale or transfer of all or a portion of the terms and conditions set forth in Building; or (ii) the Lease. The terms addition, deletion, or modification of any beneficiaries under the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a commercial bank acceptable or trust company satisfactory to Landlord in Landlord’s reasonable discretion and under the supervision of the , having banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues offices at which the Letter of Credit becomes unacceptable to Landlord credit may be drawn upon in Landlord’s reasonable discretionNew York, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionNew York. The Letter of Credit shall be irrevocable for the period ending no less expire not earlier than one twelve (112) year months after the date of issuancedelivery thereof to Landlord and shall provide that same shall be automatically renewed for ten (10) successive twelve (12) month periods through a date which is not earlier than sixty (60) days after the expiration of the last Lease Year, unless written notice of nonrenewal has been given by the issuing bank to Landlord and Landlord’s attorney by registered or certified mail, return receipt requested, not less than sixty (60) days prior to the expiration of the current period. Tenant shall If the issuing bank does not renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiresCredit, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions if Tenant does not deliver a substitute Letter of this Section or unless the issuing bank delivers a notice of non-renewal no later than Credit at least thirty (30) days before expiration. If Tenant fails prior to renew the Letter expiration of Credit within ten (10) Business Days of the current period, then, in addition to its expirationrights granted under the Lease, Landlord may shall have the right to draw on the existing Letter of Credit Credit. Tenant hereby agrees to cooperate, at its expense, with Landlord to promptly execute and maintain the funds as a non-interest-bearing deposit deliver to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting any and all requirements of this Addendum #1. The form modifications, amendments, and terms replacements of the Letter of Credit shall be Credit, as Landlord may reasonably acceptable request to Landlord carry out the terms and shall provide, among other things, in effect that:conditions of this Article 24.

Letter of Credit. In lieu of providing a cash Security DepositAn irrevocable, simultaneously with the execution of this Leaseunconditional, Tenant may deliver to Landlord an irrevocable and transferable transferable, clean sight draft letter of credit (“Letter having an initial term of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no not less than one (1) year after year, in favor of Mortgagee and entitling Mortgagee to draw thereon in Tampa, Florida, based solely on a statement that Mortgagee has the date right to draw thereon executed by an officer or authorized signatory of issuanceMortgagee. Tenant Notwithstanding the foregoing, the letter of credit may provide for draws in New York, New York if such draws may be made by a courier or overnight delivery of applicable documents. A Letter of Credit must be issued by an Eligible Institution. If at any time (a) the institution issuing any such Letter of Credit shall renew cease to be an Eligible Institution or (b) if the Letter of Credit and maintain it for is due to expire prior to the period ending one hundred twenty (120) days after the end termination of the calendar year event or events which gave rise to the requirement that Mortgagor deliver the Letter of Credit to Mortgagee, Mortgagee shall have the right to draw down the same in which full or in part and deposit the Term expires, proceeds thereof into the Cash Management Account to be held and shall provide that it is automatically renewable for the Term, unless released pursuant to applied in accordance with the provisions of this Section or Mortgage and the Cash Management Agreement, unless the issuing bank delivers Mortgagor shall deliver a notice replacement Letter of non-renewal no later than thirty Credit from an Eligible Institution within (30i) as to clause (a) above, twenty (20) days before expiration. If Tenant fails after Mortgagee delivers written notice to renew Mortgagor that the institution issuing the Letter of Credit has ceased to be an Eligible Institution or (ii) as to clause (b) above, within ten twenty (1020) Business Days days prior to the expiration date of its expiration, Landlord may draw on the existing said Letter of Credit. Any Letter of Credit must be obtained by a Person, on behalf of Borrower, other than the SPE Entity, and maintain neither Mortgagor nor the funds as a non-interest-bearing deposit SPE Entity shall have or be permitted to be returned have any liability or other obligations under any reimbursement agreement with respect to Tenant on receipt by Landlord of a substitute any Letter of Credit from Tenant meeting all requirements or otherwise in connection with reimbursement to the issuer of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable for draws on such Letter of Credit. Licenses. As defined in Section 2.01(z) hereof. License Agreement. Any license or occupancy agreement granted by Mortgagor to Landlord an operator of a cart, kiosk or similar merchandising or sponsorship facilities located in the common areas of the Property or a tenant of in-line space for a term of one (1) year or less. Lien. Any mortgage, deed of trust, lien, pledge, hypothecation, assignment, security interest, or any other encumbrance or charge on the Property, any portion thereof or any interest therein, including, without limitation, any conditional sale or other title retention agreement, any financing lease having substantially the same economic effect as any of the foregoing, the filing of any financing statement, and shall providemechanic’s, among materialmen’s and other things, similar liens and encumbrances. Liens and Encumbrances. As defined in effect that:Section 2.09.